MOLSON COORS BEVERAGE CO - Quarter Report: 2025 June (Form 10-Q)

Payments on debt and borrowings()()Proceeds on debt and borrowings Other()()Net cash provided by (used in) financing activities() Effect of foreign exchange rate changes on cash and cash equivalents ()Net increase (decrease) in cash and cash equivalents() Balance at beginning of year Balance at end of period$ $

See notes to unaudited condensed consolidated financial statements.

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MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

AND NONCONTROLLING INTERESTS

(IN MILLIONS)

(UNAUDITED)

Molson Coors Beverage Company Stockholders' Equity

Accumulated

Common stock

Exchangeable

other

held in

Non

issued

shares issued

Paid-in-

Retained

comprehensive

treasury

controlling

Total

Class A

Class B

Class A

Class B

capital

earnings

income (loss)

Class B

interests(1)

As of March 31, 2024

()

Shares issued under equity compensation plan

—

Amortization of share-based compensation

—

Purchase of noncontrolling interest

()

—

()

Net income (loss) including noncontrolling interests

—

()

Other comprehensive income (loss), net of tax

()

—

()

—

Share repurchase program

()

—

()

—

Dividends declared

()

—

()

—

As of June 30, 2024

()

Molson Coors Beverage Company Stockholders' Equity

Accumulated

Common stock

Exchangeable

other

held in

Non

issued

shares issued

Paid-in-

Retained

comprehensive

treasury

controlling

Total

Class A

Class B

Class A

Class B

capital

earnings

income (loss)

Class B

interests(1)

As of March 31, 2025

()

Exchange of shares

—

()

—

Shares issued under equity compensation plan

—

Amortization of share-based compensation

—

Net income (loss) including noncontrolling interests

—

Other comprehensive income (loss), net of tax

—

Share repurchase program

()

—

()

—

Distributions and dividends to noncontrolling interests

()

—

()

Dividends declared

()

—

()

—

As of June 30, 2025

()

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Molson Coors Beverage Company Stockholders' Equity

Accumulated

Common stock

Exchangeable

other

held in

Non

issued

shares issued

Paid-in-

Retained

comprehensive

treasury

controlling

Total

Class A

Class B

Class A

Class B

capital

earnings

income (loss)

Class B

interests(1)

As of December 31, 2023

()

Shares issued under equity compensation plan

()

—

()

—

Amortization of share-based compensation

—

Purchase of noncontrolling interest

()

—

()

Net income (loss) including noncontrolling interests

—

Other comprehensive income (loss), net of tax

()

—

()

—

()

Share repurchase program

()

—

()

—

Distributions and dividends to noncontrolling interests

()

—

()

Dividends declared

()

—

()

—

As of June 30, 2024

()

Molson Coors Beverage Company Stockholders' Equity

Accumulated

Common stock

Exchangeable

other

held in

Non

issued

shares issued

Paid-in-

Retained

comprehensive

treasury

controlling

Total

Class A

Class B

Class A

Class B

capital

earnings

income (loss)

Class B

interests(1)

As of December 31, 2024

()

Exchange of shares

—

()

—

Shares issued under equity compensation plan

()

—

()

—

Amortization of share-based compensation

—

Purchase of noncontrolling interest

()

—

()

—

()

Net income (loss) including noncontrolling interests

—

Other comprehensive income (loss), net of tax

—

Share repurchase program

()

—

()

—

Distributions and dividends to noncontrolling interests

()

—

()

Dividends declared

()

—

()

—

As of June 30, 2025

()

(1)

See notes to unaudited condensed consolidated financial statements.

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MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unless otherwise indicated, information in this report is presented in USD and comparisons are to comparable prior year periods. Our primary operating currencies, other than the USD, include the CAD, the GBP and our Central European operating currencies such as the EUR, CZK, RON and RSD.

These unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report and have been prepared on a consistent basis with the accounting policies described in Note 1 of the Notes to the Audited Consolidated Financial Statements included in our Annual Report, except as noted in Note 2, "New Accounting Pronouncements".

The results of operations for the three and six months ended June 30, 2025, are not necessarily indicative of the results that may be achieved for the full year or any other future period.

Anti-Dilutive Securities

Anti-dilutive securities from share-based awards excluded from the computation of diluted EPS were million and million for the three months ended June 30, 2025 and June 30, 2024, respectively, and million and million for the six months ended June 30, 2025 and June 30, 2024, respectively.

Dividends

On May 15, 2025, our Company's Board of Directors ("Board") declared a dividend of $ per share, paid on June 20, 2025, to shareholders of Class A and Class B common stock of record on June 6, 2025. Shareholders of exchangeable shares received the CAD equivalent of dividends declared on Class A and Class B common stock, equal to CAD per share. During the six months ended June 30, 2025, dividends declared to eligible shareholders were $ per share, with the CAD equivalent equal to CAD per share.

During the three months ended June 30, 2024, dividends declared to eligible shareholders were $ per share, with the CAD equivalent equal to CAD per share and during the six months ended June 30, 2024, dividends declared to eligible shareholders were $ per share, with the CAD equivalent equal to CAD per share.

On July 16, 2025, our Board declared a dividend of $ per share, to be paid on September 19, 2025, to shareholders of Class A and Class B common stock of record on September 5, 2025. Shareholders of exchangeable shares will receive the CAD equivalent of dividends declared on Class A and Class B common stock, equal to CAD per share.

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Aggregate cost (in millions)$ $ $ $

Non-Cash Activity

Non-cash investing activities include movements in our guarantee of indebtedness of certain equity method investments. See Note 3, "Investments" for further discussion. We also had other non-cash investing activities related to capital expenditures incurred but not yet paid of $ million and $ million for the six months ended June 30, 2025 and June 30, 2024, respectively. In addition, we had non-cash financing activities related to certain issuances of share-based awards.

Other than the activity mentioned above and the supplemental non-cash activity related to the recognition of leases discussed in Note 6, "Leases", there was no other significant non-cash investing or financing activity for the six months ended June 30, 2025 and June 30, 2024, respectively.

Allowance for Doubtful Accounts

The allowance for doubtful accounts for trade receivables was $ million and $ million as of June 30, 2025 and December 31, 2024, respectively.

Supplier Financing

We are the buyer under a supplier finance program with Citibank N.A. with $ million and $ million confirmed as valid and outstanding as of June 30, 2025 and December 31, 2024, respectively. We recognize these unpaid balances in accounts payable and other current liabilities on our unaudited condensed consolidated balance sheets.

Redeemable Noncontrolling Interest

Certain of our noncontrolling interests have redemption features that are outside of our control, such as those subject to put options exercisable at a future date. We account for these as redeemable noncontrolling interests and present the balances outside of stockholders' equity on our unaudited condensed consolidated balance sheets. There was no material activity related to redeemable noncontrolling interest for the three and six months ended June 30, 2025 or June 30, 2024.

Fevertree Transactions

During the first quarter of 2025, we obtained exclusive rights via a license agreement to produce, market and sell Fever-Tree products in the U.S. In connection with this agreement, we acquired the shares of the Fevertree USA, Inc. entity, with the immaterial acquisition accounted for as a business combination and consideration allocated primarily to working capital balances. The acquisition is aligned with our strategy to expand beyond the beer aisle.

Further, during the first quarter of 2025, we made a minority investment of $ million in Fevertree Drinks plc, a listed entity on the London Stock Exchange (LSE:FEVR). As of June 30, 2025, we continue to hold a minority interest in the entity. See Note 3, "Investments" for further discussion of our minority interest investment in Fevertree Drinks plc.

Chief Executive Officer Retirement

On April 12, 2025, Gavin D.K. Hattersley, President and Chief Executive Officer of the Company and a member of the Board, informed the Company and the Board that he intends to retire from the Company and as a member of the Board, in each case, by December 31, 2025.

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$ $ $

As of June 30, 2025, for RMMC/RMBC, $ million and $ million were recorded in inventories, net and property, plant and equipment, net, respectively on the unaudited condensed consolidated balance sheets. As of December 31, 2024, for RMMC/RMBC, $ million and $ million were recorded in inventories, net and property, plant and equipment, net, respectively on the consolidated balance sheets.

We have not provided any financial support to any of our VIEs during the six months ended June 30, 2025, that we were not previously contractually obligated to provide.

Equity Method Investments

Our equity method investments include our ownership interests in Brewers Retail Inc. ("BRI"), Brewers Distributor Ltd. ("BDL") and The Yuengling Company LLC, as well as other immaterial investments. The total balance of our equity method investments was $ million and $ million as of June 30, 2025 and December 31, 2024, respectively. Our equity method investments are all within the Americas segment and are presented within other assets on the unaudited condensed consolidated balance sheets. Amounts due to and due from our equity method investments are recorded as affiliate accounts payable and affiliate accounts receivable which are presented within accounts payable and other current liabilities and trade receivables, net, respectively, on the unaudited condensed consolidated balance sheets.

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million and $ million recorded as of June 30, 2025 and December 31, 2024, respectively, which is presented within accounts payable and other current liabilities on the unaudited condensed consolidated balance sheets and represents our proportionate share of the outstanding balance of these debt instruments. The offset to the guarantee liability is our respective equity method investment on the unaudited condensed consolidated balance sheets. The resulting change in our equity method investments during the year due to movements in the guarantee represents a non-cash investing activity.

ASC 321 Investment

million in Fevertree Drinks plc, a listed entity on the London Stock Exchange (LSE:FEVR). We hold a minority interest in the entity and account for the investment under ASC 321. As of June 30, 2025, the investment was recorded at a fair value of $ million calculated based on a quoted market price on the London Stock Exchange (Level 1 inputs) in other assets on our unaudited condensed consolidated balance sheets. Changes in fair value are recorded in other non-operating income (expense), net on our unaudited condensed consolidated statements of operations, and as a result, during the three and six months ended June 30, 2025, we recorded unrealized income of $ million and $ million, respectively.

4. $ Work in process Raw materials Packaging materials Inventories, net$ $

$ $ Foreign currency translation, net Balance as of June 30, 2025$ $ $

(1)Accumulated impairment losses for the Americas segment was $ million as of June 30, 2025 and December 31, 2024. The EMEA&APAC goodwill balance was fully impaired during the year ended December 31, 2020 with an accumulated impairment loss of $ million.

As of the date of our annual impairment test performed as of October 1, 2024, the fair value of the Americas reporting unit was in excess of its carrying value by less than % and as such, the reporting unit continues to be at heightened risk of future impairment in the event of significant unfavorable changes in assumptions. We continue to focus on our strategy which includes growing our core power brand net sales, aggressively premiumizing our portfolio and scaling and expanding beyond beer. While progress has been made, including the strengthening of our core power brands, continued focus is required in order to deliver on these long-term strategies. Therefore, the growth targets included in management’s forecasted future cash flows are inherently at risk given that the strategies are still in progress. Additionally, the fair value determinations are sensitive to changes in the beer industry environment, broader macroeconomic conditions and market multiples or discount rates that could negatively impact future analyses, including the impacts of cost inflation or tariffs, increases to interest rates and other external industry factors impacting our business.

We determined that there was no triggering event that occurred during the six months ended June 30, 2025, that would indicate the carrying value of our Americas reporting unit was greater than its fair value.

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- $ $()$ License agreements and distribution rights

() Other

() Intangible assets not subject to amortization Brands Indefinite — Distribution networks Indefinite — Other Indefinite — Total $ $()$

The following table presents details of our intangible assets, other than goodwill, as of December 31, 2024:

Useful life

Gross

Accumulated
amortization

Net

(Years)

(In millions)

Intangible assets subject to amortization

Brands

()

License agreements and distribution rights

()

Other

()

Intangible assets not subject to amortization

Brands

Indefinite

—

Distribution networks

Indefinite

—

Other

Indefinite

—

Total

()

The increase in the gross carrying amounts of intangible assets from December 31, 2024 to June 30, 2025, was primarily driven by the impact of foreign exchange rates, as a significant amount of intangible assets, other than goodwill, are denominated in foreign currencies.

2026 2027 2028 2029

Amortization expense of intangible assets was $ million and $ million for the three months ended June 30, 2025 and June 30, 2024, respectively, and $ million and $ million for the six months ended June 30, 2025 and June 30, 2024, respectively. This expense is presented within MG&A expenses in our unaudited condensed consolidated statements of operations.

The fair value of the Coors brands in the Americas (inclusive of our Coors brand in the U.S. and Coors distribution agreement in Canada), the Miller brands in the U.S. and the Carling and Staropramen brands in EMEA&APAC all exceeded their respective carrying values by over % as of the October 1, 2024, annual testing date.

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$ Current operating lease liabilitiesAccounts payable and other current liabilities$ $ Non-current operating lease liabilitiesOther liabilities Total operating lease liabilities$ $ Finance LeasesFinance lease right-of-use assetsProperty, plant and equipment, net$ $ Current finance lease liabilitiesCurrent portion of long-term debt and short-term borrowings$ $ Non-current finance lease liabilitiesLong-term debt Total finance lease liabilities$ $ $ Operating cash flows from finance leases Financing cash flows from finance leases Supplemental non-cash information on right-of-use assets obtained in exchange for new lease liabilitiesOperating leases Finance leases

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million % senior notes due July 2026$ $

$ billion % senior notes due July 2026

EUR million % senior notes due June 2032

$ billion % senior notes due May 2042

$ billion % senior notes due July 2046

Finance leases Other Less: unamortized debt discounts and debt issuance costs()()Total long-term debt (including current portion) Less: current portion of long-term debt()()Total long-term debt$ $

Short-term borrowings(1)

$ $ Current portion of long-term debt Current portion of long-term debt and short-term borrowings$ $

(1)Our short-term borrowings include bank overdrafts, borrowings on our overdraft facilities and other items.

As of June 30, 2025, we had $ million in bank overdrafts and $ million in bank cash related to our cross-border, cross-currency cash pool for a net positive position of $ million. As of December 31, 2024, we had $ million in bank overdrafts and $ million in bank cash related to our cross-border, cross-currency cash pool for a net positive position of $ million.

In addition, we have CAD, GBP and USD overdraft facilities under which we had outstanding borrowings as of June 30, 2025 and December 31, 2024. See further detail within Part II.—Item 8. Financial Statements, Note 13, "Commitments and Contingencies" in our Annual Report for further discussion related to letters of credit.

Debt Fair Value Measurements

We utilize market approaches to estimate the fair value of certain outstanding borrowings by discounting anticipated future cash flows derived from the contractual terms of the obligations using observable market interest and foreign exchange rates. As of June 30, 2025 and December 31, 2024, the fair value of our outstanding long-term debt (including the current portion of long-term debt) was approximately $ billion and $ billion, respectively. All senior notes are valued based on significant observable inputs and classified as Level 2 in the fair value hierarchy. The carrying values of all other outstanding long-term borrowings and our short-term borrowings approximate their fair values and are also classified as Level 2 in the fair value hierarchy.

Revolving Credit Facility and Commercial Paper

On June 26, 2025, we amended our existing $ billion multi-currency revolving credit facility to extend the maturity date from June 26, 2029 to June 26, 2030. The amendment did not change the borrowing capacity of the revolving credit facility, which allows us to issue a maximum aggregate amount of $ billion in commercial paper or make other borrowings at any time at variable interest rates. We use this facility from time to time to fund the repayment of debt upon maturity and for working capital or general purposes.

We had borrowings drawn on the amended and restated multi-currency revolving credit facility and commercial paper borrowings as of June 30, 2025 and December 31, 2024.

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billion multi-currency revolving credit facility, we are required to maintain a maximum leverage ratio, calculated as net debt to EBITDA (as defined in the amended and restated multi-currency revolving credit facility agreement) of x, measured as of the last day of each fiscal quarter through maturity of the credit facilit

million % notes and as a result, the associated net investment hedge was discontinued. The accumulated gains and losses associated with the settled net investment hedge will remain in AOCI until a liquidation or deconsolidation event at which point the accumulated gains and losses will be reclassified into earnings.

Derivative Fair Value Measurements

We utilize market approaches to estimate the fair value of our derivative instruments by discounting anticipated future cash flows derived from the derivative's contractual terms and observable market interest, foreign exchange and commodity rates. The fair values of our derivatives also include credit risk adjustments to account for our counterparties' credit risk, as well as our own non-performance risk, as appropriate.

$ Foreign currency forwards Commodity swaps and options Total$ $

As of June 30, 2025 and December 31, 2024, we had no significant transfers between Level 1 and Level 2. New derivative contracts transacted during the six months ended June 30, 2025, were all included in Level 2.

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Other non-current assets$ Other liabilities $ Foreign currency forwards$ Other current assets Accounts payable and other current liabilities() Other non-current assets Other liabilities ()Total derivatives designated as hedging instruments$ $()Derivatives not designated as hedging instruments

Commodity swaps(1)

$ Other current assets$ Accounts payable and other current liabilities$()

Other non-current assets Other liabilities ()

Commodity options(1)

$ Other current assets Accounts payable and other current liabilities()

EUR million % senior notes due June 2032

$()Three Months Ended June 30, 2024

EUR million % senior notes due July 2024

$()

EUR million % senior notes due June 2032

Total$

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million % senior notes due June 2032$()Six Months Ended June 30, 2024

EUR million % senior notes due July 2024

EUR million % senior notes due June 2032

Total$

(1)The cumulative translation adjustments related to our net investment hedges remain in AOCI until the respective underlying net investment is sold or liquidated. During the three and six months ended June 30, 2025 and June 30, 2024, we did not reclassify any amounts related to net investment hedges from AOCI into earnings whether due to ineffectiveness, a sale or liquidation.

As of June 30, 2025, we expect pretax net losses of less than $ million recorded in AOCI will be reclassified into earnings within the next months. Our foreign currency forwards, which are designated in cash flow hedge relationships, are typically hedged over a maximum length of approximately years. We use forward starting interest rate swaps to hedge our forecasted debt issuances and the maximum length of time is based on our forecasted debt issuances.

Three Months Ended June 30, 2024Commodity swapsCost of goods sold$

Derivatives not in hedging relationships

Location of gain (loss) recognized in
income on derivatives

Amount of gain (loss) recognized in
income on derivatives

Six Months Ended June 30, 2025

Commodity swaps

Cost of goods sold

Six Months Ended June 30, 2024

Commodity swaps

Cost of goods sold

% %%%

The effective tax rate for the three and six months ended June 30, 2025, was relatively flat compared to prior year.

Our effective tax rate can be volatile and may change with, among other things, the amount and source of pretax income or loss, our ability to utilize foreign tax credits, excess tax benefits or deficiencies from share-based compensation, changes in tax laws and the movement of liabilities established pursuant to accounting guidance for uncertain tax positions as statutes of limitations expire, positions are effectively settled, or when additional information becomes available. There are proposed or pending tax law changes in various jurisdictions and other changes to regulatory environments in countries in which we do business that, if enacted, could have an impact on our effective tax rate.

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10.

million and $ million as of June 30, 2025 and December 31, 2024, respectively. While we cannot predict the eventual aggregate cost for litigation, other disputes and environmental matters in which we are currently involved, based on review with legal counsel, we believe adequate reserves have been provided for losses that are probable and estimable. For all matters unless otherwise noted below, we believe that any reasonably possible losses in excess of the amounts accrued are immaterial to our unaudited condensed consolidated financial statements. However, litigation is subject to inherent uncertainties and an adverse result in these, or other matters, may arise from time to time that may harm our business. Our litigation, other disputes and environmental issues are discussed in further detail within Part II.—Item 8. Financial Statements, Note 13, "Commitments and Contingencies" in our Annual Report and any updates for the six months ended June 30, 2025, are discussed below.

On February 12, 2018, Stone Brewing Company filed a trademark infringement lawsuit in federal court in the Southern District of California against Molson Coors Beverage Company USA LLC, a wholly owned subsidiary of our Company, alleging that the Keystone brand had "rebranded" itself as "Stone" and was marketing itself in a manner confusingly similar to Stone Brewing Company's registered Stone trademark. As of December 31, 2024, the Company had a recorded accrued liability of $ million within accounts payable and other current liabilities on our consolidated balance sheets. On January 29, 2025, the Company paid $ million in final resolution of this matter.

Regulatory Contingencies

An Early Implementation Agreement ("EIA") was entered into on May 23, 2024, between the Province of Ontario and Molson Canada 2005, a wholly owned indirect subsidiary of our Company, Labatt Brewing Company Limited, Sleeman Breweries Ltd. (collectively, the "Representative Owners") and BRI, operating under the name The Beer Store ("TBS") concerning the intended features of the future marketplace for beer distribution and retail systems in the Province of Ontario. The EIA was effective July 18, 2024, with provisions continuing until December 31, 2030, except certain provisions which end December 31, 2025. TBS shall remain the primary distributor of beer to all retailers from the commencement date of the EIA to the end of the agreement, December 31, 2030.

The Province of Ontario will provide financial support to TBS and the Representative Owners of up to CAD million through reimbursement of costs incurred in connection with the early implementation and to TBS in connection with the operation of the agreed upon retail footprint through December 31, 2025. The EIA required TBS to maintain at least retail locations in Ontario to support recycling, cash and carry and to preserve employment through June 30, 2025. Subsequently, TBS has the right to close retail locations to reduce the number of retail locations to a minimum of by December 31, 2025. From January 1, 2026, onward, TBS will have full discretion to maintain an adequate number of retail locations determined by TBS in its sole and absolute discretion. Due to the anticipated increased competition from grocery stores and convenience stores, TBS anticipates closing stores during the year ended December 31, 2025, in line with the allowable reduction under the EIA with future closures dependent on the evolution of the expanded retail marketplace funded by the reimbursement costs received. We continue to evaluate the impacts of the EIA and the expected future marketplace for beer distribution and retail systems in the Province of Ontario on our results of operations.

Guarantees and Indemnities

We guarantee indebtedness and other obligations to banks and other third parties for some of our equity method investments and consolidated subsidiaries. As of June 30, 2025 and December 31, 2024, the unaudited condensed consolidated balance sheets include liabilities related to these guarantees of $ million and $ million, respectively.

Separately, our Cervejarias Kaiser Brasil S.A. ("Kaiser") indemnities are discussed in further detail within Part II.—Item 8. Financial Statements, Note 13, "Commitments and Contingencies" in our Annual Report and did not significantly change during the six months ended June 30, 2025.

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11. )$ $()$()$()Foreign currency translation adjustments — — — Gain (loss) recognized on net investment hedges()— — — ()Unrealized gain (loss) recognized on derivative instruments— ()— — ()Derivative instrument activity reclassified from other comprehensive income (loss)— ()— — ()Pension and other postretirement activity reclassified from other comprehensive income (loss)— — ()— ()Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)— — — Tax benefit (expense) () As of June 30, 2025$()$ $()$()$()

12.

)$ $()$

Asset abandonment and other restructuring costs(1)

() () Gains (losses) on disposals and other()() Other operating income (expense), net$()$ $()$

(1)During the third quarter of 2024, we made the decision to wind down or sell certain of our U.S. craft businesses and related facilities and recorded employee-related and asset abandonment charges, including accelerated depreciation in excess of normal depreciation. During the first quarter of 2025, we incurred incremental accelerated depreciation in excess of normal depreciation of $ million. Restructuring charges related to these actions are substantially complete and any remaining future charges are expected to be immaterial.

13.

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Summarized Financial Information

No single customer accounted for more than 10% of our consolidated net sales for the three months ended June 30, 2025 and June 30, 2024.

Net sales from transactions with a single customer in our Americas segment represented approximately $ billion of our consolidated net sales for the six months ended June 30, 2025. No single customer accounted for more than 10% of our consolidated net sales for the six months ended June 30, 2024.

Consolidated net sales represent sales to third-party external customers less excise taxes. Inter-segment transactions impacting net sales and income (loss) before income taxes eliminate upon consolidation and are primarily related to the Americas segment royalties received from and sales to the EMEA&APAC segment.

$ $ $()$ Cost of goods sold()() ()Marketing and sales expenses()() ()General and administrative expenses()() ()Equity income (loss) Interest expense()()() ()Interest income

Other segment items(1)

() Income (loss) before income taxes$ $ $()$ $ Income tax benefit (expense) ()Net income (loss) Net (income) loss attributable to noncontrolling interests Net income (loss) attributable to MCBC $

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$ $ $()$ Cost of goods sold()() ()Marketing and sales expenses()() ()General and administrative expenses()() ()Equity income (loss)() ()Interest expense()()() ()Interest income

Other segment items(1)

() Income (loss) before income taxes$ $ $()$ $ Income tax benefit (expense) ()Net income (loss) Net (income) loss attributable to noncontrolling interests Net income (loss) attributable to MCBC $

For the six months ended June 30, 2025

Americas

EMEA&APAC

Unallocated

Inter-segment net sales eliminations

Consolidated

(In millions)

Net sales

()

Cost of goods sold

()

Marketing and sales expenses

()

General and administrative expenses

()

Equity income (loss)

Interest expense

()

Interest income

Other segment items(1)

()

Income (loss) before income taxes

()

Income tax benefit (expense)

()

Net income (loss)

Net (income) loss attributable to noncontrolling interests

Net income (loss) attributable to MCBC

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$ $ $()$ Cost of goods sold()() ()Marketing and sales expenses()() ()General and administrative expenses()() ()Equity income (loss)() ()Interest expense()()() ()Interest income

Other segment items(1)

() Income (loss) before income taxes$ $ $()$ $ Income tax benefit (expense) ()Net income (loss) Net (income) loss attributable to noncontrolling interests ()Net income (loss) attributable to MCBC $

(1)Other segment items include other operating income (expense), net, other pension and postretirement benefit (cost), net and other non-operating income (expense), net.

$ EMEA&APAC Consolidated$ $

The following table presents total property, plant and equipment, net depreciation and intangible asset, net amortization as well as total capital expenditures by segment for the three and six months ended June 30, 2025 and June 30, 2024:

Three Months Ended

Six Months Ended

June 30, 2025

June 30, 2024

June 30, 2025

June 30, 2024

Depreciation and amortization

(In millions)

Americas

EMEA&APAC

Consolidated

Capital expenditures

Americas

EMEA&APAC

Consolidated

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

For more than two centuries, we have brewed beverages that unite people to celebrate all life’s moments. From our core power brands Coors Light, Miller Lite, Coors Banquet, Molson Canadian, Carling and Ožujsko to our above premium brands including Madrí Excepcional, Staropramen, Blue Moon Belgian White and Leinenkugel’s Summer Shandy, to our economy and value brands like Miller High Life and Keystone Light, we produce many beloved and iconic beers. While our Company's history is rooted in beer, we offer a modern portfolio that expands beyond the beer aisle as well, including flavored beverages like Vizzy Hard Seltzer, spirits like Five Trail whiskey and non-alcoholic beverages. We also have partner brands, such as Simply Spiked, ZOA Energy, Fever-Tree, among others, through license, distribution, partnership and joint venture agreements. As a business, our ambition is to be the first choice for our people, our consumers and our customers, and our success depends on our ability to make our products available to meet a wide range of consumer segments and occasions.

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") in this Quarterly Report on Form 10-Q is provided as a supplement to, and should be read in conjunction with, our audited consolidated financial statements, the accompanying notes and the MD&A included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 ("Annual Report"), as well as our unaudited condensed consolidated financial statements and the accompanying notes included in this report. Due to the seasonality of our operating results, quarterly financial results are not necessarily indicative of the results that may be achieved for the full year or any other future period.

Unless otherwise noted in this report, any description of "we," "us" or "our" includes Molson Coors Beverage Company ("MCBC" or the "Company"), principally a holding company, and its operating and non-operating subsidiaries included within its reporting segments. Our reporting segments include Americas and EMEA&APAC. Our Americas segment operates in the U.S., Canada and various countries in Latin America and our EMEA&APAC segment operates in Bulgaria, Croatia, Czech Republic, Hungary, Montenegro, the Republic of Ireland, Romania, Serbia, the U.K., various other European countries and certain countries within the Middle East, Africa and Asia Pacific.

Global Market Conditions and Competitive Trends

Our industry is experiencing and, we expect will continue to experience, increased consumer and economic uncertainty due to volatility in the global macroeconomic environment including global trade policies and other geopolitical events with potential resulting impacts on economic growth, consumer confidence, inflation and currencies. In addition, the associated impacts of the macroeconomic environment on the beer industry in the U.S. have resulted in heightened competitive activity and associated reduction in market share of our products in certain segments. The magnitude of the resulting impacts on our business are dependent on the evolution of the global macroeconomic environment and the competitive landscape, including whether share losses are sustained. The economic and competitive pressures, including the impact of tariffs, on our Company and our consumers' consumption behavior and preferences have and may continue to negatively impact our results of operations during this volatile period. For example, recent tariff announcements in the U.S. have indirectly caused the price of the premium on aluminum in the U.S., known as the Midwest Premium, to spike which has had a negative impact and is expected to continue to have a negative impact on our results of operations. While our hedging program can help mitigate some of the volatility, the opaque pricing and limited liquidity of the Midwest Premium can make hedging this exposure costly. Therefore, the Midwest Premium is one of the commodities for which we currently have the least amount of hedged coverage. In addition to impacting the prices of raw materials, a constant or periodic change in the Midwest Premium may decrease our profit margins or impact our end consumers as we may pass on the increased costs to our consumers. We plan to continue to evaluate and implement strategies which are designed to help mitigate the impact on our business, consolidated results of operations and financial condition while continuing to support our long-term strategic growth and capital allocation priorities.

Items Affecting the Americas Segment Results of Operations

Fevertree Transactions

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Consolidated Results of Operations

The following table highlights summarized components of our unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2025 and June 30, 2024. See Part I.—Item 1. Financial Statements for additional details of our U.S. GAAP results.


	Three Months Ended						Six Months Ended
	June 30, 2025		June 30, 2024		% change		June 30, 2025		June 30, 2024		% change
	(In millions, except percentages and per share data)
Net sales	$	3,200.8	$	3,252.3	(1.6)	%	$	5,504.9	$	5,848.7	(5.9)	%
Cost of goods sold	(1,918.9)		(1,922.4)		(0.2)	%	(3,372.1)		(3,555.3)		(5.2)	%
Gross profit	1,281.9		1,329.9		(3.6)	%	2,132.8		2,293.4		(7.0)	%
Marketing, general and administrative expenses	(693.1)		(728.5)		(4.9)	%	(1,346.3)		(1,383.1)		(2.7)	%

%

Net sales decreased 0.6% for the six months ended June 30, 2025, compared to prior year, driven by lower financial volumes, partially offset by favorable price and sales mix as well as favorable foreign currency impacts.

Financial volumes decreased 8.6% for the six months ended June 30, 2025, compared to prior year, primarily due to lower volumes across all regions driven by soft market demand and heightened competitive landscape.

Price and sales mix favorably impacted net sales for the six months ended June 30, 2025, compared to prior year, by 5.3%, primarily due to geographic mix, premiumization and higher factored brand volumes, as well as increased net pricing. Net sales per hectoliter increased 8.8% on a reported basis.

Discussions of currency impacts on net sales for the three and six months ended June 30, 2025, are included in the "Foreign currency impacts on results" section above.

Income (loss) before income taxes

Income before income taxes declined 20.2% for the three months ended June 30, 2025, compared to prior year, primarily due to lower financial volumes and higher U.K. waste management fees as a result of the change in extended producer responsibility regulations, partially offset by lower MG&A expense driven by lower incentive compensation and cost savings, increased net pricing and favorable mix, as well as favorable foreign currency impacts of $5.4 million.

Income before income taxes declined 35.0% for the six months ended June 30, 2025, compared to prior year, primarily due to lower financial volumes and higher U.K. waste management fees as a result of the change in the extended producer responsibility regulations, partially offset by lower MG&A expense driven by lower incentive compensation and cost savings, increased net pricing and favorable mix, as well as favorable foreign currency impacts of $7.4 million.

Discussions of currency impacts on income (loss) before income taxes for the three and six months ended June 30, 2025, are included in the "Foreign currency impacts on results" section above.

Unallocated Segment

We have certain activity that is not allocated to our segments, which has been reflected as Unallocated below. Specifically, Unallocated primarily includes certain financing-related activities such as interest expense and interest income as well as foreign exchange gains and losses on intercompany balances. Unallocated activity also includes the unrealized changes in fair value on our commodity swaps not designated in hedging relationships recorded within cost of goods sold, which are later reclassified when realized to the segment in which the underlying exposure resides. Additionally, only the service cost component of net periodic pension and OPEB cost is reported within each operating segment meanwhile all other components remain in Unallocated.

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	Three Months Ended						Six Months Ended
	June 30, 2025		June 30, 2024		% change		June 30, 2025		June 30, 2024		% change
	(In millions, except percentages)
Cost of goods sold	$	7.0	$	28.3	(75.3)	%	$	25.7	$	28.8	(10.8)	%
Gross profit (loss)	7.0		28.3		(75.3)	%	25.7		28.8		(10.8)	%
Operating income (loss)	7.0		28.3		(75.3)	%	25.7		28.8		(10.8)	%
Total non-operating income (expense), net	(55.1)		(36.7)		50.1	%	(107.6)		(81.4)		32.2	%
Income (loss) before income taxes	$	(48.1)	$	(8.4)	472.6	%	$	(81.9)	$	(52.6)	55.7	%

Cost of goods sold

The unrealized changes in fair value on our commodity derivatives, which are economic hedges, make up substantially all of the activity presented within cost of goods sold in the table above for the three and six months ended June 30, 2025 and June 30, 2024. As the exposure we are managing is realized, we reclassify the gain or loss on our commodity derivatives to the segment in which the underlying exposure resides, allowing our segments to realize the economic effects of the derivative without the resulting unrealized mark-to-market volatility. See Part I.—Item 1. Financial Statements, Note 8, "Derivative Instruments and Hedging Activities" for further information.

Total non-operating income (expense), net

Total non-operating expense, net increased 50.1% for the three months ended June 30, 2025, compared to prior year, primarily due to unfavorable foreign currency transactional impacts, higher interest expense as a result of the issuance of EUR 800 million 3.8% senior notes in the second quarter of 2024, lower pension and OPEB non-service benefit and lower interest income.

Total non-operating expense, net increased 32.2% for the six months ended June 30, 2025, compared to prior year, primarily due to higher interest expense as a result of the issuance of EUR 800 million 3.8% senior notes in the second quarter of 2024, lower pension and OPEB non-service benefit and lower interest income.

Liquidity and Capital Resources

Liquidity

Overview

Our primary sources of liquidity include cash provided by operating activities and access to external capital. We continue to monitor world events which may create credit or economic challenges that could adversely impact our profit or operating cash flows and our ability to obtain additional liquidity. We believe that our cash and cash equivalents, cash flows from operations and cash provided by short-term and long-term borrowings, when necessary, will be adequate to meet our ongoing operating requirements, scheduled principal and interest payments on debt, anticipated dividend payments, capital expenditures and other obligations for the twelve months subsequent to the date of the issuance of this quarterly report and our long-term liquidity requirements. We have upcoming debt maturities in 2026, as illustrated in the debt maturity schedule in the cash and cash equivalents section below. We are currently evaluating various alternatives with respect to these maturities, including the potential refinancing of all or a portion of the outstanding debt which may involve utilizing our amended and restated $2.0 billion multi-currency revolving credit facility. No final decisions have been made at this time, and the timing, structure and terms of any such transactions will depend on capital market conditions and other factors. We do not have any restrictions that prevent or limit our ability to declare or pay dividends.

While a significant portion of our cash flows from operating activities are generated within the U.S., our cash balances include cash held outside the U.S. and in currencies other than the USD. As of June 30, 2025, approximately 56% of our cash and cash equivalents were located outside the U.S., largely denominated in foreign currencies. Fluctuations in foreign currency exchange rates have had and may continue to have a material impact on these foreign cash balances. Cash balances in foreign countries are often subject to additional restrictions. We may, therefore, have difficulties repatriating cash held outside the U.S. on a timely basis and such repatriation may be subject to tax. These limitations may affect our ability to fully utilize our cash resources for needs in the U.S. and other countries and may adversely affect our liquidity. To the extent necessary, we accrue for tax consequences on the earnings of our foreign subsidiaries as they are earned. We may utilize tax planning and financing strategies in an effort to ensure that our worldwide cash is available in the locations in which it is needed. We periodically review and evaluate these plans and strategies, including externally committed and non-committed credit agreements accessible by our Company and each of our operating subsidiaries. We believe these financing arrangements, along with cash flows from operating activities within the U.S., are sufficient to fund our current cash needs in the U.S.

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Cash Flows and Use of Cash

Our business historically generates positive operating cash flows each year and our debt maturities are generally of a longer-term nature. However, our liquidity could be impacted significantly by the risk factors we described in Part I—Item 1A. "Risk Factors" in our Annual Report, Part II.—Item 1A. "Risk Factors" in this report and the items listed above.

Cash Flows from Operating Activities

Net cash provided by operating activities of $627.6 million for the six months ended June 30, 2025, decreased $267.0 million compared to $894.6 million for the six months ended June 30, 2024. The decrease in net cash provided by operating activities was primarily due to lower net income adjusted for non-cash items, the unfavorable movement in working capital and higher interest paid, partially offset by lower income taxes paid. The unfavorable movement in working capital was primarily driven by the $60.6 million payment as final resolution of the Keystone litigation case and the timing of payables and inventories, partially offset by lower payments for prior year annual incentive compensation and the timing of receivables.

Cash Flows from Investing Activities

Net cash used in investing activities of $499.7 million for the six months ended June 30, 2025, increased $118.3 million compared to $381.4 million for the six months ended June 30, 2024. The increase in cash used in investing activities was primarily due to the investment in Fevertree Drinks Plc of $88.1 million as well as the acquisition of Fevertree USA, Inc.

Cash Flows from Financing Activities

Net cash used in financing activities was $506.2 million for the six months ended June 30, 2025, compared to net cash provided by financing activities of $285.6 million for the six months ended June 30, 2024. The change was primarily due to the prior year issuance of our EUR 800 million 3.8% senior notes due 2032, partially offset by lower Class B common stock share repurchases.

Capital Resources, including Material Cash Requirements

Cash and Cash Equivalents

As of June 30, 2025, we had total cash and cash equivalents of $613.8 million, compared to $969.3 million as of December 31, 2024 and $1,647.3 million as of June 30, 2024. The decrease in cash and cash equivalents from December 31, 2024, was primarily due to capital expenditures, Class B common stock share repurchases, dividends paid, as well as our investment in Fevertree Drinks plc and the acquisition of Fevertree USA, Inc., partially offset by net cash provided by operating activities. The decrease in cash and cash equivalents from June 30, 2024, was primarily due to net debt repayments, including the repayment of our EUR 800 million 1.25% senior notes which matured in July 2024, capital expenditures, Class B common stock share repurchases, dividends paid, a payment to acquire the noncontrolling interest in the Cobra Beer Partnership, Ltd., the investment in Fevertree Drinks plc and the acquisition of Fevertree USA, Inc., partially offset by the net cash provided by operating activities.

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Based on the credit profile of our lenders that are party to our credit facilities, we are confident in our ability to draw on our revolving credit facility if the need arises. On June 26, 2025, we amended our existing $2.0 billion multi-currency revolving credit facility to extend the maturity date from June 26, 2029 to June 26, 2030. As of June 30, 2025, we had $2.0 billion available to draw on our amended and restated $2.0 billion multi-currency revolving credit facility. As of June 30, 2025, we had no borrowings drawn on this amended and restated multi-currency revolving credit facility and no commercial paper borrowings.

We intend to further utilize our cross-border, cross currency cash pool as well as our commercial paper programs for liquidity as needed. We also have CAD, GBP and USD overdraft facilities across several banks should we need additional short-term liquidity.

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Under the terms of each of our debt facilities, we must comply with certain restrictions. These include customary events of default and specified representations, warranties and covenants, as well as covenants that restrict our ability to incur certain additional priority indebtedness (certain thresholds of secured consolidated net tangible assets), certain leverage threshold percentages, create or permit liens on assets and restrictions on mergers, acquisitions and certain types of sale lease-back transactions.

The maximum net debt to EBITDA leverage ratio, as defined by the amended and restated multi-currency revolving credit facility agreement, was 4.00x as of June 30, 2025 and December 31, 2024. As of June 30, 2025 and December 31, 2024, we were in compliance with all of these restrictions and covenants, have met such financial ratios and have met all debt payment obligations. All of our outstanding senior notes as of June 30, 2025, rank pari-passu.

See Part I.—Item 1. Financial Statements, Note 7, "Debt" for further discussion of our borrowings and available sources of borrowings, including lines of credit.

Guarantees

We guarantee indebtedness and other obligations to banks and other third parties for some of our equity method investments and consolidated subsidiaries. See Part I.—Item 1. Financial Statements, Note 3, "Investments" and Part I.—Item 1. Financial Statements, Note 10, "Commitments and Contingencies" for further discussion.

Material Cash Requirements from Contractual and Other Obligations

There were no material changes to our material cash requirements from contractual and other obligations outside the ordinary course of business or due to factors similar in nature to inflation, changing prices on operations or changes in the remaining terms of the contracts since December 31, 2024, as reported in Part II.— Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, "Material Cash Requirements from Contractual and Other Obligations" in our Annual Report.

Credit Rating

Our current long-term credit ratings are BBB/Stable Outlook, Baa1/Stable Outlook and BBB/Stable Outlook with Standard & Poor's, Moody's and DBRS, respectively. Our short-term credit ratings are A-2, Prime-2 and R-2, respectively. A securities rating is not a recommendation to buy, sell or hold securities, and it may be revised or withdrawn at any time by the applicable rating agency.

Guarantor Information

SEC Registered Securities

For purposes of this disclosure, including the tables, "Parent Issuer" shall mean MCBC in its capacity as the issuer of the senior notes under the May 2012 Indenture, the July 2016 Indenture and the May 2024 Indenture. "Subsidiary Guarantors" shall mean certain Canadian and U.S. subsidiaries reflecting the substantial operations of our Americas segment.

Pursuant to the indenture dated May 3, 2012 (as amended, the "May 2012 Indenture"), MCBC issued its outstanding 5.0% senior notes due 2042. Additionally, pursuant to the indenture dated July 7, 2016 ("July 2016 Indenture"), MCBC issued its outstanding 3.0% senior notes due 2026 and 4.2% senior notes due 2046. Further, pursuant to the indenture dated May 29, 2024 ("May 2024 Indenture"), MCBC issued its outstanding 3.8% senior notes due 2032. The issuances of the senior notes issued under the May 2012 Indenture, the July 2016 Indenture and the May 2024 Indenture were registered under the Securities Act of 1933, as amended. These senior notes are guaranteed on a senior unsecured basis by certain subsidiaries of MCBC, which are listed in Exhibit 22 of this Quarterly Report on Form 10-Q (the Subsidiary Guarantors, and together with the Parent Issuer, the "Obligor Group"). Each of the Subsidiary Guarantors is 100% owned by the Parent Issuer. The guarantees are full and unconditional and joint and several.

None of our other outstanding debt was issued in a transaction that was registered with the SEC, and such other outstanding debt was issued or otherwise generally guaranteed on a senior unsecured basis by the Obligor Group or other consolidated subsidiaries of MCBC. These other guarantees are also full and unconditional and joint and several.

As of June 30, 2025, the senior notes and related guarantees ranked pari-passu with all other unsubordinated debt of the Obligor Group and senior to all future subordinated debt of the Obligor Group. The guarantees can be released upon the sale or transfer of a Subsidiary Guarantors' capital stock or substantially all of its assets, or if such Subsidiary Guarantor ceases to be a guarantor under our other outstanding debt.

See Part I.—Item 1. Financial Statements, Note 7, "Debt" for details of all debt issued and outstanding as of June 30, 2025.

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The following summarized financial information relates to the Obligor Group as of June 30, 2025, on a combined basis, after elimination of intercompany transactions and balances between the Obligor Group, and excluding the investments in and equity in the earnings of any non-guarantor subsidiaries. The balances and transactions with non-guarantor subsidiaries have been separately presented.

Summarized Financial Information of Obligor Group


	Six Months Ended
	June 30, 2025
	(In millions)
Net sales, out of which:	$	4,266.1
Intercompany sales to non-guarantor subsidiaries	$	51.1
Gross profit, out of which:	$	1,699.5
Intercompany net costs from non-guarantor subsidiaries	$	(188.6)

Net interest expense, out of which:	$	(105.9)
Intercompany net interest income from non-guarantor subsidiaries	$	7.4

Income before income taxes	$	692.4
Net income	$	536.9


	As of June 30, 2025		As of December 31, 2024
	(In millions)
Total current assets, out of which:	$	1,888.2	$	1,859.8
Intercompany receivables from non-guarantor subsidiaries	$	214.2	$	191.6
Total noncurrent assets, out of which:	$	23,853.1	$	23,958.2
Noncurrent intercompany notes receivable from non-guarantor subsidiaries	$	3,502.9	$	3,833.8

Total current liabilities, out of which:	$	2,751.7	$	2,673.9
Current portion of long-term debt and short-term borrowings	$	7.4	$	7.6
Intercompany payables due to non-guarantor subsidiaries	$	828.7	$	715.6
Total noncurrent liabilities, out of which:	$	9,160.0	$	8,950.8
Long-term debt	$	6,203.8	$	6,063.6
Noncurrent intercompany notes payable due to non-guarantor subsidiaries	$	35.6	$	13.2

Capital Expenditures

We incurred $257.2 million and paid $400.6 million, for capital improvement projects worldwide for the six months ended June 30, 2025, excluding capital spending by equity method joint ventures, representing a decrease of $42.3 million from the $299.5 million of capital expenditures incurred in the six months ended June 30, 2024. We continue to prioritize our planned capital expenditures with a focus on optimizing returns on invested capital.

Contingencies

We are party to various legal proceedings arising in the ordinary course of business, environmental litigation and indemnities associated with our sale of Kaiser to FEMSA. See Part I.—Item 1. Financial Statements, Note 10, "Commitments and Contingencies" for further discussion.

Off-Balance Sheet Arrangements

Refer to Part II.—Item 8. Financial Statements, Note 13, "Commitments and Contingencies" in our Annual Report for discussion of off-balance sheet arrangements. As of June 30, 2025, we did not have any other material off-balance sheet arrangements.

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Critical Accounting Estimates

Our accounting policies and accounting estimates critical to our financial condition and results of operations are set forth in our Annual Report and did not change during the six months ended June 30, 2025. See Part I.—Item 1. Financial Statements, Note 2, "New Accounting Pronouncements" for discussion of any recently adopted accounting pronouncements. See also Part I.—Item 1. Financial Statements, Note 5, "Goodwill and Intangible Assets" for discussion of the results of our 2024 annual impairment testing analysis, the related risks to our indefinite-lived intangible brand assets and the goodwill amounts associated with our reporting units.

New Accounting Pronouncements Not Yet Adopted

See Part I.—Item 1. Financial Statements, Note 2, "New Accounting Pronouncements" for a description of any new accounting pronouncements that have or could have a significant impact on our financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

See Part II.—Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" in our Annual Report for further details of our market risks and our market sensitive instruments as of December 31, 2024. During the six months ended June 30, 2025, our market risk sensitive instruments fluctuated as a result of changes in interest rates, currency exchange rates and commodity prices.

Interest Rate Risk

As of June 30, 2025 and December 31, 2024, the following table presents our fixed rate notes and forward starting interest rate swaps as well as the impact of an absolute 1% adverse change in interest rates on their respective fair values. Notional amounts and fair values are presented in USD based on the applicable exchange rates as of June 30, 2025 and December 31, 2024, respectively. See Part I - Item 1. Financial Statements, Note 7. "Debt" for the maturity dates of our outstanding debt instruments.


	Notional amounts				Fair Value Asset/(Liability)				Effect of Adverse Change
(In millions)	As of June 30, 2025		As of December 31, 2024		As of June 30, 2025		As of December 31, 2024		As of June 30, 2025		As of December 31, 2024
USD denominated fixed rate notes	$	4,900.0	$	4,900.0	$	(4,464.6)	$	(4,484.4)	$	(333.8)	$	(355.3)
Foreign currency denominated fixed rate notes	$	1,310.4	$	1,175.9	$	(1,336.6)	$	(1,212.8)	$	(66.0)	$	(63.3)
Forward starting interest rate swaps	$	1,000.0	$	1,000.0	$	72.0	$	96.3	$	(80.8)	$	(75.1)

Foreign Exchange Risk

The following table includes details of our foreign currency denominated fixed rate notes and our foreign currency forwards used to hedge our foreign exchange rate risk as well as the impact of a hypothetical 10% adverse change in the related foreign currency exchange rates on their respective fair values. Notional amounts and fair values are presented in USD based on the applicable exchange rates as of June 30, 2025 and December 31, 2024, respectively.


	Notional amounts				Fair Value Asset/(Liability)				Effect of Adverse Change
(In millions)	As of June 30, 2025		As of December 31, 2024		As of June 30, 2025		As of December 31, 2024		As of June 30, 2025		As of December 31, 2024
Foreign currency denominated fixed rate notes	$	1,310.4	$	1,175.9	$	(1,336.6)	$	(1,212.8)	$	(141.0)	$	(113.6)
Foreign currency forwards	$	124.5	$	196.2	$	0.4	$	10.6	$	(13.5)	$	(20.1)

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Commodity Price Risk

The following table includes details of our commodity swaps used to hedge commodity price risk as well as the impact of a hypothetical 10% adverse change in the related commodity prices on the fair value of the derivatives. The following table excludes our commodity options because we have offsetting buy and sell positions. Notional amounts and fair values are presented in USD based on the applicable exchange rates as of June 30, 2025 and December 31, 2024, respectively.


	Notional amounts				Fair Value Asset/(Liability)				Effect of Adverse Change
(In millions)	As of June 30, 2025		As of December 31, 2024		As of June 30, 2025		As of December 31, 2024		As of June 30, 2025		As of December 31, 2024
Swaps	$	412.5	$	376.4	$	29.3	$	3.7	$	(40.6)	$	(36.3)

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of our disclosure controls and procedures as such term is defined under Rule 13a-15(e) under the Exchange Act. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2025, to provide reasonable assurance that information required to be disclosed in our reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Management necessarily applies its judgment in assessing the costs and benefits of such disclosure controls and procedures that, by their nature, can only provide reasonable assurance regarding management's control objectives. Also, we have investments in certain unconsolidated entities that we do not control or manage.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)) during the three months ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Litigation and other disputes

For information regarding litigation, other disputes and environmental and regulatory proceedings see Part I.—Item 1. Financial Statements, Note 10, "Commitments and Contingencies."

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, the factors discussed in Part I.—Item 1A. "Risk Factors" in our Annual Report, which could materially affect our business, financial condition and/or future results, should be carefully considered. There have been no material changes to the risk factors contained in our Annual Report. The risks described in our Annual Report and herein are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially adversely affect our business, financial condition, cash flows and/or future results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table presents information with respect to Class B common stock purchases made by our Company during the three months ended June 30, 2025:


Issuer Purchases of Equity Securities
	Total number of shares purchased	Average price paid per share		Total number of shares purchased as part of publicly announced plans or programs	Approximate dollar value of shares that may yet be purchased under the plans or programs(1)
April 1, 2025 through April 30, 2025	355,896	$	59.30	355,896	$	1,130,262,884
May 1, 2025 through May 31, 2025	3,717,501	$	55.42	3,717,501	$	924,234,828
June 1, 2025 through June 30, 2025	398,982	$	50.13	398,982	$	904,235,306
Total	4,472,379	$	55.26	4,472,379	$	904,235,306

(1)On September 29, 2023, our Board approved a share repurchase program up to an aggregate of $2.0 billion of our Company's Class B common stock, excluding brokerage commissions and excise taxes, with an expected program term of five years. The number, price, structure and timing of the repurchases under the program, if any, will be at our sole discretion and future repurchases will be evaluated by us depending on market conditions, liquidity needs, restrictions under our debt agreements and other factors. Share repurchases may be made in the open market, in structured transactions or in privately negotiated transactions. The repurchase authorization does not oblige us to acquire any particular amount of our Company's Class B common stock. The Board may suspend, modify or terminate the repurchase program at any time without prior notice.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

During the three months ended June 30, 2025, no directors or officers or a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

ITEM 6. EXHIBITS

The following are filed, furnished or incorporated by reference as a part of this Quarterly Report on Form 10-Q:

(a) Exhibit


Exhibit Number						Document Description
3.1						Restated Certificate of Incorporation of Molson Coors Beverage Company, as amended to date (incorporated by reference to Exhibit 3.1 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2019).
3.2						Fifth Amended and Restated Bylaws of Molson Coors Beverage Company (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on May 23, 2022).
10.1‡+						Form of Restricted Stock Unit Agreement dated April 14, 2025 pursuant to the Amended and Restated Molson Coors Beverage Company Incentive Compensation Plan applicable to Tracey I. Joubert.
10.2‡+						Form of Restricted Stock Unit Agreement dated April 14, 2025 pursuant to the Amended and Restated Molson Coors Beverage Company Incentive Compensation Plan applicable to, among others, Michelle St. Jacques and Natalie G. Maciolek.
10.3‡						Molson Coo rs Beverage Company Incentive Compensation Plan, as amended and restated (incor porated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on May 16, 2025)
10.4+						Extension Agreement, dated as of June 26, 2025, by and among Molson Coors Beverage Company, the Extending Lenders party thereto and Citibank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on June 27, 2025).


Exhibit Number						Document Description
22+						Molson Coors Beverage Company List of Parent Issuer and Guarantor Subsidiaries.
31.1+						Section 302 Certification of Chief Executive Officer.
31.2+						Section 302 Certification of Chief Financial Officer.
32++						Written Statement of Chief Executive Officer and Chief Financial Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 USC. Section 1350).
101.INS+						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.*
101.SCH+						XBRL Taxonomy Extension Schema Document.*
101.CAL+						XBRL Taxonomy Extension Calculation Linkbase Document.*
101.LAB+						XBRL Taxonomy Extension Label Linkbase Document.*
101.PRE+						XBRL Taxonomy Extension Presentation Linkbase Document.*
101.DEF+						XBRL Taxonomy Extension Definition Linkbase Document.*
104						Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)
*						Attached as Exhibit 101 to this report are the following documents formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Unaudited Condensed Consolidated Statements of Operations, (ii) the Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss), (iii) the Unaudited Condensed Consolidated Balance Sheets, (iv) the Unaudited Condensed Consolidated Statements of Cash Flows, (v) the Unaudited Condensed Consolidated Statements of Stockholders' Equity and Noncontrolling Interests, (vi) the Notes to Unaudited Condensed Consolidated Financial Statements and (vii) document and entity information.
‡						Represents a management contract or compensatory plan or arrangement.
+						Filed herewith.
++						Furnished herewith.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



			MOLSON COORS BEVERAGE COMPANY
			By:						/s/ ROXANNE M. STELTER
									Roxanne M. Stelter Vice President and Controller (Principal Accounting Officer) August 5, 2025

MOLSON COORS BEVERAGE CO - Quarter Report: 2025 June (Form 10-Q)

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