What changed in this filing

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Item 1. Financial Statements

2024-08-01 compared with 2024-05-02 · 131 added, 73 removed, 460 unchanged (31% of the section changed)

7 unchanged sentences

Cash and cash equivalents $ 150,103 $ 132,537

Accounts receivable, net of allowance of $ 3,304 at March 31, 2024, and $ 2,486 at December 31, 2023

Accounts receivable, net of allowance of $ 2,992 at June 30, 2024, and $ 2,486 at December 31, 2023

78,891 50,086

21 unchanged sentences

Total liabilities 91,030 83,245

Commitments and contingencies (See Note 7)

Stockholders’ equity:

1 unchanged sentence

500,000,000 shares authorized;

63,311,737 and 63,135,453 shares issued at March 31, 2024 and December 31, 2023, respectively 56,683,993 and 56,899,253 shares outstanding at March 31, 2024 and December 31, 2023, respectively

63,403,113 and 63,135,453 shares issued at June 30, 2024 and December 31, 2023, respectively 56,775,369 and 56,899,253 shares outstanding at June 30, 2024 and December 31, 2023, respectively

Additional paid-in capital 166,863 161,414

1 unchanged sentence

Accumulated other comprehensive loss ( 628 ) ( 649 )

Treasury stock, 6,627,744 shares at cost as of March 31, 2024, and 6,236,200 shares at cost as of December 31, 2023.

Treasury stock, 6,627,744 shares at cost as of June 30, 2024, and 6,236,200 shares at cost as of December 31, 2023.

( 68,936 ) ( 59,701 )

7 unchanged sentences

(Amounts in thousands, except for share and per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Net sales $ 144,116 $ 139,645 $ 255,814 $ 249,404

24 unchanged sentences

(Amounts in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Net income $ 19,093 $ 17,987 $ 33,331 $ 24,692

28 unchanged sentences

54,297,928 543 8,113,105 81 62,411,033 624 147,973 60,818 ( 821 ) 6,206,200 ( 58,928 ) 149,666

Net income — — — — — — — 17,987 — — — 17,987

Stock-based compensation — — — — — — 2,102 — — — — 2,102

Exercise of stock awards 230,857 2 — — 230,857 2 2,112 — — — — 2,114

Foreign currency translation adjustment — — — — — — — — ( 64 ) — — ( 64 )

Balance at June 30, 2023

54,528,785 $ 545 8,113,105 $ 81 62,641,890 $ 626 $ 152,187 $ 78,805 $ ( 885 ) 6,206,200 $ ( 58,928 ) $ 171,805

Balance at December 31, 2023

8 unchanged sentences

55,198,632 552 8,113,105 81 63,311,737 633 163,674 114,980 ( 661 ) 6,627,744 ( 68,936 ) 209,690

Net income — — — — — — — 19,093 — — — 19,093

Purchase of treasury stock — — — — — — — — — — — —

Loan to Shareholder — — — — — — — — — — —

Stock-based compensation — — — — — — 2,399 — — — — 2,399

Exercise of stock awards 91,376 1 — — 91,376 1 790 — — — — 791

Foreign currency translation adjustment — — — — — — — — 33 — — 33

Balance at June 30, 2024

55,290,008 $ 553 8,113,105 $ 81 63,403,113 $ 634 $ 166,863 $ 134,073 $ ( 628 ) 6,627,744 $ ( 68,936 ) $ 232,006

See accompanying notes to the condensed consolidated financial statements.

3 unchanged sentences

(Amounts in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

28 unchanged sentences

$ 150,437 $ 48,294

1 Includes $ 332 and $ 320 of restricted cash as of March 31, 2024 and 2023, respectively, that were included in other current assets.

1 Includes $ 334 and $ 326 of restricted cash as of June 30, 2024 and 2023, respectively, that were included in other current assets.

See accompanying notes to the condensed consolidated financial statements.

11 unchanged sentences

On September 9, 2021, we changed our name to The Vita Coco Company, Inc.

In 2018, the Company purchased certain assets and liabilities of Runa , which is marketed and distributed primarily in the United States until the Company ceased selling the brand in December 2023.

In 2018, the Company purchased certain assets and liabilities of Runa , which was marketed and distributed primarily in the United States until the Company ceased selling the brand in December 2023.

We are a public benefit corporation under Section 362 of the Delaware General Corporation Law.

9 unchanged sentences

These interim results are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any other interim period or for any other future year.

The condensed consolidated balance sheet as of March 31, 2024 is unaudited and should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the fiscal year ended December 31, 2023.

During the three months ended March 31, 2024, there were no significant changes to the Company’s significant accounting policies as described in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2023 .

The condensed consolidated balance sheet as of June 30, 2024 is unaudited and should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the fiscal year ended December 31, 2023.

During the six months ended June 30, 2024, there were no significant changes to the Company’s significant accounting policies as described in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2023 .

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

23 unchanged sentences

A material default in payment, a material reduction in purchases from these or any large customers, or the loss of a large customer or customer groups could have a material adverse impact on the Company’s financial condition, results of operations and liquidity.

The Company is exposed to concentration of credit risk from its major customers for which two customers in aggregate represented 47 % and 50 % of total net sales for the three months ended March 31, 2024 and 2023, respectively.

In addition, the two customers in aggregate also accounted for 39 % and 43 % of total accounts receivable as of March 31, 2024 and December 31, 2023, respectively.

The Company is exposed to concentration of credit risk from its major customers for which two customers in aggregate represented 49 % and 53 % of total net sales for the six months ended June 30, 2024 and 2023, respectively.

In addition, the two customers in aggregate also accounted for 45 % and 43 % of total accounts receivable as of June 30, 2024 and December 31, 2023, respectively.

The Company has not experienced credit issues with these customers.

44 unchanged sentences

The following table disaggregates net revenue by product type and reportable segment:

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

Americas International Consolidated

3 unchanged sentences

Total $ 124,502 $ 19,614 $ 144,116

Three Months Ended March 31, 2023

Three Months Ended June 30, 2023

Americas International Consolidated

3 unchanged sentences

Total $ 121,263 $ 18,382 $ 139,645

Six Months Ended June 30, 2024

Americas International Consolidated

Vita Coco Coconut Water $ 168,016 $ 23,617 $ 191,633

Private Label 47,408 9,968 57,376

Other 5,169 1,636 6,805

Total $ 220,593 $ 35,221 $ 255,814

Six Months Ended June 30, 2023

Americas International Consolidated

Vita Coco Coconut Water $ 164,142 $ 22,278 $ 186,420

Private Label 49,109 7,719 56,828

Other 4,784 1,372 6,156

Total $ 218,035 $ 31,369 $ 249,404

Inventory consists of the following:

9 unchanged sentences

The Company has not recognized any impairment since acquisition.

The table below details the outstanding balances on the Company’s debt as of March 31, 2024 and December 31, 2023:

The table below details the outstanding balances on the Company’s debt as of June 30, 2024 and December 31, 2023:

2024 December 31,

11 unchanged sentences

In addition, the Company is currently subject to an unused commitment fee ranging from 0.10 % and 0.20 % on the unused amount of the line of credit, with the rate being based on the Company’s leverage ratio (as defined in the credit agreement).

As of March 31, 2024 and December 31, 2023, the Company had no outstanding balance and $ 60 million undrawn and available under its amended 2020 Credit Facility.

Interest expense and unused commitment fee for the 2020 Credit Facility amounted to $ 15 and $ 15 for the three months ended March 31, 2024 and March 31, 2023 respectively.

As of June 30, 2024 and December 31, 2023, the Company had no outstanding balance and $ 60 million undrawn and available under its amended 2020 Credit Facility.

The Company incurred no interest expense for the 2020 Credit Facility for the six months ended June 30, 2024 and June 30, 2023, respectively.

The unused commitment fee for the 2020 Credit Facility amounted to $ 15 and $ 15 for the three months ended June 30, 2024 and June 30, 2023, respectively.

The unused commitment fee for the 2020 Credit Facility amounted to $ 30 and $ 30 for the six months ended June 30, 2024 and June 30, 2023, respectively.

The 2020 Credit Facility is collateralized by substantially all of the Company’s assets.

8 unchanged sentences

The 2020 Credit Facility also requires the Company to maintain certain financial covenants including a maximum leverage ratio, a minimum fixed charge coverage ratio, and a minimum asset coverage ratio.

As of March 31, 2024, the Company was compliant with all financial covenants.

As of June 30, 2024, the Company was in compliance with all financial covenants.

Vehicle Loans

1 unchanged sentence

Interest rates on these vehicle loans range from 4.56 % to 5.68 %.

The outstanding balance on the vehicle loans as of March 31, 2024 was less than $ 0.1 million.

The outstanding balance on the vehicle loans as of June 30, 2024 was less than $ 0.1 million.

COMMITMENTS AND CONTINGENCIES

3 unchanged sentences

The Company also discloses when it is reasonably possible that a material loss may be incurred.

As of March 31, 2024 and December 31, 2023, the Company has not recorded any liabilities relating to such legal matters.

As of June 30, 2024 and December 31, 2023, the Company has not recorded any liabilities relating to such legal matters.

Business Risk —The Company imports finished goods predominantly from manufacturers located in South American and Southeast Asian countries.

2 unchanged sentences

Net sales Accounts receivable

Three Months Ended March 31, March 31,

Six Months Ended June 30, June 30,

2024 December 31,

3 unchanged sentences

As discussed in Note 10, Stockholders' Equity , the same customer also was granted 200,000 restricted stock awards at the time of the IPO, of which 100,000 vested on March 31, 2023 and 100,000 vested on March 31, 2024.

The customer continues to hold less than 5% ownership in the Company as of March 31, 2024.

The customer continues to hold less than 5% ownership in the Company as of June 30, 2024.

In 2023, we agreed to start to discontinue the private label coconut water and coconut oil supply relationship with one of our significant customers as the terms required to retain the business were contrary to our long term margin targets.

However, at the request of this customer, we expect to continue the supply relationship for a significant portion of their private label coconut water needs.

However, at the request of this customer, we have continued the supply relationship for a significant portion of their private label coconut water needs.

Major Suppliers — The Company’s suppliers that accounted for 10% or more of the Company’s purchases were as follows:

Three Months Ended March 31,

Six Months Ended June 30,

Supplier A 22 % 20 %

5 unchanged sentences

The ineffective portion of a derivative instrument’s change in fair value is immediately recognized in earnings.

As of March 31, 2024 and December 31, 2023, the Company did not have any derivative instruments that it had designated as fair value or cash flow hedges.

As of June 30, 2024 and December 31, 2023, the Company did not have any derivative instruments that it had designated as fair value or cash flow hedges.

The Company is subject to the following currency risks:

Inventory Purchases from Brazilian, Malaysian and Thai Manufacturers —In order to mitigate the currency risk on inventory purchases from its Brazilian, Malaysian and Thai manufacturers, which are settled in Brazilian real ("BRL"), Malaysian ringgit ("MYR") and Thai baht ("THB"), the Company's subsidiary, All Market Singapore Pte.

Malaysian ringgit ("MYR") and Thai baht ("THB"), the Company's subsidiary, All Market Singapore Pte.

("AMS"), enters a series of forward currency swaps to buy BRL, MYR and THB.

2 unchanged sentences

The notional amount and fair value of all outstanding derivative instruments in the condensed consolidated balance sheets consist of the following at:

March 31, 2024

June 30, 2024

Derivatives not designated as

3 unchanged sentences

Foreign currency exchange contracts

Receive BRL/sell USD $ 55,191 $ 1,671 Derivative assets

Receive USD/pay EUR $ 4,279 $ 55 Derivative assets

1 unchanged sentence

Foreign currency exchange contracts

Receive BRL/sell USD $ 51,459 $ ( 4,339 ) Derivative liabilities

Receive THB/sell USD 18,647 ( 1,243 ) Derivative liabilities

12 unchanged sentences

Receive USD/pay CAD 7,666 ( 89 ) Derivative liabilities

The amount and location of realized and unrealized gains and losses of the derivative instruments in the condensed consolidated statements of operations for the three months ended March 31, 2024 and 2023 are as follows:

Three Months Ended March 31,

The amount and location of realized and unrealized gains and losses of the derivative instruments in the condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023 are as follows:

Three Months Ended June 30,

Unrealized gain/(loss) on derivative instruments $ ( 5,963 ) $ 988

6 unchanged sentences

gain/(loss) Foreign currency

Six Months Ended June 30,

Unrealized gain/(loss) on derivative instruments $ ( 8,488 ) $ 2,201

Location Unrealized gain/(loss)

on derivative

instruments Unrealized gain/(loss)

on derivative

Foreign currency gain / (loss) $ 795 $ 2,643

Location Foreign currency

gain/(loss) Foreign currency

The Company applies recurring fair value measurements to its derivative instruments in accordance with ASC Topic 820, Fair Value Measurements ("ASC 820").

10 unchanged sentences

This includes internally developed models and methodologies utilizing significant unobservable inputs.

Forward Currency Swap Contracts —See Note 8, Derivative Instruments , for a description of these contracts.The Company’s valuation methodology for forward currency swap contracts is based upon third-party institution data.

The Company’s fair value hierarchy for those assets (liabilities) measured at fair value on a recurring basis at March 31, 2024 and December 31, 2023, is as follows:

Forward Currency Swap Contracts —See Note 8, Derivative Instruments , for a description of these contracts.

The Company’s valuation methodology for forward currency swap contracts is based upon third-party institution data.

The Company’s fair value hierarchy for those assets (liabilities) measured at fair value on a recurring basis at June 30, 2024 and December 31, 2023, is as follows:

Level 1 Level 2 Level 3 Total

1 unchanged sentence

Swaps/Contracts

March 31, 2024 $ — $ 138 $ — $ 138

June 30, 2024 $ — $ ( 5,825 ) $ — $ ( 5,825 )

December 31, 2023 $ — $ 2,663 $ — $ 2,663

2 unchanged sentences

Common and Treasury Stock —Each share of Common Stock entitles its holder to one vote on matters required to be voted on by the stockholders of the Company and to receive dividends, when and if declared by the Company’s Board of Directors.

As of March 31, 2024 and December 31, 2023, the Company held 6,627,744 and 6,236,200 shares, respectively, in treasury stock.

As of March 31, 2024 and December 31, 2023, the Company had 3,231,028 and 3,124,326 shares, respectively, of Common Stock available for issuance upon the conversion of outstanding equity awards under the 2021 Incentive Award Plan ("2021 Plan").

As of June 30, 2024 and December 31, 2023, the Company held 6,627,744 and 6,236,200 shares, respectively, in treasury stock.

As of June 30, 2024 and December 31, 2023, the Company had 3,219,779 and 3,124,326 shares, respectively, of Common Stock available for issuance upon the conversion of outstanding equity awards under the 2021 Incentive Award Plan ("2021 Plan").

On October 30, 2023, the Company's Board of Directors approved a share repurchase program ("Program") authorizing the Company to repurchase up to $ 40,000 of Common Stock.

3 unchanged sentences

The Program has no time limits and may be suspended or discontinued at any time.

The Company repurchased 391,544 shares under this Program at a cost of $ 9,235 during the three months ended March 31, 2024.

The Company repurchased 30,000 shares under this

Program at a cost of $ 773 during the year ended December 31, 2023.

As of March 31, 2024, the Company had $ 29,992 remaining under this Program.

The Company repurchased no shares under this Program during the three months ended June 30, 2024.

The Company repurchased 391,544 shares under this Program at a cost of $ 9,235 during the six months ended June 30, 2024.

The Company repurchased 30,000 shares under this Program at a cost of $ 773 during the year ended December 31, 2023.

As of June 30, 2024, the Company had $ 29,992 remaining under this Program.

On May 23, 2023, the Company entered into an underwriting agreement (the "Underwriting Agreement") with BofA Securities, Inc., Evercore Group L.L.C.

and Goldman Sachs & Co.

LLC, as the representative of the underwriters named in Schedule I thereto (collectively, the "Underwriters"), and a stockholder of the Company, Verlinvest Beverages SA (the "Selling Stockholder"), relating to an underwritten public offering of 5,000,000 shares (the "Offering") of Common Stock at a price to the public of $ 23.00 per share, before deducting underwriting discounts.

Pursuant to the Underwriting Agreement, all 5,000,000 shares of Common Stock were sold by the Selling Stockholder.

Under the terms of the Underwriting Agreement, the Selling Stockholder granted the Underwriters an option exercisable for 30 days to purchase up to an additional 750,000 shares of Common Stock from the Selling Stockholder at the public offering price, less underwriting discounts and commissions, which option was exercised in full prior to the closing of the Offering.

The closing of the Offering occurred on May 26, 2023.

The Company did not receive any of the proceeds from the sale of the shares.

Additionally, the Company incurred $ 856 of administrative expenses related to the Offering, which were expensed in the six months ended June 30, 2023.

Stock-based Compensation —The stockholders of the Company approved the adoption of the Company’s 2014 Stock Option and Restricted Stock Plan (the “2014 Plan”).

13 unchanged sentences

The 2021 Plan provides for the grant of stock options, including ISOs and nonqualified stock options ("NSOs"), restricted stock, dividend equivalents, stock payments, restricted stock units ("RSUs"), other incentive awards, stock appreciation rights ("SARs"), and cash awards.

As of March 31, 2024, only stock options, restricted stock, and RSU's have been granted under the 2021 Plan.

The Company recognized stock-based compensation expense of $ 1,958 and $ 1,297 for the three months ended March 31, 2024 and 2023, respectively, in selling, general and administrative expenses.

For the RSUs previously granted to a major customer, $ 151 and $ 865 was recognized for the three months ended March 31, 2024 and March 31, 2023, respectively, as stock-based sales incentive based on guidance in ASC 606 and reflected as a reduction in the transaction price revenue.

As of June 30, 2024, only stock options, restricted stock, and RSU's have been granted under the 2021 Plan.

The Company recognized stock-based compensation expense of $ 2,399 and $ 1,951 for the three months ended June 30, 2024 and 2023, respectively, in selling, general and administrative expenses.

Additionally, the stock compensation expense of $ 4,357 and $ 3,248 was recognized for the six months ended June 30, 2024 and 2023, respectively, in selling, general and administrative expenses.

For the RSUs previously granted to a major customer, $ 0 and $ 151 was recognized for the three months ended June 30, 2024 and June 30, 2023, respectively, as stock-based sales incentive based on guidance in ASC 606 and reflected as a reduction in the transaction price revenue.

The Company recognized $ 151 and $ 1,016 for the six months ended June 30, 2024 and 2023, respectively, as a reduction in transaction price revenue for this major customer.

Option Awards with Service-based Vesting Conditions

1 unchanged sentence

The options awarded to the employees have differing vesting schedules as specified in each grant agreement.

There were 168,076 new service-based stock option awards granted during the three months ended March 31, 2024.

Exercises of stock options during the three months ended March 31, 2024, and 2023 were 13,960 and 66,523 , respectively.

There were 168,076 new service-based stock option awards granted during the six months ended June 30, 2024.

Exercises of stock options during the three months ended June 30, 2024, and 2023 were 72,588 and 202,467 , respectively.

Exercises of stock options during the six months ended June 30, 2024, and 2023 were 86,548 and 268,990 , respectively.

Option Awards with Performance and Market-based Vesting Conditions

There are also stock option awards containing performance-based vesting conditions, subject to achievement of various performance goals by a future period,such as revenue and adjusted EBITDA targets.

There are also stock option awards granted in 2019 to the current Chief Executive Officer ("CEO") containing performance and market vesting conditions that vest upon occurrence of an IPO or other qualifying liquidity event and upon achieving a predetermined equity value of the Company, which were fully vested as of July 31, 2023.

There were no new stock option awards granted during the three months ended March 31, 2024 with performance-based vesting conditions.

There are also outstanding stock option awards containing performance-based vesting conditions, subject to achievement of various performance goals by a future period, such as revenue and adjusted EBITDA targets.

There were also stock option awards granted in 2019 to the current Chief Executive Officer ("CEO") containing performance and market vesting conditions vesting upon occurrence of an IPO or other qualifying liquidity event and upon achieving a predetermined equity value of the Company, which fully vested as of July 31, 2023.

There were no new stock option awards granted during the six months ended June 30, 2024 with performance-based vesting conditions.

Service & Performance based Restricted Stock and RSUs

4 unchanged sentences

or (ii) the first anniversary of the date of grant.

During the three months ended March 31, 2024 and March 31, 2023, the Company also granted RSUs that

contained performance-based vesting conditions, subject to achievement of various performance goals in the future, specifically net sales growth and Adjusted EBITDA targets.

Also included in these awards are $ 3,000 of shares of restricted Common Stock granted at the time of the IPO to entities affiliated with a significant customer, at a price per share granted at the IPO of $ 15.00 , or 200,000 restricted shares, in connection with an amendment to extend the distributor agreement term to June 10, 2026.

Since the distribution agreement has not been terminated by either party for cause as of March 31, 2023, 50 % of the shares were released on March 31, 2023.

During the six months ended June 30, 2024 and June 30, 2023, the Company also granted RSUs that contain performance-based vesting conditions, subject to achievement of various performance goals in the future, specifically net sales growth and Adjusted EBITDA targets.

Also included in these awards are shares of restricted Common Stock valued at $ 3,000 granted at the time of the IPO to entities affiliated with a significant customer, at a price per share granted at the IPO of $ 15.00 , or 200,000 restricted shares, in connection with an amendment to extend the distributor agreement term to June 10, 2026.

Since the distribution agreement had not been terminated by either party for cause as of March 31, 2023, 50 % of the shares were released on March 31, 2023.

The remaining 50 % were released on March 31, 2024.

The grant was accounted for as a stock-based sales incentive based on guidance in ASC 606 and is reflected as a reduction in the transaction price of revenue on the basis of the grant-date fair-value measure in accordance with the stock compensation guidance in ASC 718.

During the three months ended March 31, 2024, there were 241,791 service based and 58,365 performance based RSUs granted, which had an aggregate grant date fair value of $ 7,858 .

During the three months ended March 31, 2024 and March 31, 2023, awards vested were 162,324 and 0 , respectively, which includes service based RSUs and restricted stock of the major customer .

For the three months ended March 31, 2024 and 2023, the Company recorded income tax expense of $ 3,777 and $ 1,821 , respectively, in its condensed consolidated statements of operations.

The grant was accounted for as a stock-based sales

incentive based on guidance in ASC 606 and is reflected as a reduction in the transaction price of revenue on the basis of the grant-date fair-value measure in accordance with the stock compensation guidance in ASC 718.

During the six months ended June 30, 2024, there were 259,221 service based and 58,365 performance based RSUs granted, which had an aggregate grant date fair value of $ 8,348 .

During the three months ended June 30, 2024 and June 30, 2023, awards vested were 18,788 and 28,390 , respectively.

During the six months ended June 30, 2024 and June 30, 2023, awards vested were 181,112 and 147,649 , respectively, which includes service based RSUs and restricted stock of the major customer.

For the three months ended June 30, 2024 and 2023, the Company recorded income tax expense of $ 6,416 and $ 4,269 , respectively, in its condensed consolidated statements of operations.

For the six months ended June 30, 2024 and 2023, the Company recorded $ 10,193 and $ 6,090 , respectively, in income tax expense in its condensed consolidated statements of operations.

In assessing the recoverability of its deferred tax assets, the Company continually evaluates all available positive and negative evidence to assess the amount of deferred tax assets for which it is more likely than not to realize a benefit.

For any deferred tax asset in excess of the amount for which it is more likely than not that the Company will realize a benefit, the Company establishes a valuation allowance.

As of March 31, 2024 and December 31, 2023, there was a $ 106 liability for income tax uncertainties recorded in the Company's consolidated balance sheets.

As of June 30, 2024 and December 31, 2023, there was a $ 106 liability for income tax uncertainties recorded in the Company's consolidated balance sheets.

The Company’s policy is to record interest and penalties related to income taxes as part of its income tax provision.

The Company does not expect its uncertain tax positions to change significantly over the next twelve months.

The Company recognized no interest and penalties related to income tax uncertainties in its consolidated balance sheets or consolidated statement of operations for the three months ended March 31, 2024 and 2023.

The Company recognized no interest and penalties related to income tax uncertainties in its consolidated balance sheets or consolidated statement of operations for the three and six months ended June 30, 2024 and 2023.

The Company is subject to income tax examinations by the Internal Revenue Service ("IRS") and various state and local jurisdictions for the open tax years between December 31, 2019 and December 31, 2022.

2 unchanged sentences

Three months ended

Six months ended

2024 2023 2024 2023

Net income $ 19,093 $ 17,987 $ 33,331 $ 24,692

6 unchanged sentences

Three months ended

Six months ended

2024 2023 2024 2023

Options to purchase common stock and RSUs

4 unchanged sentences

and Canada, and derives its revenues from the marketing and distribution of various coconut water and non-coconut water products (e.g., coconut oil and milk).

The Company’s aluminum bottle canned water ( Ever & Ever ), protein infused fitness drink ( PWR LIFT ), and guayusa leaf products ( Runa ) are marketed only in the Americas segment.

The Company’s aluminum bottle canned water ( Ever & Ever ) and protein infused fitness drink ( PWR LIFT ) are marketed only in the Americas segment.

The Company also offered guayusa leaf products ( Runa) in the Americas segment.

As of December 2023, we ceased offering the Runa brand.

2 unchanged sentences

All intercompany transactions between the segments have been eliminated.

Information about the Company’s operations by operating segment as of the three months ended March 31, 2024 and 2023 is as follows:

Three Months Ended March 31,

Information about the Company’s operations by operating segment as of the three and six months ended June 30, 2024 and 2023 is as follows:

Three Months Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Net sales $ 144,116 $ 139,645 $ 255,814 $ 249,404

4 unchanged sentences

International 6,529 5,985 12,834 10,497

As of March 31,

As of June 30,

As of December 31,

2 unchanged sentences

International 97,246 75,698

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

Reconciliation 2024 2023 2024 2023

9 unchanged sentences

The following table provides information related to the Company’s net sales by country, which is presented on the basis of the location that revenue from customers is recorded:

Three Months Ended March 31, 2024 2023

Six Months Ended June 30, 2024 2023

United States $ 205,561 $ 204,152

United Kingdom

25,862 21,622

All other countries(1) 24,391 23,631

Net sales $ 255,814 $ 249,404

(1) No individual country is greater than 10% of total net sales for the three months ended March 31, 2024 and 2023.

(1) No individual country is greater than 10% of total net sales for the six months ended June 30, 2024 and 2023.

The following table provides information related to the Company’s property and equipment, net by country:

1 unchanged sentence

United States $ 857 $ 729

Ecuador 141 140

Singapore 1,076 1,081

All other countries(1) 298 326

Property and equipment, net (including asset held for sale) $ 2,195 $ 2,136

(1) No individual country is greater than 10% of total property and equipment, net as of March 31, 2024 and December 31, 2023.

Property and equipment, net

$ 2,231 $ 2,136

(1) No individual country is greater than 10% of total property and equipment, net as of June 30, 2024 and December 31, 2023.

RELATED-PARTY TRANSACTIONS

5 unchanged sentences

As part of the two secondary offerings during 2023, the Company also entered into underwriting agreements, to which Verlinvest was a party.

In connection with the secondary share offering by Verlinvest in November 2023, the Company held an accrual in the amount of approximately $ 300 for legal fees reimbursement as of March 31, 2024.

Subsequently during April 2024, Verlinvest agreed to waive its right to reimbursement of legal fees for its counsel, and those expenses .

SUBSEQUENT EVENTS

On April 24, 2024, the Company announced that AMS, a wholly owned subsidiary of the Company, entered into a Co-Manufacturing and Purchasing Agreement, dated April 18, 2024 with Axelum Resources Corp.

The Company has an existing relationship with an affiliate of Axelum for the manufacture of various Company products in accordance with the terms of a manufacturing and purchasing agreement, dated April 8, 2020, which was filed as Exhibit 10.15 to the Company's Registration Statement on Form S-1 filed with the Securities and Exchange Commission ("SEC") on September 27, 2021.

The new manufacturing agreement expands the Company's existing relationship with Axelum.

In connection with the secondary share offering by Verlinvest in May 2023, Verlinvest agreed to waive its right to reimbursement of legal fees for its counsel in the fourth quarter of 2023, and those expenses, in the amount of $ 140 , were not reimbursed by the Company.

In connection with the secondary share offering by Verlinvest in November 2023, in April 2024, Verlinvest agreed to waive its right to reimbursement of legal fees for its counsel, and those expenses, in the amount of $ 324 , were not reimbursed by the Company.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements