What changed in this filing

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Item 1. Business

2024-02-20 compared with 2023-02-21 · 132 added, 160 removed, 166 unchanged (64% of the section changed)

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Unless otherwise indicated, information in this report is presented in USD and comparisons are to comparable prior 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, HRK and RSD.

For more than two centuries, we have been brewing beverages that unite people to celebrate all life’s moments.

From Coors Light , Miller Lite, Molson Canadian, Carling and Staropramen to Coors Banquet, Blue Moon Belgian White, Vizzy Hard Seltzer, Leinenkugel’s Summer Shandy, Miller High Life and more, we produce many beloved and iconic beer brands.

While our Company’s history is rooted in beer, we offer a modern portfolio that expands beyond the beer aisle as well.

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.

For over two centuries, we have been brewing 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 Madri, Staropramen, Blue Moon Belgian White and Leinenkugel’s Summer Shandy, to our economy and value brands like Miller High Life and Keystone , we produce many beloved and iconic beer brands.

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 as well as non-alcoholic beverages.

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.

Molson and Coors were founded in 1786 and 1873, respectively.

Our primary founders, the Molson, Coors and Miller families date back to over two centuries ago.

Our commitment to producing the highest quality beers is a key part of our heritage and remains so to this day.

Our brands are designed to appeal to a wide range of consumer tastes, styles and price preferences.

Coors was incorporated in June 1913 under the laws of the state of Colorado.

In October 2003, Coors merged with and into Adolph Coors Company, a Delaware corporation.

Coors Brewing Company was incorporated in June 1913 under the laws of the state of Colorado.

In October 2003, Coors Brewing Company merged with and into Adolph Coors Company, a Delaware corporation.

In February 2005, Adolph Coors Company merged with Molson Inc.

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Upon completion of the Merger, Adolph Coors Company changed its name to Molson Coors Brewing Company.

On October 11, 2016, we entered into a purchase agreement with Anheuser-Busch InBev SA/NV to acquire 100% of the outstanding equity and voting interests of MillerCoors, previously a joint venture between MCBC and the former SABMiller plc.

In 2008, Molson Coors Brewing Company and the former SABMiller plc formed the MillerCoors joint venture that combined their respective operations in the U.S.

and Puerto Rico.

In 2016, we acquired 100% of the outstanding equity and voting interests of MillerCoors, from SABMiller plc.

In January 2020, we changed our name from Molson Coors Brewing Company to Molson Coors Beverage Company in connection with our expansion beyond the beer aisle.

Our revitalization plan, announced on October 28, 2019, focuses on the execution of the following principal strategies:

building on the strength of our iconic core brands, growing our above premium portfolio, expanding beyond the beer aisle and investing in our capabilities and supporting our people and communities.

Through the execution of the revitalization plan, we broadened our range of products and offerings within our portfolio to also include, among others, hard seltzers, ready to drink beverages and a variety of non-alcoholic beverage offerings.

In 2021, in order to support the overall premiumization of our portfolio, we strategically de-prioritized and rationalized certain non-core SKUs predominately in the economy segment.

While we rationalized certain non-core economy SKUs, we retained key economy brands allowing us to maintain a portfolio for all socio-economic demographics.

The revitalization plan is intended to drive sustainable net sales and earnings growth and could result in potential volume declines due to the rationalization of certain SKUs and as the portfolio mix shifts towards a higher composition of above premium products.

In 2022, we operated the following segments:

Americas and EMEA&APAC.

Our Americas segment operates in the U.S., Canada and various countries in the Caribbean, Latin and South 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.

In October 2023, we announced our Acceleration Plan, building off the successes achieved under the Revitalization Plan.

The Acceleration Plan focuses on the execution of the following principal strategies:

consistently grow our core power brand net sales, aggressively premiumize our portfolio, scale and expand in beyond beer, invest in our capabilities and support our people, communities and planet.

Our reporting segments include the Americas and EMEA&APAC.

Our Americas segment operates in the U.S., Canada and various countries in the Caribbean, Latin and South America.

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 regions.

A separate operating team manages each segment and each segment manufactures, markets, distributes and sells beer as well as offers a modern and growing portfolio that expands beyond the beer aisle.

No single customer accounted for more than 10% of our consolidated net sales in 2022, 2021 or 2020.

No single customer accounted for more than 10% of our consolidated net sales for the years ended December 31, 2023, 2022 or 2021.

Americas Segment

Our Americas segment consists of the production, marketing and sales of our brands and other owned and licensed brands in the U.S., Canada and various countries in the Caribbean, Latin and South America.

Our Americas segment consists of the production, importing, marketing, distribution and sales of our brands as well as other owned and licensed brands in the U.S., Canada and various countries in the Caribbean, Latin and South America.

We currently operate nine primary breweries, nine craft breweries and two container operations.

We are North America's oldest beer company and second largest brewer by volume in North America, representing approximately 20% of the total 2022 North America beer market, which is the largest region of our Americas segment.

The Americas segment also includes a partnership arrangement related to the distribution of beer in Ontario, Canada, Brewers' Retail Inc.

("BRI"), and in the western provinces of Canada, Brewers' Distributor Ltd.

In addition, we have an agreement with Heineken that grants us the right to produce, import, market,

distribute and sell certain Heineken products in Canada.

The Americas segment also includes Truss, our Canadian joint venture with HEXO Corp.

("HEXO") which produces and markets non-alcoholic, cannabis-infused beverages in Canada.

We have agreements to brew, package and ship products for Pabst Brewing Company, LLC ("Pabst") and The Yuengling Company ("TYC"), and an agreement with Labatt USA Operating Co, LLC to brew and package certain Labatt brands for export.

We are North America's oldest beer company and the second largest brewer by volume in North America, representing approximately 23% of the total 2023 North America beer market, which is the largest region of our Americas segment.

The Americas segment also includes partnership arrangements with Brewers' Retail Inc.

("BRI") for the distribution of beer in Ontario, Canada, and Brewers' Distributor Ltd.

("BDL") for the distribution of beer in the western provinces of Canada.

In addition, we have an agreement with Heineken that grants us the right to produce, import, market, distribute and sell certain Heineken products in Canada.

We also have authorizations from The Coca-Cola Company that grant us the right to produce, market, sell and distribute Topo Chico Hard Seltzer and Simply Spiked branded products in the U.S.

and Canada, and Peace Hard Tea branded products in the U.S.

We have agreements to brew, package and ship products for Pabst Brewing Company, LLC ("Pabst"), The Yuengling Company ("TYC") in the U.S.

and an agreement with Labatt USA Operating Co, LLC to brew and package certain Labatt brands in Canada for export.

The agreement with Pabst ends on December 31, 2024 and is expected to wind down through that time period.

EMEA&APAC Segment

The EMEA&APAC segment consists of our production, marketing and sales of our primary brands as well as other owned and licensed brands 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.

We currently operate eleven primary breweries, six craft breweries and one cidery.

Our EMEA&APAC segment is Europe's second largest brewer by volume, on a combined basis, within the countries in which we operate, with an approximate aggregate 18% market share (excluding factored products) in 2022.

The EMEA&APAC segment consists of the production, marketing and sales of our primary brands as well as other owned and licensed brands 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 regions.

We currently operate eleven primary breweries, four craft breweries and one cidery.

The majority of our EMEA&APAC segment sales are in the U.K., Croatia, Czech Republic and Romania with the U.K.

representing over 55% of the segment's net sales in 2023.

Our portfolio includes beers that have the largest share in their respective countries, such as Carling in the U.K., Ozujsko in Croatia and Niksicko in Montenegro.

We have beers that rank in the top two in market share in their respective segments throughout the region, such as Bergenbier in Romania, Jelen in Serbia and Borsodi in Hungary .

Additionally, we sell Staropramen and Miller Genuine Draft in various countries.

Our EMEA&APAC segment includes the sale of factored brand sales (beverage brands owned by other companies but sold and delivered to retail by us) and our consolidated joint venture arrangement for the production and distribution of Cobra brands in the U.K.

We have certain activity that is not allocated to our segments, and primarily includes financing-related costs such as interest expense and income, foreign exchange gains and losses on intercompany balances related to financing and other treasury-related activities, and 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.

Our portfolio includes beers that have the largest share in their respective countries, such as Carling in the U.K., Ožujsko in Croatia and Niksicko in Montenegro.

We have beers that rank in the top five in market share in their respective segments throughout the region, such as Staropramen in the Czech Republic, Bergenbier in Romania, Jelen in Serbia, Borsodi in Hungary and Kamenitza in Bulgaria.

Additionally, we sell Staropramen, Coors , Madri and Miller Genuine Draft in various countries.

Our EMEA&APAC segment includes the sale of factored brands and our consolidated joint venture arrangement for the production and distribution of Cobra brands in the U.K.

We have certain activity that is not allocated to our segments, and primarily includes financing-related costs such as interest expense and income, foreign exchange gains and losses on intercompany balances, realized and unrealized changes in fair value on instruments not designated in hedging relationships related to financing and other treasury-related activities and 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 and all other components remain unallocated.

Industry Overview

The brewing industry has significantly evolved over the years to become an increasingly global beer market.

The industry was previously founded on local presence with modest international expansion achieved through export, license and partnership arrangements.

Over time the market has become increasingly complex as the consolidation of brewers has occurred globally, resulting in a small number of large global brewers representing the majority of the worldwide beer market.

In addition to the consolidation and the acquisitive nature of the industry, exports, licensing and partnership arrangements continued to be used and these transactions typically occurred between the same global competitors that make up the majority of the market.

There was also a period of time about five to ten years ago when smaller local brewers within certain established markets experienced accelerated growth as consumers increasingly placed value on locally-produced, regionally-sourced products.

In addition, changing consumer trends are pushing the industry toward above premium products, including flavored malt beverages, imports and beyond beer altogether.

In recent years, the hard seltzer market emerged and experienced significant growth, particularly in the U.S.

Although the significant growth has slowed as the market has matured, we believe the hard seltzer market will continue to be of importance to consumers especially in the Americas.

As the beer industry continues its evolution of consolidation and diversification of its products to meet consumer demand with broadening preferences, we believe large global brewers are uniquely positioned to leverage the scale, depth of product portfolio and industry knowledge to continue to lead the market forward.

We believe we are well positioned to compete in this continually evolving market, particularly in beer, hard seltzer and beyond.

We have a diverse portfolio of beloved and iconic owned and partner brands including Blue Moon, Carling, Coors Banquet, Coors Light, Miller High Life, Miller Genuine Draft, Miller Lite and Staropramen .

We continue to invest in and focus on growing these brands.

In addition to these iconic brands, we offer products in the above premium segment, including flavored malt beverages (which includes hard seltzers), craft and ready to drink beverages, premium (which includes premium lights) and economy segments.

Further, our modern and growing portfolio expands beyond the beer aisle as well.

The brewing industry has significantly evolved over the years to become an increasingly global and complex market as the consolidation of brewers globally has resulted in a small number of large global brewers representing the majority of the worldwide beer market.

In addition to the consolidation of brewers and the acquisitive nature of the industry, exports, licensing and partnership arrangements continue to be used and these transactions typically occur between the same global competitors that make up the majority of the market.

While the market is dominated by a small number of large global brewers, smaller local brewers continue to inhabit the market as consumers place value on locally-produced, regionally-sourced products from time to time.

Consumer trends and preferences continue to evolve.

During 2023, in the U.S., we saw a shift in consumer purchasing behavior largely within the premium segment that drove an increase in our core power brands' net sales.

In addition, consumers continue to push the industry toward above premium products, including flavored beverages, imports and beyond beer altogether.

As the beer industry continues its diversification of its products to meet consumer demand with broadening preferences, we believe large global brewers are uniquely positioned to leverage the scale, depth of product portfolio and industry knowledge to continue to lead the market forward.

We believe we are well positioned to compete in this continually evolving market, particularly in beer, flavor and beyond.

We craft and distribute high-quality, innovative beverages with the purpose of uniting people to celebrate all life's moments.

We have a diverse portfolio of beloved and iconic owned and partner brands including our core power brands of Coors Light, Miller Lite, Coors Banquet, Molson Canadian, Carling and Ožujsko .

We continue to invest in and focus on growing these brands.

In addition to these brands, we offer products in various categories like flavored malt beverages (which includes hard seltzers), craft, ready to drink beverages, spirits and energy beverages as well as beers in various price segments.

We categorize our brands globally for consistency of reporting based on the following price segments:

Above Premium, Premium and Economy.

For example, our Above Premium classification includes brands that are sold at a price point higher than the market

Price segment classifications may vary between the Americas and EMEA&APAC segments and the naming conventions and classifications may be different in the various countries that we operate based on local terminology, for example in our EMEA&APAC segment brands categorized in the Premium classification such as Carling would be described as Core Brands in the local market.

For example, our Above Premium classification includes brands that are sold at a price point higher than the market average.

For example, in our EMEA&APAC segment, brands categorized in the Premium classification such as Carling would be described as core brands in the local market.

The following presents the primary brands sold:

Above Premium Brands - Aspall Cider, Blue Moon, Coors Original, Hop Valley brands , Leinenkugel's, Miller Genuine Draft, Molson Ultra , Sharp's, Staropramen, Vizzy Hard Seltzer

Premium - Bergenbier, Borsodi, Carling, Coors Banquet, Coors Light, Jelen, Kamenitza, Miller Lite, Molson Canadian Lager, Molson Dry, Molson Export, Niksicko, Ozujsko

Above Premium Brands - Aspall Cider, Blue Moon, Coors Original, Five Trail, Hop Valley brands , Leinenkugel's brands , Madri, Miller Genuine Draft, Molson Ultra , Sharp's, Staropramen, Vizzy Hard Seltzer

Premium - Bergenbier, Borsodi, Carling, Coors Banquet, Coors Light, Jelen, Kamenitza, Miller Lite, Molson Canadian brands , Niksicko, Ožujsko

Economy - Branik, Icehouse, Keystone, Miller High Life, Milwaukee's Best, Steel Reserve

Partner Brands

Our partner brands are licensed through various agreements with third parties, such as license, distribution, partnership and joint venture agreements.

Arnold Palmer Spiked, Beck's, Heineken, Lowenbrau, Madri, Peroni Nastro Azurro, Pilsner Urquell, Redd's brands , Simply Spiked, Sol, Stella Artois, Topo Chico Hard Seltzer, Zoa

Our partner brands are licensed through various agreements with third parties, such as license, distribution, partnership and joint venture agreements and include:

Arnold Palmer Spiked, Beck's, Blue Run, Cobra, Corona Extra, Heineken, Lowenbrau, Peroni Nastro Azurro, Pilsner Urquell, Redd's brands , Simply Spiked, Sol, Stella Artois, Topo Chico Hard Seltzer, ZOA

The beer industry is highly competitive and our portfolio of beers competes with numerous brands in all segments which are produced by international, national, regional and local brewers.

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Our products also compete with other alcohol beverages, including wine and spirits, and thus their competitive position is affected by consumer preferences between and among these other categories.

Sales of wine and spirits have grown faster than sales of beer in recent years, driven by, among other things, increased spirits advertising, a narrowing price gap with wine and spirits and increased wine and spirits sales execution.

Sales of spirits have grown faster than sales of beer in recent years, driven by, among other things, increased spirits advertising, a narrowing price gap with spirits and the growth of spirits-based ready to drink products.

This has resulted in a reduction in the beer segment's lead in the overall alcohol beverage market.

In addition, consumer preferences have continued to shift within the industry to above premium products, with volume growth in recent years seen in flavored malt beverages (including hard seltzers), imports and super premium portfolios.

We believe growing or even maintaining our market share will require building on the strength of our core brands, premiumizing our portfolio and continuing to increase our presence in the fast-growing areas of the industry and beyond the beer aisle.

In addition, consumer preferences have continued to shift within the industry to above premium products, with volume growth in recent years seen in flavored malt beverages, imports and super premium portfolios.

We believe accelerating our growth and increasing or maintaining our market share will require us to build on the strength of our core power brands, aggressively premiumize our portfolio and scale and expand in the fast-growing areas of the industry and beyond the beer aisle.

Sales and Distribution

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In the U.S., beer is generally distributed through a three-tier system consisting of manufacturers, distributors and retailers.

A national network of approximately 330 independent distributors and one Company-owned distributor, Coors Distributing Company, purchases our products and distributes them to on- and off-premise retail accounts.

Coors Distributing Company distributed approximately 3% of our total owned and non-owned Americas segment volume in 2022.

A national network of independent distributors and one Company-owned distributor, Coors Distributing Company, purchases our products and distributes them to on- and off-premise retail accounts.

No single customer accounted for more than 10% of our consolidated net sales for the years ended December 31, 2023, 2022 or 2021.

Coors Distributing Company distributed approximately 5% of our total owned and non-owned Americas segment net sales for the year ended December 31, 2023.

Transportation of our products to distributors in the U.S.

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We have long-term contracts in place with third-party logistics providers to mitigate price fluctuations in freight costs.

In instances where transportation needs cannot be met by contracted freight carriers, we utilize the spot freight market.

In recent years, in response to trends seen within the transportation industry, we began shipping more products via railway, through insulated boxcars or intermodal shipping containers, as an action taken to mitigate the level of inflation seen in freight costs within the trucking industry.

Transportation costs for shipping product throughout our network is related to contracted freight carriers or, if needed, through the spot bidding freight market.

In the Americas, we have taken steps to diversify transportation modes to reduce the impact of truck market volatility including shipping via railcar and intermodal shipping containers.

In Canada, because provincial governments regulate the beer industry and provincial liquor boards control the distribution and retail sale of alcohol products, distribution strategies and transportation of products vary by province.

Ontario, beer is primarily purchased at retail outlets operated by BRI, at government-regulated retail outlets operated by the Liquor Control Board of Ontario ("LCBO"), at approved agents of the LCBO, at certain licensed grocery stores, or at any bar, restaurant, or tavern licensed by the LCBO to sell alcohol for on-premise consumption.

In Ontario, beer is primarily sold at retail outlets operated by BRI, at government-regulated retail outlets operated by the Liquor Control Board of Ontario ("LCBO"), at approved agents of the LCBO, at certain licensed grocery stores, or at any bar, restaurant, or tavern licensed by the LCBO to sell alcohol for on-premise consumption.

In Québec, the distribution and sale of beer is governed by the Société des Alcools du Québec ("SAQ").

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In the European countries in which we operate, beer is generally distributed through either a two-tier system consisting of manufacturers and retailers, or a three-tier system consisting of manufacturers, distributors and retailers.

Distribution activities for both the on-premise and off-premise channels are conducted primarily by third-party logistics providers.

Distribution activities for both the on- and off-premise channels are conducted primarily by third-party logistics providers.

Most of our beer in the U.K.

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References to on- and off-premise sales volumes are sales to retailers, which we believe is a useful data point relative to consumer trends.

The on-premise channel includes sales to bars, pubs and restaurants while the off-premise channel includes sales in convenience stores, grocery stores, liquor stores and other retail outlets including The Beer Store in Ontario, which is Canada's largest beer retailer.

Over the last few years, throughout the EMEA&APAC segment, the off-premise channel has become increasingly concentrated among a small number of super-store chains.

The on-premise channel includes sales to bars, pubs and restaurants while the off-premise channel includes sales to convenience stores, grocery stores, liquor stores and other retail outlets including The Beer Store in Ontario, which is Canada's largest beer retailer.

Industry channel trends vary by segment.

The following table reflects the on-premise MCBC channel trends over the last four years in the largest regions of our Americas segment, the U.S.

and Canada, and the largest region of our EMEA&APAC segment, the U.K., based on the percentage of on-premise volume to total STR volume.

On-Premise Volume - MCBC Channel Trend

2022 2021 2020 2019

and Canada 15 % 13 % 9 % 16 %

62 % 49 % 38 % 61 %

Prior to the year ended December 31, 2020, the split between on-premise and off-premise remained relatively stable in the Americas segment while the EMEA&APAC segment had seen volumes across countries in which we operate shifting over time from the higher margin on-premise channel to the lower margin off-premise channel.

During the year ended December 31, 2020, we experienced a significant adverse impact resulting from the closure of the on-premise channel and increased restrictions as a result of the on-set of the coronavirus pandemic which effectively shut down the on-premise channel for various portions of time across the geographies in which we operate.

During the years ended December 31, 2021 and 2022, we began to see a progressive return to the on-premise channel at varying degrees across geographies.

As we continue to recover from the coronavirus pandemic, any governmental or societal impositions of restrictions on public gatherings, including any vaccine mandates or testing requirements, especially if prolonged in nature will continue to impact on-premise traffic and, in turn, our business.

Management's Discussion and Analysis, "Items

Affecting Reported Results" & "Segment Results of Operations—Americas" , for further details.

With the onset of the coronavirus pandemic during the year ended December 31, 2020, we experienced a significant adverse impact on the operating results of our Company resulting from the closure of the on-premise channel and increased restrictions which effectively shut down the on-premise channel for various portions of time across the geographies in which we operate.

We began to see a progressive return to the on-premise channel at varying degrees across geographies throughout the years ended December 31, 2021 and 2022 and observed a more normalized level of on-premise volume during the year ended December 31, 2023.

A more normalized level of STR volume from the on-premise channel, as observed during the year ended December 31, 2019 consisted of approximately 16% in the U.S.

and Canada and approximately 61% in the U.K.

Manufacturing, Production and Packaging

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Hops used to brew our products are purchased under various contracts from suppliers in the U.S.

and Europe with EMEA&APAC primarily sourced from Germany, U.K., U.S., Czech Republic and Slovenia.

and Europe primarily sourced from Germany, the U.K., Czech Republic and Slovenia.

These contracts vary in length based on market conditions.

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Other brewing adjuncts are sourced from three main suppliers, all in the U.S.

and Canada, with committed supply through 2023.

and Canada, with a portion of our supply committed through 2024 and a portion committed through 2025.

Other malt and cereal grains are purchased primarily from suppliers in the U.S.

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Packaging Materials

Our primary packaging materials include aluminum, glass bottles, kegs and casks and recyclable plastic containers.

In recent years, we have seen a shift to aluminum cans from glass bottles, and this trend accelerated during the year ended December 31, 2020 as a result of the on-premise channel closing at various degrees across our geographies due to the coronavirus pandemic.

While we saw a shift back from aluminum cans to kegs during 2021 and 2022 as the on-premise progressively reopened, aluminum cans continue to represent a greater percentage of packaging materials as compared to the years prior to the coronavirus pandemic.

Our primary packaging materials include aluminum, glass bottles, reusable kegs and casks, and recyclable plastic containers.

We saw a shift back from aluminum cans to kegs during 2021 and 2022 as the on-premise progressively reopened after being shut down during the coronavirus pandemic.

In our Americas segment, a portion of the aluminum cans and ends are purchased from Rocky Mountain Metal Container ("RMMC"), our joint venture with Ball Corporation ("Ball"), whose production facilities, which are leased from us, are located near our brewery in Golden, Colorado.

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In addition to the supply agreement with RMBC, we have supply agreements with Owens and other vendors for requirements in excess of RMBC's production.

The standard bottle for beer brewed in Canada is the 341 ml returnable bottle and represents the vast majority of our bottle sales.

The returnable bottle requires significant investment behind our returnable bottle inventory and bottling equipment.

The standard bottle for beer brewed in Canada is the 341ml returnable bottle and represents more than half of bottle sales in Canada.

While we experienced some challenges in obtaining supplies required for certain packaging materials in 2021 and 2022 as a result of the global supply chain disruption, partially due to the impact of the coronavirus pandemic and the Russia-Ukraine conflict, these more severe supply constraints were short term in nature and, overall, did not materially impact our ability to produce product and meet production forecasts.

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The prices we pay for such items are subject to fluctuation, and we manage this risk through the use of fixed-price contracts and purchase orders, pricing agreements and derivative instruments, including commodity swaps and options.

addition, risk to our supply of certain raw materials is mitigated through purchases from multiple geographies and suppliers.

In addition, risk to our supply of certain raw materials is mitigated through purchases from multiple geographies and suppliers.

When prices increase for materials, we may or may not be able to pass on such increases to our customers.

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Weather conditions consisting of high temperatures and extended periods of warm and dry weather favor increased consumption of our products, while unseasonably cool or wet weather, especially during the summer months, adversely affects our sales volumes and net sales.

Consumption of beer in the Americas segment is seasonal, with nearly 37% of sales volume occurring during the months from May through August.

Consumption of beer in the Americas segment is seasonal, with nearly 39% of financial volume occurring during the months from May through August.

In EMEA&APAC, the peak selling seasons typically occur during the summer months and during the Christmas and New Year holiday season.

Coronavirus Global Pandemic

Starting at the end of the first quarter of 2020, the coronavirus pandemic had a material adverse effect on our operations, liquidity, financial condition and results of operations.

In 2021, we saw improvements in the marketplace related to the coronavirus global pandemic as on-premise locations began to re-open, with varying degrees of restrictions, across the world beginning in the second quarter of 2021.

A new variant of coronavirus, Omicron, created additional uncertainty and negatively impacted our on-premise business at the end of 2021 and into the first quarter of 2022 when we started to see progressive improvements in the on-premise channel.

Thus, while an improvement from 2021, the coronavirus global pandemic continued to have a negative impact to our financial results for the year ended December 31, 2022.

The extent to which our operations will continue to be impacted by the coronavirus pandemic will depend largely on future developments, which are highly uncertain and cannot be accurately predicted, including the level of governmental or societal orders or restrictions on public gatherings and on-premise venues, including any vaccine mandates or testing requirements, the severity and duration of the coronavirus pandemic by market, including outbreaks of variants, changes in consumer behavior, inflationary pressures resulting from the coronavirus pandemic, the rate of vaccination and the efficacy of vaccines against the coronavirus and related variants.

We continue to actively monitor the ongoing evolution of the coronavirus pandemic and resulting impacts to our business.

See further discussion of the status of the coronavirus pandemic and its impacts on our Company, including the on- and off-premise impacts to our segments in Part II.

Management's Discussion and Analysis of Financial Condition and Results of Operations .

Our business is subject to various laws and regulations in the jurisdictions around the world in which we operate.

These regulations govern many parts of our operations, including brewing, marketing and advertising, transportation, distributor relationships, sales and environmental issues.

Excise taxes remitted to tax authorities are government-imposed excise taxes on beer.

Excise taxes on beer are shown in a separate line item in the consolidated statements of operations as a reduction of sales.

beer business is regulated by federal, state and local governments.

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Excise taxes are also levied in specific state and local jurisdictions at varying rates.

In Canada, provincial governments regulate the production, marketing, distribution, selling and pricing of beer and other alcoholic beverage produced or imported into Canada (including the establishment of minimum prices), and impose commodity taxes, mark-ups and license fees in relation to its production, distribution and sale.

In Canada, provincial governments regulate the production, marketing, distribution, selling and pricing of beer and other alcoholic beverages produced or imported into Canada (including the establishment of minimum prices), and impose commodity taxes, mark-ups and license fees in relation to its production, distribution and sale.

In addition, the Canadian federal government regulates the advertising, labeling, quality control, and international trade of beer, and also imposes commodity taxes on both domestically produced and imported beer.

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Further, certain bilateral and multilateral treaties entered into by the federal government, provincial governments and certain foreign governments, especially within the U.S., affect the Canadian beer industry.

Most countries that are part of our EMEA&APAC segment where we carry out significant brewing or distribution activities are either a member of the European Union ("EU") or a current candidate to join the EU.

Montenegro is a potential

EU candidate and the U.K.

Most countries included in our EMEA&APAC segment where we carry out significant brewing or distribution activities are either a member of the European Union ("EU") or a current candidate to join the EU.

left the EU during 2020.

As such, there are similarities in the regulations that apply to many parts of our EMEA&APAC segment's operations and products, including brewing, food safety, labeling and packaging, marketing and advertising, environmental, health and safety, employment and data protection and regulations.

To operate breweries and conduct our business in these countries, we must obtain and maintain numerous permits and licenses from various governmental agencies.

The government(s) of each country in which we sell our products levies excise taxes on alcohol beverages.

EU member countries' laws on excise taxes are consistent with the EU Directives and use the same measurements based on either alcohol by volume or Plato degrees.

Non-EU countries use various taxation methods, including flat excise rate per volume or methods that may be similar to those used in the EU.

The government(s) of each country in which we sell our products levy excise taxes on alcohol beverages.

All countries which are members of the EU apply laws on excise taxes that are consistent with the EU Directives and use measurements based on either alcohol by volume or Plato degrees.

Non-EU countries use various taxation methods, including a flat excise rate per volume or methods similar to those used in the EU.

In the year ended December 31, 2023 the excise taxes for our EMEA&APAC segment were approximately $46 per hectoliter on a reported basis.

People and Planet

Our Environmental, Social and Governance (“ESG”) pillars are People and Planet, and we have established goals and supporting initiatives for these pillars to attempt to ensure we are good stewards of the assets and resources most important to our business.

More information about our strategy and progress can be found in our ESG Report, available at www.molsoncoors.com/sustainability.

Through Our Imprint Strategy, we have established goals and supporting initiatives for our People and Planet pillars to ensure we are good stewards of the assets and resources most important to our business.

More information about our strategy and progress can be found in Our Imprint Report, available at www.molsoncoors.com/goals-and-reporting.

The information provided on our website (or any other website referred to in this report) is not part of this report and is not incorporated by reference as part of this report.

Governance of Our People and Planet Strategy

Our Board of Directors (the “Board”) is responsible for overseeing and monitoring our overall ESG program, with specific areas of oversight delegated to the committees of the Board.

The Board receives regular reports and recommendations from management and the Board committees to help guide our ESG strategy, from Planet goals related to water, packaging and climate change, to People initiatives focused on retaining and developing a diverse and talented workforce.

At the management level, our ESG Leadership Steering Committee (“Steering Committee”) is composed of senior executives and is responsible for the evolution of our ESG strategy.

Our Vice President of Sustainability & EHS, which is a new role in our Company filled in 2022, works closely with the Steering Committee on ESG strategy development and initiative implementation and progress for our People and Planet focus areas.

Our executive leadership team and the chief people and diversity officers for the Americas and EMEA&APAC segments are tasked with managing all employment-related matters including recruitment, retention, leadership and development, compensation planning, succession planning, performance management, and diversity, equity and inclusion.

The Compensation and Human Resource Committee (“CHR Committee”) of the Board is responsible for establishing and reviewing the overall compensation philosophy of our Company and providing oversight on certain human capital matters, including our talent retention and development, leadership development, talent pipeline, programs and systems for performance management and Diversity, Equity & Inclusion ("DEI") initiatives.

Our Board of Directors ("Board") is responsible for overseeing and monitoring Our Imprint Strategy, with specific areas of oversight delegated to the committees of the Board.

The Board receives regular reports and recommendations from management and the Board committees to help guide our strategy, from Planet goals related to water, packaging and climate change, to People initiatives focused on retaining and developing a diverse and talented workforce.

At the management level, our ESG Leadership Steering Committee ("ESG Steering Committee") is composed of senior executives and is responsible for the evolution of Our Imprint Strategy.

Our Vice President of Sustainability & EHS works closely with the ESG Steering Committee on strategy development and initiative implementation and progress for our People and Planet focus areas.

The Compensation and Human Resource Committee ("CHR Committee") of the Board is responsible for establishing and reviewing the overall compensation philosophy of our Company and providing oversight on certain human capital matters, including our talent retention and development, leadership development, talent pipeline, programs and systems for performance management and DEI initiatives.

Further, the CHR Committee is responsible for overseeing our progress against our social initiatives related to human capital management.

Putting People First

We believe that people are the heart of our Company and strive to create a culture where people are encouraged to and feel comfortable about bringing their diverse perspectives and experiences to the table.

We believe that people are the heart of our Company and strive to create a culture where people are encouraged to and feel comfortable to bring their diverse perspectives and experiences to the table.

As a global company, we believe we have a responsibility to nurture a workforce that reflects our local communities, which we believe makes us a better employer, partner and company of choice for our consumers and customers.

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As of December 31, 2023, approximately 30% and 24% of our Americas segment and EMEA&APAC segment workforces, respectively, are represented by trade unions or councils, which are subject to collective bargaining agreements that come due for renegotiation from time to time.

A significant component of our revitalization plan announced in October 2019 was to shift the culture of the organization to drive stronger employee and business engagement.

In service of this, we refreshed our purpose (uniting people to celebrate all life’s moments), ambition (first choice for our people, consumers and customers) and shared company values, the first of which is Putting People First.

Some highlights of our progress in Putting People First include:

Diversity, Equity & Inclusion

We believe DEI should be deeply embedded in our corporate culture and how we operate, from how we work together to how we grow as a company.

In 2020, we created a new position of Vice President of Diversity, Equity & Inclusion for the

Americas, and in 2021 we established a Diversity & Inclusion Director role for EMEA&APAC.

We created roadmaps and action plans for the Americas and EMEA&APAC based on an assessment of our existing culture, programs and talent management processes.

In 2020, we established goals to increase diverse representation in the Company by 2023, with progress against those goals reported in our ESG Report.

We have created roadmaps and action plans for the Americas and EMEA&APAC segments based on an assessment of our existing culture, programs and talent management processes.

Our 2023 initiatives and progress include:

• Month of Inclusion - In order to further increase awareness around DEI issues, we launched a Month of Inclusion in 2021, which built on the Week of Inclusion we introduced in 2020.

The Month of Inclusion continued in 2022 and brought together our U.S.

and Canada employees, and our EMEA&APAC employees, respectively, to focus on prioritizing inclusion, equity and workplace respect.

The 2022 Month of Inclusion included a variety of presentations, interactive sessions and fireside chats with leaders and external experts that were centered around intersectionality.

• Employee Resource Groups ("ERGs") - In the Americas, we promote and maintain ERGs for a number of different communities in our employee population – by race/ethnicity, gender, sexual orientation, early professionals, young families and veterans, amongst others.

Our newest Americas ERG was established in 2022, Disabilities United.

• Month of Inclusion - In order to further increase awareness around DEI issues, we launched the Month of Inclusion in 2021, which built on the Week of Inclusion we introduced in 2020.

The Month of Inclusion continued in 2023 and brought together our U.S., Latin America and Canada employees, and our EMEA&APAC employees, respectively, to focus on prioritizing inclusion, equity and workplace respect.

The theme for the 2023 Month of Inclusion focused on Belonging and included a variety of presentations, discussions and external speakers.

In the Americas, we promoted and supported our Employee Resource Groups ("ERGs") in their work to represent a number of different communities within our employee population – by race/ethnicity, gender, sexual orientation, early professionals, young families, and veterans, amongst others.

The ERGs are aimed to help foster a diverse, inclusive workplace aligned with our values and culture.

In 2022, we launched our 12 th ERG, Disabilities United, to increase inclusion and awareness of visible and invisible disabilities and caretakers of members of the disabled community.

In Western Europe, we created ERGs for gender, sexual orientation, disability and ethnicity and these groups are expected to play a key role in development of our strategy, initiatives and in encouraging and supporting all employees to bring their whole self to work.

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A Divisional DEI Council leads, advocates, and is accountable for DEI progress in EMEA&APAC and aims to provide a common, coordinated approach across the regions.

Further, Regional DEI Councils, with representatives sitting on the Divisional DEI Council, then attempt to ensure divisional connectivity while recognizing the need for flexibility.

Further, Regional DEI Councils, with representatives sitting on the Divisional DEI Council, attempt to ensure divisional connectivity while recognizing the need for flexibility.

Membership of these councils includes senior leaders and employee representatives.

• Empathy Experience - Our Empathy Experience in the Americas is a highly interactive and emotional learning experience focused on building empathy between colleagues, within teams and across our organization.

As part of the experience, our employees split up into small groups and visit different rooms in order to try and help them better understand the lived experience of certain diverse groups and communities.

In the U.S., the 2022 Empathy Experience was aimed at exploring relationships and perceptions across five communities:

Key topics for the DEI Councils have included pay equity, inclusive hiring, external partnerships, representation goals and building DEI into our brands.

• Empathy Experience - Our Empathy Experience in the Americas is an immersive and interactive learning experience focused on building empathy between colleagues, within teams, and across our organization.

As part of the experience, employees are guided through various spaces to build their awareness and understanding of the lived experience of certain diverse groups and communities.

In the U.S., the Empathy Experience explores relationships and perceptions across five communities:

Latino, Black, Women, LGBTQ and Asian Pacific.

In Canada in 2022, we developed a unique "In Canada, For Canada" Empathy Experience.

In 2023, we launched an "In Canada, For Canada" Empathy Experience based in Toronto.

Through education, stories and activities, the participants in these empathy experiences explore how biases, microaggressions and stereotypes affect others in hopes of fostering a better connection through empathy.

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We strive to be a provider of meaningful experiences and a safe and healthy workplace for all employees.

• Wellness - We promote healthy lifestyles across our global enterprise by offering health benefits, wellness and work/life balance programs that are tailored to employees' needs and culture by work location.

and Canada, employees can participate in our wellness programs that incentivize healthy habits and lifestyles.

• Wellness - We promote healthy lifestyles across our global enterprise by offering health and insurance benefits and wellness and work/life balance programs that are tailored to employees' needs and culture by work location.

In the Americas, employees can participate in our wellness programs that incentivize healthy habits and lifestyles.

These resources include connections to virtual healthcare, remote fitness and wellness support, and a free employee assistance program for coping with stress, feelings of isolation, and anxiety.

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In 2023, these activities included certain wellness programs, as well as flexible work hours, wellness webinars and challenges, to further emphasize our wellbeing culture.

• Health & Safety - Our World Class Supply Chain framework contains an Environmental, Health & Safety (“EHS”) commitment that supports proactive identification and control of EHS risks.

We aim to prevent workplace injuries and illness and reduce environmental impacts of our operations through training and other methodologies.

• Compensation and Benefits - We offer competitive, affordable and comprehensive benefits, which we routinely benchmark to try to ensure they are competitive, inclusive, aligned with our company culture and allow our employees to meet their individual needs and the needs of their families.

Our Total Rewards program in general provides a competitive base salary, incentive plans, health, dental, and vision insurance plans, a deferred compensation option in certain regions with a potential employer match, paid time off plans, including parental leave policies in many locations, an engaging Wellness Program and an Employee Assistance Program.

Our business units comply with applicable maternity leave laws and, in many countries, we go further to provide flexible work schedules and extended

leave for new parents.

We believe our compensation rewards and incentive programs motivate us to be bold and decisive and ignite growth and hold us accountable for living out our values to achieve our short- and long-term goals.

• Health & Safety - Our commitment to Health & Safety is focused on preventing workplace incidents and building a strong behavior-based safety culture across our entire workforce through training, our World Class Supply Chain operating system, and our values-based leadership development approach.

• Compensation and Benefits - We offer affordable and comprehensive benefits, which we routinely benchmark to try to ensure they are competitive, inclusive, aligned with our company culture and local practices, and allow our employees to meet their individual needs and the needs of their families.

Our Total Rewards program in general provides a competitive base salary, incentive plans, health and insurance benefits, a deferred compensation option in certain regions with a potential employer match, paid time off plans, enhanced parental leave policies in many locations, an engaging Wellness Program and an Employee Assistance Program.

Our business units comply with applicable parental leave laws and in many cases go further to provide flexible work schedules and extended leave for new parents.

We believe our compensation and incentive programs motivate us to ignite growth and help to hold ourselves accountable for living out our values to achieve our short- and long-term goals.

• Talent Development - Our aim is to help employees unlock their full potential so they can thrive in their current job and realize new, potential growth opportunities.

In 2021, we launched a new talent planning experience designed to better understand each employee’s ambitions and identify growth opportunities that fit their needs and the needs of the Company.

We increased the scope of the talent development experience across the regions of EMEA&APAC, and further built capability in our talent development experience across our business.

We promote leadership and development opportunities which include our First Choice Learning Center in the Americas, in-person and online training programs, and experiential training opportunities to support employee health and safety, assist in building core competencies, share best practices, and develop leadership capabilities.

In 2022, we launched a number of new programs to support the development of our high potential employees.

Additionally, high potential employees in the regions of EMEA&APAC were able to undergo leadership development through a range of formal programs, experiential focused talent development, coaching and mentoring.

• Employee Engagement - We believe that engaging our employees, through surveys during the onboarding process and throughout the employee journey, provides us with valuable insight into how we can develop our company culture to help ensure that our people feel supported and able to thrive at our company.

We gauge our employees’ sentiments through Employee Experience surveys three times a year in the Americas and biannually in EMEA&APAC.

In addition, our CEO regularly hosts live online question and answer sessions available to all employees.

At Molson Coors, First Choice Learning serves as the global home for development resources to support the unique needs of our employees around the world.

First Choice Learning invests in our people through in-person and online training programs, and experiential training opportunities to support employee health and safety, assist in building core competencies, share best practices and develop leadership capabilities.

In 2023, we continued to invest in targeted development programs, including one aimed to accelerate the readiness of high potential employees to move into roles of greater scope and complexity.

These programs include a blend of classroom training, coaching and mentoring and experiential action learning projects.

• Employee Engagement - We believe that engaging our employees through surveys during the onboarding process and throughout the employee journey provides us with valuable insight into how we can develop our company culture to help ensure that our people feel supported and are able to thrive at our company.

We gauge our employees’ sentiments through Employee Experience surveys three times a year in the Americas and yearly in EMEA&APAC.

In addition, our Chief Executive Officer regularly hosts live online question and answer sessions available to all employees.

We believe these sessions also help create a company culture where open, honest dialogue is supported and encouraged, and where people are empowered to raise questions and concerns about our business and our culture.

Preserving the Planet

We have a long legacy of commitment to environmental sustainability, dating back to Bill Coors’ invention of the two-piece aluminum can in the late 1950s and implementation of some of the first recycling programs in the U.S.

In 2017, we launched Our Imprint 2025 Planet goals for climate and water and, in 2019, incorporated our ambition to make our packaging more sustainable.

As further detailed in our annual ESG Report, we have set goals, which we aim to achieve by 2025, to:

• Reduce our greenhouse gas emissions;

• Reduce our water-to-product ratio, reduce the amount of water required to grow our barley, and restore water to key stressed watersheds in Colorado and Texas;

• Make 100% of our packaging reusable, recyclable or compostable;

• Aim to ensure that our consumer-facing plastic packaging has a certain percentage of post-consumer recycled content.

As detailed in our annual ESG report, we continued the implementation of energy and water efficiency improvements across our facilities, including a multi-year renovation project of our Golden Colorado brewery, a renewables contract for our Fort Worth, Texas brewery and a wind-power based power purchase agreement in the U.K.

In 2022, we also continued our partnership work to support water restoration activities in water-stressed portions of Texas and Colorado, as well as our Barley Growers program in the U.S.

We have a long legacy of commitment to environmental sustainability, dating back to Bill Coors’ pioneering efforts to bring the two-piece aluminum can to market in the late 1950s and implementation of some of the first recycling programs in the U.S.

In 2017, we launched Our Imprint goals for climate and water and, in 2019, incorporated our ambition to make our packaging more sustainable.

As further detailed in the annual Our Imprint Report, we have several key Planet focus areas:

• Reduce greenhouse gas ("GHG") emissions – Against our 2016 baseline, our goal is to reduce Scope 1 & 2 GHG emissions by 50% for 2025 and 65% for 2030 along with a 40% reduction in Scope 3 emissions for 2030 and to achieve net zero emissions (Scope 1, 2 & 3) by at least 2050.

• Improve water resilience – We targeted an overall 22% improvement (versus 2016 baseline) in the water-to-product ratio of our breweries producing more than 150,000 hectoliters annually, and we collaborate with key partners on watershed management programs to improve the health of the Trinity River Basin watershed in Texas (home of our Fort Worth brewery) and the Upper South Platte River watershed in Colorado (home of our Golden brewery), collectively restoring more than three billion gallons of water to these watersheds since 2014.

• Responsibly manage packaging and waste – We aim to use widely recyclable packaging materials such as aluminum cans, glass bottles and fiberboard cartons, and we are working to eliminate polyethylene terephthalate ("PET") bottles and single-use plastic rings for our beer brands in the U.S., Canada and the U.K.

while our Central & Eastern European operations are on pace to ensuring the PET bottles in those markets contain at least 25% recycled content by 2025 and 30% by 2030.

By weight, approximately 4.3% of our packaging was plastic as of December 31, 2022.

• Implement more sustainable agricultural practices – We work closely with our barley farmers to test and learn with different growing practices across multiple regions and collect a broad range of data including water consumption.

Against our 2016 baseline, by 2025, our goal is to produce annual barley crop with 10% less water per ton yielded.

As detailed in the annual Our Imprint Report, we continued the implementation of energy and water efficiency improvements across our facilities, including a multi-year renovation project of our Golden, Colorado brewery, a renewables contract for our Fort Worth, Texas brewery, and a wind-power based power purchase agreement in the U.K.

Environmental Compliance Matters

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Sergey Yeskov 47 President and Chief Executive Officer, Molson Coors EMEA&APAC

Marino 50 President, Emerging Growth

Anne-Marie Wieland D'Angelo 46 Chief Legal & Government Affairs Officer and Secretary

Jacques 45 Chief Marketing Officer

Natalie Maciolek 45 Chief Legal & Government Affairs Officer and Secretary

Jacques 46 Chief Commercial Officer

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-K

Item 1. Business