KDP Board Composition to Evolve upon
Completion of the Offering
BURLINGTON, Mass. and FRISCO,
Texas, Feb. 26,
2025 /PRNewswire/ -- Keurig Dr Pepper (NASDAQ: KDP)
(the "Company" or "KDP") announced today that a subsidiary of JAB
Holding Company s.a.r.l. ("JAB") will sell an aggregate of
73,000,000 shares of KDP common stock through a proposed registered
public offering. JAB has also granted the underwriter a 30-day
option to purchase up to an additional 10,950,000 shares.
Following the completion of the offering, JAB will beneficially
own approximately 10.7% of KDP's outstanding common stock. The
remaining shares beneficially owned by JAB will be subject to a
90-day lock-up agreement with the underwriter.
In connection with the offering and in light of JAB's reduced
ownership stake, Joachim Creus,
Frank Engelen and Olivier Goudet, the three members of KDP's Board
of Directors who are affiliated with JAB, notified KDP that they
will resign from the Board, effective as of the completion of the
offering.
Joachim Creus, CEO of JAB,
commented, "We thank the KDP team for all their work and for
delivering impressive results for our shareholders over the past
decade. This investment has been one of the largest and most
successful in JAB's recent history. We take immense pride in having
supported the creation and growth of KDP into the leading beverage
company it is today and have full confidence in the leadership and
Board of KDP to continue its success."
Bob Gamgort, Executive Chairman
of KDP, stated, "We have valued our partnership with JAB since
their leadership role in the take-private transaction of Keurig
Green Mountain in 2015. Ten years later, we are all the more
confident in KDP's strong foundation and compelling future outlook
as an advantaged beverage company. The transaction announced today
marks an important milestone in KDP's transformation from private,
to closely held, to a widely held public company, with inclusion in
the S&P 500 and Nasdaq 100. We thank JAB for their vision and
guidance throughout our journey and look forward to continued Board
evolution and refreshment reflecting our progress as a public
company."
J.P. Morgan is acting as the underwriter for the proposed
secondary offering.
The offering will be made only by means of an effective
registration statement and a prospectus. The Company has previously
filed with the U.S. Securities and Exchange Commission (the "SEC")
a registration statement (including a prospectus) on Form S-3 (File
No. 333-266989) and a prospectus supplement, each dated
August 19, 2022, as well as a
preliminary prospectus supplement for the offering to which this
communication relates. Before you invest, you should read the
prospectus in that registration statement, the accompanying
prospectus supplements and other documents the issuer has filed
with the SEC for more complete information about the issuer and
this offering. The offering will be made only by means of a
prospectus and a related prospectus supplement relating to the
offering, copies of which may be obtained from J.P. Morgan
Securities LLC, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY 11717, by telephone at
866-803-9204 or by email at prospectus-eq_fi@jpmchase.com.
These documents can also be accessed through the SEC's website at
www.sec.gov. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy, nor shall there be any
sale of these securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
Investors:
Investor Relations
Keurig Dr Pepper
T: 888-340-5287 / IR@kdrp.com
Media:
Katie Gilroy
Keurig Dr Pepper
T: 781-418-3345 / katie.gilroy@kdrp.com
About Keurig Dr Pepper
Keurig Dr Pepper (Nasdaq: KDP) is a leading beverage company in
North America, with a portfolio of
more than 125 owned, licensed and partner brands and powerful
distribution capabilities to provide a beverage for every need,
anytime, anywhere. With annual revenue of more than $15 billion, we hold leadership positions in
beverage categories including carbonated soft drinks, coffee, tea,
water, juice and mixers, and have the #1 single serve coffee
brewing system in the U.S. and Canada. Our innovative partnership model
builds emerging growth platforms in categories such as premium
coffee, energy, sports hydration and ready-to-drink coffee. Our
brands include Keurig®, Dr Pepper®, Canada
Dry®, Mott's®, A&W®,
Peñafiel®, Snapple®, 7UP®, Green
Mountain Coffee Roasters®, GHOST®, Clamato®,
Core Hydration® and The Original Donut Shop®.
Driven by a purpose to Drink Well. Do Good., our 29,000
employees aim to enhance the experience of every beverage occasion
and to make a positive impact for people, communities and the
planet.
FORWARD-LOOKING STATEMENTS
Certain statements contained herein are "forward-looking
statements" within the meaning of applicable securities laws and
regulations. These forward-looking statements can generally be
identified by the use of words such as "outlook," "guidance,"
"anticipate," "expect," "believe," "could," "estimate," "feel,"
"forecast," "intend," "may," "plan," "potential," "project,"
"should," "target," "will," "would," and similar words.
Forward-looking statements by their nature address matters that
are, to different degrees, uncertain. These statements are based on
the current expectations of our management, are not predictions of
actual performance, and actual results may differ materially.
Forward-looking statements are subject to a number of risks and
uncertainties, including the factors disclosed in our Annual Report
on Form 10-K, the prospectus supplements and subsequent filings
with the SEC. We are under no obligation to update, modify or
withdraw any forward-looking statements, except as required by
applicable law.
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SOURCE Keurig Dr Pepper
