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Note 18, "Segment Reporting"
−Removed: Table of Content s
+Added: Table o f Contents
MANAGEMENT'S REPORT
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To ensure complete independence, PricewaterhouseCoopers LLP and the Company's internal auditors have full and free access to the Audit Committee and may meet with or without the presence of management.
−Removed: /s/ GAVIN D.K.
+Added: /s/ RAHUL GOYAL
/s/ TRACEY I.
−Removed: Hattersley Tracey I.
+Added: Rahul Goyal Tracey I.
President & Chief Executive Officer Chief Financial Officer
1 unchanged sentence
February 18, 2026 February 18, 2026
−Removed: Table of Content s
+Added: Table o f Contents
Report of Independent Registered Public Accounting Firm
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Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
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+Added: Table o f Contents
Critical Audit Matters
−Removed: The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.
−Removed: The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
−Removed: Goodwill Impairment Assessment - Americas Reporting Unit
−Removed: As described in Notes 1 and 6 to the consolidated financial statements, the Company’s goodwill balance related to the Americas reporting unit was $5,582 million as of December 31, 2024.
−Removed: The carrying value of goodwill is evaluated for impairment at the reporting unit level at least annually or when an interim triggering event occurs that may indicate potential impairment.
−Removed: The Company’s annual impairment test is performed as of the first day of the fiscal fourth quarter.
+Added: The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.
+Added: The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
+Added: Interim Goodwill Impairment Assessment - Americas Reporting Unit
+Added: As described in Notes 1 and 6 to the consolidated financial statements, the Company's goodwill balance as of December 31, 2025 was $1,944.7 million and is related solely to the Americas reporting unit.
+Added: Management evaluates the carrying value of goodwill at the reporting unit level for impairment at least annually or when an interim triggering event occurs that may indicate potential impairment.
+Added: The Company’s annual test is performed as of the first day of the fiscal fourth quarter.
The evaluation involves comparing the reporting unit’s fair value to its carrying value.
+Added: During the third quarter of 2025, management identified a triggering event that indicated it was more likely than not that the carrying value of the Americas reporting unit exceeded its fair value.
If the fair value exceeds its respective carrying value, then management would conclude that no impairment has occurred.
−Removed: If the carrying value exceeds its fair value, the Company would recognize an impairment loss in an amount equal to the excess up to the total amount of goodwill allocated to the reporting unit.
−Removed: A combination of a discounted cash flow analysis and market approach is used by management to determine the fair value of the reporting unit.
+Added: If the carrying value exceeds its fair value, management would recognize an impairment loss in an amount equal to the excess up to the total amount of goodwill allocated to that reporting unit.
+Added: An impairment test was completed as of August 31, 2025, using a combination of a discounted cash flow analysis and market approach and management concluded that the carrying value of the Americas reporting unit was in excess of its fair value such that a partial goodwill impairment loss of $3,645.7 million was recorded.
Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors.
−Removed: Examples of events or circumstances that could reasonably be expected to negatively affect the underlying key assumptions and ultimately impact the estimated fair value of our reporting unit may include the following, as disclosed by management, (i) growth rates for sales, costs of goods sold and profits, which are based on various long-range financial and operational plans;
−Removed: (ii) prolonged weakening of economic conditions;
−Removed: or (iii) significant unfavorable changes in income tax rates, environmental or other regulations, including interpretations thereof, terminal growth rate, market multiples and/or weighted-average cost of capital.
−Removed: Management concluded that the fair value of the Americas reporting unit was in excess of its carrying value and therefore no goodwill impairment charge was recorded.
−Removed: The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment for the Americas reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the Americas reporting unit;
−Removed: (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the weighted average cost of capital, growth rates for sales and growth rates for costs of goods sold;
+Added: As disclosed by management, discounted cash flow projections include assumptions for growth rates for sales and associated costs of goods sold, along with terminal growth rates.
+Added: Additionally, the discount rate used in the analysis was based on the weighted-average cost of capital.
+Added: The fair value determinations are also sensitive to changes in market multiples.
+Added: The principal considerations for our determination that performing procedures relating to the interim goodwill impairment assessment for the Americas reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the Americas reporting unit;
+Added: (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the weighted-average cost of capital, market multiples, terminal growth rate, growth rates for sales and growth rates for costs of goods sold;
and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
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(iii) testing the completeness and accuracy of underlying data used in the discounted cash flow analysis and market approach;
−Removed: and (iv) evaluating the reasonableness of significant assumptions used by management related to the weighted average cost of capital, growth rates for sales and growth rates for costs of goods sold.
+Added: and (iv) evaluating the reasonableness of the significant assumptions used by management related to the weighted-average cost of capital, market multiples, terminal growth rate, growth rates for sales and growth rates for costs of goods sold.
Evaluating management's assumptions related to growth rates for sales and growth rates for costs of goods sold involved evaluating whether the significant assumptions used were reasonable considering (i) the current and past performance of the Americas reporting unit;
(ii) the consistency with external market and industry data;
−Removed: and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit.
−Removed: Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the Company’s discounted cash flow analysis and market approach and (ii) the reasonableness of the weighted average cost of capital assumption.
+Added: and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit.
+Added: Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow analysis and market approach and (ii) the reasonableness of the weighted-average cost of capital, market multiples, and terminal growth rate assumptions.
+Added: Table o f Contents
+Added: Interim Intangible Impairment Assessment - Staropramen family of brands (EMEA&APAC)
+Added: As described in Notes 1 and 6 to the consolidated financial statements, management evaluates the carrying value of indefinite-lived intangible assets for impairment at least annually or when an interim triggering event occurs that may indicate potential impairment.
+Added: The Company's annual test is performed as of the first day of the fiscal fourth quarter.
+Added: The evaluation involves comparing the indefinite-lived intangible asset's fair value to its carrying value.
+Added: During the third quarter of 2025, management identified a triggering event for the Staropramen family of brands in the EMEA&APAC segment.
+Added: If the fair value exceeds its respective carrying value, then management would conclude that no impairment has occurred.
+Added: If the carrying value exceeds its fair value, management would recognize an impairment loss in an amount equal to the excess up to the total balance of the respective indefinite-lived intangible asset.
+Added: Management completed an impairment test using a discounted cash flow approach (excess earnings approach) as of August 31, 2025, and concluded that the carrying value of the Staropramen family of brands was in excess of its fair value such that a partial impairment loss of $198.6 million was recorded.
+Added: Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors.
+Added: As disclosed by management, the Company's discounted cash flow projections include assumptions for growth rates for sales and associated costs of goods sold, along with terminal growth rates.
+Added: Additionally, the discount rate utilized for the Staropramen family of brands was a key assumption and was based on the weighted-average cost of capital.
+Added: In conjunction with the impairment review of the Staropramen family of brands, management also reassessed the brand's indefinite-life classification and determined that the impaired brand has characteristics that have evolved and which now indicate a definite-life.
+Added: The Company's definite lived intangible asset brands balance was $3,228.6 million as of December 31, 2025, a portion of which related to the Staropramen family of brands in the EMEA&APAC segment.
+Added: The principal considerations for our determination that performing procedures relating to the interim intangible impairment assessment for the Staropramen family of brands in EMEA&APAC is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the intangible asset for the Staropramen family of brands;
+Added: (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management's significant assumptions related to the weighted-average cost of capital, growth rates for sales and growth rates for costs of goods sold;
+Added: and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
+Added: Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.
+Added: These procedures included testing the effectiveness of controls relating to management's indefinite-lived intangible impairment assessment, including controls over the valuation of the Staropramen family of brands.
+Added: These procedures also included, among others (i) testing management's process for developing the fair value estimate of the intangible asset for the Staropramen family of brands;
+Added: (ii) evaluating the appropriateness of the excess earnings approach used by management;
+Added: (iii) testing the completeness and accuracy of underlying data used in the excess earnings approach;
+Added: and (iv) evaluating the reasonableness of the significant assumptions used by management related to the weighted-average cost of capital, growth rates for sales and growth rates for costs of goods sold.
+Added: Evaluating management's assumptions related to growth rates for sales and growth rates for costs of goods sold involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Staropramen family of brands;
+Added: (ii) the consistency with external market and industry data;
+Added: and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit.
+Added: Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the excess earnings approach and (ii) the reasonableness of the weighted-average cost of capital assumption.
/s/ PricewaterhouseCoopers LLP
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We have served as the Company’s auditor since 1974.
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+Added: Table o f Contents
MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES
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See notes to consolidated financial statements.
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MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES
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See notes to consolidated financial statements.
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+Added: Table o f Contents
MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES
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See notes to consolidated financial statements.
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+Added: Table o f Contents
MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES
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(IN MILLIONS )
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+Added: Table o f Contents
For the Years Ended
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Depreciation and amortization 711.3 759.4 682.8
+Added: Amortization of cloud computing arrangements 14.4 11.3 7.9
Amortization of debt issuance costs and discounts 5.1 5.3 5.7
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Acquisition of business, net of cash acquired ( 22.3 ) ( 8.6 ) ( 63.7 )
−Removed: Other 10.2 ( 117.4 ) 4.1
+Added: ( 99.0 ) 10.2 ( 117.4 )
Net cash provided by (used in) investing activities ( 822.1 ) ( 648.0 ) ( 841.7 )
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Proceeds on debt and borrowings — 863.7 7.0
−Removed: Net proceeds from (payments on) revolving credit facilities and commercial paper — — ( 3.7 )
−Removed: Other ( 105.7 ) ( 23.1 ) ( 2.9 )
+Added: ( 19.8 ) ( 105.7 ) ( 23.1 )
Net cash provided by (used in) financing activities ( 1,056.8 ) ( 1,138.4 ) ( 981.4 )
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See Note 1, "Basis of Presentation and Summary of Significant Accounting Policies" for supplementary cash flow data.
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+Added: Table o f Contents
MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES
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Purchase of noncontrolling interest ( 8.5 ) — — — — ( 5.5 ) — — — ( 3.0 )
+Added: Deconsolidation of VIE ( 8.8 ) — — — — — — — — ( 8.8 )
Net income (loss) including noncontrolling interests 957.1 — — — — — 948.9 — — 8.2
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Purchase of noncontrolling interest 0.5 — — — — 0.7 — — — ( 0.2 )
−Removed: Deconsolidation of VIE ( 8.8 ) — — — — — — — — ( 8.8 )
Net income (loss) including noncontrolling interests 1,163.2 — — — — — 1,122.4 — — 40.8
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Distributions and dividends to noncontrolling interests ( 3.1 ) — — — — — — — — ( 3.1 )
+Added: Reclassification of mandatorily redeemable noncontrolling interest to accounts payable and other current liabilities ( 49.2 ) — — — — — — ( 3.5 ) — ( 45.7 )
+Added: Reclassification of noncontrolling interests to redeemable noncontrolling interests ( 16.1 ) — — — — — — — — ( 16.1 )
Dividends declared ( 368.7 ) — — — — — ( 368.7 ) — — —
−Removed: Balance as of December 31, 2023 $ 13,407.2 $ — $ 2.1 $ 100.8 $ 352.3 $ 7,108.4 $ 7,484.3 $ ( 1,116.3 ) $ ( 735.6 ) $ 211.2
−Removed: Exchange of shares — — — — ( 81.2 ) 81.2 — — —
−Removed: Shares issued under equity compensation plan ( 9.8 ) — — — — ( 9.8 ) — — — —
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+Added: Table o f Contents
Molson Coors Beverage Company Stockholders' Equity
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Total Class A Class B Class A Class B capital earnings income (loss) Class B interests (1)
+Added: Balance as of December 31, 2024 $ 13,284.2 $ — $ 2.1 $ 100.8 $ 271.1 $ 7,223.6 $ 8,238.0 $ ( 1,362.4 ) $ ( 1,380.8 ) $ 191.8
+Added: Exchange of shares — — — — ( 4.2 ) 4.2 — — —
+Added: Shares issued under equity compensation plan ( 15.1 ) — 0.1 — ( 15.2 ) — — — —
Amortization of share-based compensation 35.0 — — — 35.0 — — — —
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Other comprehensive income (loss), net of tax 291.4 — — — — — — 290.8 — 0.6
+Added: Redeemable noncontrolling interest redemption value adjustment ( 0.4 ) — — — — ( 0.4 ) — — — —
Share repurchase program ( 658.1 ) — — — — — — — ( 658.1 ) —
−Removed: Contributions from noncontrolling interests 5.2 — — — — — — — — 5.2
Distributions and dividends to noncontrolling interests ( 10.0 ) — — — — — — — — ( 10.0 )
−Removed: Reclassification of mandatorily redeemable noncontrolling interest to accounts payable and other current liabilities ( 49.2 ) — — — — — — ( 3.5 ) — ( 45.7 )
−Removed: Reclassification of noncontrolling interests to redeemable noncontrolling interests ( 16.1 ) — — — — — — — — ( 16.1 )
Dividends declared ( 374.7 ) — — — — — ( 374.7 ) — — —
Balance as of December 31, 2025 $ 10,427.1 $ — $ 2.2 $ 100.8 $ 266.9 $ 7,247.2 $ 5,723.7 $ ( 1,071.6 ) $ ( 2,038.9 ) $ 196.8
−Removed: (1) All activity included in the noncontrolling interests column of the consolidated statements of stockholders' equity and noncontrolling interests excludes activity from our redeemable noncontrolling interests.
+Added: (1) All activity included in the noncontrolling interests column of the consolidated statements of stockholders' equity and noncontrolling interests excludes activity from redeemable noncontrolling interests.
See notes to consolidated financial statements.
+Added: Table o f Contents
MOLSON COORS BEVERAGE COMPANY AND SUBSIDIARIES
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Our reporting segments include the Americas and EMEA&APAC.
−Removed: Our Americas segment operates in the U.S., Canada and various countries in Latin America, and our EMEA&APAC segment operates in Bulgaria, Croatia, Czech Republic, Hungary, Montenegro, the Republic of Ireland, Romania, Serbia, the U.K., various other European countries and certain countries within the Middle East, Africa and Asia Pacific.
+Added: Our Americas segment operates in the U.S., Canada and various countries in Latin America.
+Added: 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.
Unless otherwise indicated, information in this report is presented in USD and comparisons are to comparable prior periods.
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To the extent there are differences between these estimates and actual results, our consolidated financial statements may be materially affected.
+Added: Chief Executive Officer Succession
+Added: On April 12, 2025, Gavin D.K.
+Added: Hattersley, the then President and CEO of our Company and a then member of the Board, informed our Company and the Board that he intended to retire from our Company and as a member of the Board, in each case, by December 31, 2025.
+Added: On September 19, 2025, the Board appointed Rahul Goyal as our Company’s President and CEO and member of the Board effective, in each case, as of October 1, 2025, following the transition of Gavin D.K.
+Added: Hattersley from those same positions immediately prior to such appointments.
+Added: Hattersley remained employed by our Company in an advisory role to assist in the transition until his retirement on December 31, 2025.
+Added: Americas Restructuring Plan
+Added: On October 20, 2025, we announced an Americas Restructuring Plan designed to create a leaner, more agile Americas segment while advancing our ability to reinvest in the business and position our Company for future growth.
+Added: The plan resulted in charges of $ 28.7 million, primarily related to severance payments and post-employment benefits, recorded to other operating income (expense) , net in our consolidated statements of operations during the year ended December 31, 2025.
+Added: The remaining charges, predominantly employee-related charges, for the Americas Restructuring Plan are expected to be recorded during the year ended December 31, 2026 and total restructuring charges are expected to be at the low end of the previously communicated range of $ 35 million to $ 50 million at approximately $ 35 million.
Acquisitions and Buyouts
−Removed: On October 31, 2024, we further increased our investment in ZOA for cash consideration of $ 53 million, bringing our ownership interest to 51 % subsequent to the closing of the transaction.
−Removed: As a result, we have recorded the transaction as a business combination, with ZOA included in our consolidated financial statements from the date of acquisition within the Americas reporting segment.
−Removed: See Note 3, "Investments" for further discussion.
+Added: Fevertree USA, Inc.
+Added: During the first quarter of 2025, we obtained exclusive rights via a license agreement to import, produce, market, advertise, promote, sell and distribute Fever-Tree products in the U.S.
+Added: In connection with this agreement, we acquired the shares of the Fevertree USA, Inc.
+Added: entity, with the immaterial acquisition accounted for as a business combination and consideration allocated primarily to working capital balances.
+Added: The acquisition is aligned with our strategy to expand beyond the beer aisle.
+Added: ZOA Energy LLC
+Added: On October 31, 2024, we increased our investment in ZOA for cash consideration of $ 53 million, bringing our ownership interest to 51 % subsequent to the closing of the transaction.
+Added: As a result, we recorded the transaction as a business combination, with ZOA included in our consolidated financial statements from the date of acquisition within the Americas segment.
+Added: The acquisition is aligned with our strategy to expand beyond beer.
+Added: Upon consolidation, we recognized a gain of $ 77.9 million in other operating income (expense) , net in the consolidated statements of operations, representing the difference between the fair value and the carrying value of our previously held equity interest on the acquisition date.
+Added: The acquisition resulted in the recognition of $ 275.5 million of goodwill, which was partially deductible for tax purposes by the partnership members.
+Added: Our share of the tax deductible goodwill was $ 47.2 million.
+Added: The goodwill was attributable to anticipated synergies from further leveraging of our Company’s distribution and supply chain network and scale.
+Added: The acquisition also resulted in the recognition of $ 58.0 million of a definite-lived brand intangible asset to be amortized over a 15 -year life, with the remainder primarily allocated to working capital balances and $ 44.4 million of cash, of which $ 39.0 million was related to investment proceeds retained by ZOA.
+Added: Additionally, noncontrolling interest of $ 130.9 million was recognized at fair value and was recorded as redeemable noncontrolling interest on the consolidated balance sheets.
+Added: Based on the contractual terms of the agreement, we have the ability to exercise a call option to purchase the shares of certain noncontrolling interest holders at their prevailing fair value beginning in 2027.
+Added: In the event we do not exercise our call option at the end of our call option window, these noncontrolling interest holders have a drag along right that would require us to sell our interest in ZOA along with their interest to a willing third-party.
+Added: The fair value of the redeemable noncontrolling interest and our previously held equity interest was determined based on the estimated fair value of the shares at the time of the transaction, based on the utilization of an option pricing model for a hypothetical liquidation scenario and supported by the calculated enterprise value under a discounted cash flow method under the income approach, with estimated future cash flows of the entity discounted using a rate of return reflecting the entity’s presumed risk.
+Added: As the inputs are not observable in the market, these represent Level 3 measurements.
+Added: Pro forma results of operations have not been presented as the impact is not material to our results of operations or financial position.
In March 2024, our CBPL partner exercised a put option under our partnership agreement in which we acquired the remaining 49.9 % ownership interest resulting in a cash payment of $ 89 million on October 21, 2024, which was recorded as a cash outflow from financing activities.
−Removed: See the redeemable noncontrolling interest section of this footnote for further discussion of this transaction.
On August 7, 2023, we acquired a 75 % equity interest in Blue Run, a U.S.
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Our current payment terms with the majority of the suppliers participating in the supplier finance program generally range from 60 to 120 days, which we deem to be commercially reasonable.
−Removed: The rollforward of our outstanding obligations confirmed as valid under our supplier finance program for the year ended December 31, 2024 was as follows:
+Added: The rollforward of our outstanding obligations confirmed as valid under our supplier finance program for the years ended December 31, 2024 and December 31, 2025 were as follows:
(In millions)
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Confirmed obligations outstanding as of December 31, 2024
+Added: Invoices confirmed during the year 628.6
+Added: Confirmed invoices paid during the year ( 623.6 )
+Added: Effect of foreign exchange rate changes 7.6
+Added: Confirmed obligations outstanding as of December 31, 2025
Government Assistance
−Removed: We receive government assistance in the form of tax credits and grants, including tax credits from government agencies in certain jurisdictions around job creation and retention, as well as capital investment initiatives.
+Added: We receive government assistance in the form of tax credits and grants, including non-income tax credits from government agencies in certain jurisdictions around job creation and retention, as well as capital investment initiatives.
This includes, but is not limited to, refundable and non-refundable property and income tax credits in various state and other local jurisdictions.
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Revenue Recognition
−Removed: Our net sales represent the sale of beer, malt beverages and other adjacencies, net of excise tax.
+Added: Our net sales represent the sale of beer, other beverages and other adjacencies, net of excise tax.
Sales are stated net of incentives, discounts and returns.
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Our primary revenue generating activity represents the sale of beer and other beverages to customers, including both domestic and exported product sales.
−Removed: Our customer could be a distributor, retail or on-premise outlet, depending on the market.
+Added: Our customer could be a distributor or a retailer depending on the market.
The majority of our revenues are generated from brands that we own and brew ourselves;
1 unchanged sentence
In addition, primarily in the U.K., we sell other beverage companies' products to on-premise customers to provide them with a full range of products for their retail outlets.
−Removed: We refer to this as the "factored brand business." Sales from this business are included in our net sales and cost of goods sold when ultimately sold.
+Added: We refer to this as the "factored brand business".
+Added: Sales from this business are included in our net sales and cost of goods sold when ultimately sold.
In the factored brand business, we normally purchase inventory, which includes excise taxes charged by the vendor, take orders from customers for such brands, negotiate with the customers on pricing and invoice customers for the product and related costs of delivery.
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Additionally, marketing expenses include amortization costs associated with definite-lived brand intangible assets and certain depreciation costs related to marketing related assets.
−Removed: Total marketing and advertising expenses, excluding depreciation and amortization costs, were approximately $ 1.1 billion, $ 1.1 billion and $ 1.0 billion for the years ended December 31, 2024, 2023 and 2022, respectively.
+Added: Total marketing and advertising expenses, excluding depreciation and amortization costs, were approximately $ 1.1 billion for each of the years ended December 31, 2025, 2024 and 2023.
MG&A expenses also include general and administrative costs for functions such as finance, legal, human resources and information technology.
6 unchanged sentences
We include estimated forfeitures expected to occur when calculating share-based compensation expense.
−Removed: Our share-based compensation plan and the awards within it contain provisions that accelerate vesting of awards upon change in control, retirement, disability or death of eligible employees and directors.
−Removed: Our share-based awards are considered vested when the employee's retention of the award is no longer contingent on providing service, which for certain awards can result in immediate recognition for awards granted to retirement-eligible individuals or accelerated recognition for awards granted to individuals that will become retirement eligible within the stated vesting period.
−Removed: Also, if less than the stated vesting period, we recognize these costs over the period from the grant date to the date retirement eligibility is achieved.
+Added: Our share-based compensation plan and the awards within it contain provisions that accelerate vesting of awards upon change in control, retirement, disability or death of certain eligible employees and directors.
+Added: Our share-based awards are considered vested when the employee's retention of the award is no longer contingent on providing service, which for certain awards can result in immediate recognition for awards granted to retirement-eligible individuals.
Other Operating Income (Expense), net
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• intangible and tangible asset impairments, excluding goodwill;
−Removed: • gains and (losses) on disposal of investments;
+Added: • gains and (losses) on disposals;
• other significant items deemed to warrant separate classification within operating income
44 unchanged sentences
Non-Cash Activity
−Removed: Non-cash investing activities includes movements in our guarantee of indebtedness of certain equity method investments.
+Added: Our non-cash investing activities includes movements in our guarantee of indebtedness of certain equity method investments.
See Note 3, "Investments" for further discussion.
−Removed: We also had other non-cash activities related to capital expenditures incurred but not yet paid of $ 297.8 million, $ 254.9 million and $ 234.3 million during the years ended December 31, 2024, 2023 and 2022, respectively.
−Removed: In addition, we had non-cash activities related to certain issuances of share-based awards.
+Added: We also had non-cash investing activities related to capital expenditures incurred but not yet paid of $ 242.3 million, $ 297.8 million and $ 254.9 million during the years ended December 31, 2025, 2024 and 2023, respectively.
+Added: Our non-cash financing activities include certain issuances of share-based awards.
See Note 16, "Share-Based Payments" for further details.
−Removed: Other than the activity mentioned above and the supplemental non-cash activity related to the recognition of leases discussed in Note 8, "Leases," there was no other significant non-cash activity for the years ended December 31, 2024, 2023 and 2022.
+Added: Other than the activity mentioned above and the supplemental non-cash activity related to the recognition of leases discussed in Note 8, "Leases," there were no other significant non-cash investing or financing activities for the years ended December 31, 2025, 2024 and 2023.
Trade Receivables
9 unchanged sentences
Other Current Assets
−Removed: Other current assets include prepaid assets, maintenance and operating supplies, promotion materials and derivative assets that are expected to be recognized or realized within the next 12 months.
+Added: Other current assets include prepaid assets, maintenance and operating supplies, promotion materials and derivative assets that are expected to be utilized or realized within the next 12 months.
Maintenance and operating supplies include our inventories of spare parts, which are kept on hand for repairs and maintenance of machinery and equipment.
49 unchanged sentences
Significant judgments and assumptions are required in such impairment evaluations.
−Removed: Definite-lived intangible assets are stated at cost less accumulated amortization.
+Added: Definite-lived intangible assets are stated at cost less impairment charges, if any, and accumulated amortization.
Amortization is recorded using the straight-line method over the estimated lives of the assets as this approximates the pattern in which the assets economic benefits are consumed.
−Removed: Goodwill impairments are recorded to goodwill impairment on the consolidated statements of operations whereas impairments of intangible assets are recorded to o ther operating income (expense), net in the consolidated statements of operations .
+Added: Goodwill impairments are recorded to goodwill impairment on the consolidated statements of operations whereas impairments of intangible assets are recorded to other operating income (expense) , net in the consolidated statements of operations.
Equity Method Investments
−Removed: We apply the equity method of accounting to investments that we do not control but where we exercise significant influence or VIEs for which we are not the primary beneficiary.
+Added: We apply the equity method of accounting to investments that we do not control but where we exercise significant influence, including VIEs for which we are not the primary beneficiary.
We use the cumulative earnings approach for determining cash flow presentation of cash distributions received from equity method investments.
3 unchanged sentences
Derivative Hedging Instruments
−Removed: We use derivatives as part of our normal business operations to manage our exposure to fluctuations in interest rates, foreign currency exchange, commodity prices, production and packaging material costs and for other strategic purposes related to our core business.
+Added: We use derivatives as part of our normal business operations to manage our exposure to fluctuations in interest rates, foreign currency exchange rates, commodity prices, production and packaging material costs and for other strategic purposes related to our core business.
We enter into derivatives for risk management purposes only, including derivatives designated in hedge accounting relationships as well as those derivatives utilized as economic hedges.
7 unchanged sentences
We record realized gains and losses from derivative instruments in the same financial statement line item as the hedged item/forecasted transaction.
−Removed: Changes in unrealized gains and losses for derivatives not designated in a hedge accounting relationship are recorded directly in earnings each period and are also recorded in the same financial statement line item as the hedged item/forecasted transaction.
+Added: Changes in unrealized gains and losses for derivatives not designated in a hedge accounting relationship are recorded directly in earnings each period.
Cash flows from the settlement of derivatives, including both economic hedges and those designated in hedge accounting relationships, appear in the consolidated statements of cash flows in the same categories as the cash flows of the hedged item unless the instruments are deemed to contain an other-than-insignificant financing element, in which case the cash flows related to this instrument will be classified as financing activities.
22 unchanged sentences
Each plan is managed locally and in accordance with respective local laws and regulations.
−Removed: BRI and BDL, two of our equity method investments, maintain defined benefit, defined contribution and OPEB plans as well.
+Added: BRI and BDL, two of our equity method investments, maintain defined benefit, defined contribution and OPEB plans.
We recognize the underfunded or overfunded status of a defined benefit pension and OPEB plan as an asset or liability on the consolidated balance sheets.
9 unchanged sentences
Redeemable Noncontrolling Interest
−Removed: Certain of our noncontrolling interests have redemption features that are outside of our control, such as those subject to put options exercisable at a future date.
+Added: Certain noncontrolling interests have redemption features that are outside of our control, such as those subject to put options exercisable at a future date.
We account for these as redeemable noncontrolling interests and present the balances outside of stockholders’ equity on the consolidated balance sheets.
Redeemable NCI is recorded as the higher of the carrying value after accounting for attribution of net income (loss) or the redemption value.
−Removed: For preferred NCI shares and common NCI shares redeemable at an amount other than fair value, adjustments to redemption value, as appropriate, are recognized through net income (loss) attributable to noncontrolling interest on the consolidated statements of operations.
−Removed: For common NCI shares redeemable at fair value, adjustments to redemption value are recognized within equity.
−Removed: Out of Period Adjustment
−Removed: During the third quarter of 2024, we identified certain errors in the historical accounting for NCI with redemption features outside of our control under the terms of our CBPL partnership agreement and within certain other immaterial investments.
−Removed: Since the inception of these partnerships dating back to as early as 2002, we had historically accounted for the NCI within permanent equity with no adjustments to redemption value.
−Removed: Rather, our partners' shares should have been presented as redeemable NCI through the date of exercise of the redemption feature, with adjustments to the redemption value being recorded each reporting period as necessary.
−Removed: Furthermore, in March 2024, our CBPL partner exercised its put option requiring us to acquire their 49.9 % ownership interest.
−Removed: Since the exercise was irrevocable, the NCI became mandatorily redeemable at that time and should have been reclassified to accounts payable and other current liabilities.
−Removed: These errors resulted in a reclassification of $ 65 million from noncontrolling interests, of which $ 49 million was reclassified to accounts payable and other current liabilities for CBPL and $ 16 million was reclassified to redeemable noncontrolling interests for the other immaterial investments in our consolidated balance sheets.
−Removed: In addition, the errors resulted in a cumulative understatement of $ 34.5 million to net income attributable to NCI and a corresponding cumulative overstatement to net income attributable to MCBC in our consolidated statements of operations.
−Removed: The errors were corrected through an out of period adjustment as of and for the three months ended September 30, 2024.
−Removed: Management assessed the impact of the errors and deemed them to not be material to any prior periods or 2024 results.
−Removed: In October 2024, we obtained the final redemption value and as a result, during the third quarter of 2024, we recorded an adjustment of $ 45.8 million to increase the mandatorily redeemable NCI liability prior to its final settlement, with the adjustment recorded to interest expense.
−Removed: Other than the addition of redeemable noncontrolling interest discussed in Note 3, "Investments" there was no material activity to redeemable NCI for the years ended December 31, 2024, 2023, or 2022.
+Added: For preferred NCI shares and common NCI shares redeemable at an amount other than fair value, adjustments to the redemption value, as appropriate, are recognized through net income (loss) attributable to noncontrolling interests on the consolidated statements of operations.
+Added: For common NCI shares redeemable at fair value, adjustments to the redemption value are recognized within equity.
+Added: During the year ended December 31, 2025, we recorded attributable net losses of $ 115.9 million and adjustments to the redemption value of $ 61.1 million.
+Added: The adjustments to the redemption value were recorded as increases to redeemable noncontrolling interests on the consolidated balance sheets and $ 60.7 million was recorded to net (income) loss attributable to noncontrolling interests on the consolidated statements of operations and $ 0.4 million was recorded within paid in capital.
+Added: During the year ended December 31, 2024, we recognized $ 130.9 million of redeemable noncontrolling interest at fair value related to our acquisition of our majority interest in ZOA.
+Added: There was no material activity to redeemable noncontrolling interests for the year ended December 31, 2023.
Fair Value Measurements
16 unchanged sentences
Subsequent Events
−Removed: Effective February 1, 2025, we obtained exclusive rights via a license agreement to produce, market and sell Fever-Tree products in the U.S.
−Removed: In connection with this agreement, we acquired the shares of the Fever-Tree USA, Inc.
−Removed: entity, with the immaterial acquisition to be accounted for as a business combination and consideration to be allocated primarily to working capital balances.
−Removed: Further, we made an investment of approximately $ 90 million in Fever-Tree Drinks Plc, a listed entity on the London Stock Exchange (LSE:FEVR).
−Removed: The investment will be accounted for at fair value under ASC 321.
−Removed: On February 12, 2025, the Company's Board of Directors declared a quarterly dividend of $ 0.47 per share, to be paid on March 14, 2025, to shareholders of Class A and Class B common stock of record on February 27, 2025.
−Removed: Shareholders of exchangeable shares will receive the CAD equivalent of dividends declared on Class A and Class B common stock.
+Added: On February 18, 2026, our Board declared a quarterly dividend of $ 0.48 per share, to be paid on March 20, 2026, to shareholders of Class A and Class B common stock of record on March 6, 2026.
+Added: Shareholders of exchangeable shares will receive the CAD equivalent of dividends earned on Class A and Class B common stock.
+Added: On February 18, 2026, our Company announced a three-year cost savings program targeting up to $ 450 million with savings beginning in 2026.
+Added: The cost savings program, inclusive of the Americas Restructuring Plan announced in the fourth quarter of 2025, is intended to mitigate inflation impacts and enable continued investments at levels necessary to fuel our business.
+Added: The savings will be driven by many areas of the business and will impact both the Americas and EMEA&APAC segments.
New Accounting Pronouncements
New Accounting Pronouncements Recently Adopted
−Removed: In November 2023, the FASB issued ASU 2023-07, S egment Reporting (Topic 280):
−Removed: Improvements to Reportable Segment Disclosures, authoritative guidance intended to improve reportable segment disclosures and to enhance disclosures about significant reportable segment expenses.
−Removed: The amendments require additional disclosures for both annual and interim periods including disclosures of significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit or loss as well as other segment items by reportable segment, among other disclosures.
−Removed: We adopted this guidance starting in this annual report.
−Removed: The adopted guidance impacted the presentation and disclosure of our segment reporting footnote but did not have an impact either on segment reporting identification or on our financial position or results of operations.
−Removed: See Note 18, "Segment Reporting" for further details.
−Removed: In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50):
−Removed: Disclosure of Supplier Finance Program Obligations, authoritative guidance intended to provide consistent and transparent disclosures for a buyer in a supplier finance program by requiring disclosures of key program terms, the amount of obligations that have been confirmed as valid with the finance provider that are deemed outstanding as of the end of the period, a description of the financial line item in which this unpaid balance resides and a rollforward of the obligations including the amount of obligations confirmed and paid.
−Removed: We adopted this guidance starting in the first quarter of 2023 with the exception of the rollforward disclosure requirement which was adopted prospectively starting in this annual report.
−Removed: See Note 1, "Basis of Presentation and Summary of Significant Accounting Policies" for further details.
−Removed: New Accounting Pronouncements Not Yet Adopted
−Removed: In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):
−Removed: Disaggregation of Income Statement Expenses , aimed at enhancing transparency in income statement disclosures by requiring entities to disclose additional disaggregated information about significant expenses.
−Removed: This guidance is effective for us starting with our annual report for the year ending December 31, 2027 and the subsequent interim periods, with prospective and retrospective application allowed and early adoption permitted.
−Removed: We are still assessing the impact of the ASU, including the timing and method of adoption, however, we expect the guidance to impact disclosures only and not to have a material effect on our financial position or results of operations.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
−Removed: Improvements to Income Tax Disclosures , authoritative guidance intended to enhance transparency and decision usefulness of income tax disclosures.
−Removed: The amendments are focused on two specific disclosure areas:
−Removed: the rate reconciliation and income taxes paid.
−Removed: More disaggregated income tax information, particularly at an individual jurisdiction level (country, state or local territory), is required in both disclosures if certain quantitative thresholds are met.
+Added: Improvements to Income Tax Disclosures intended to enhance transparency and decision usefulness of income tax disclosures.
+Added: The amendments are focused on two specific disclosure areas, the rate reconciliation and income taxes paid, and require more disaggregated income tax information, particularly at an individual jurisdiction level (country, state or local territory).
The amendments to the rate reconciliation require the use of specific categories, with disclosure of percentages and reporting currency amounts.
If not already evident, further explanation of the nature, effect and underlying causes of the reconciling items must be included.
−Removed: The amendments to the income taxes paid disclosure require reporting of net income taxes paid disaggregated by federal (national), state and foreign.
−Removed: This guidance is effective for us starting with our annual report for the year ending December 31, 2025.
−Removed: We have the option to apply the guidance prospectively or retrospectively and we are still considering which method to apply.
−Removed: When adopted, we expect the guidance to have an impact on disclosures only and to not have a material effect on our financial position or results of operations.
−Removed: Other than the items noted above, there have been no new accounting pronouncements not yet effective or adopted in the current year that we believe have a significant impact, or potential significant impact, to our consolidated financial statements.
−Removed: Our investments include both equity method and consolidated investments.
−Removed: Those entities identified as VIEs have been evaluated to determine whether we are the primary beneficiary.
−Removed: The VIEs included under "Consolidated VIEs" below are those for which we have concluded that we are the primary beneficiary and accordingly, we have consolidated these entities.
−Removed: We have not provided any financial support to any of our VIEs during the year ended December 31, 2024, that we were not previously contractually obligated to provide.
−Removed: Amounts due to and due from our equity method investments are recorded as affiliate accounts payable and affiliate accounts receivable which are presented within accounts payable and other current liabilities and trade receivables, net respectively on the consolidated balance sheets.
−Removed: See below under "Affiliate Transactions" for further details.
+Added: The amendments to the income taxes paid (net of refunds) disclosure require reporting of net income taxes paid disaggregated by federal (national), state and foreign.
+Added: We adopted this guidance starting in this annual report and opted to apply the guidance retrospectively.
+Added: Refer to Note 12, "Income Tax" for the new disclosures.
+Added: New Accounting Pronouncements Not Yet Adopted
+Added: In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):
+Added: Targeted Improvements to the Accounting for Internal-Use Software , aimed at modernizing the guidance for internal-use software to reflect the different methods of software development.
+Added: This guidance removes reference to “development stages” and introduces a “probable-to-complete” recognition threshold to determine when to begin capitalizing software costs.
+Added: This guidance will be effective for us starting with our quarterly report ending March 31, 2028, with prospective, retrospective, or modified transition methods allowed and early adoption permitted.
+Added: We are currently evaluating the impact of this ASU, including our timing and method of adoption.
+Added: We expect the guidance to potentially impact the timing of when we begin to capitalize software costs.
+Added: In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Disaggregation of Income Statement Expenses , aimed at enhancing transparency in income statement disclosures by requiring entities to disclose additional disaggregated information about significant expenses included in our results of operations.
+Added: This guidance is effective for us starting with our annual report for the year ending December 31, 2027 and the subsequent interim periods, with prospective and retrospective application allowed and early adoption permitted.
+Added: We are assessing the impact of the ASU, including the timing and method of adoption, however, we expect the guidance to impact disclosures only and not to have a material effect on our financial position or results of operations.
+Added: Other than the items noted above, there have been no new accounting pronouncements not yet effective or adopted in the current year that we believe have a material effect on our consolidated financial statements.
+Added: Our investments include consolidated VIE investments, equity method investments and an ASC 321 investment.
+Added: Consolidated VIE Investments
+Added: We have consolidated all entities identified as VIEs for which we concluded that we are the primary beneficiary.
Authoritative guidance related to the consolidation of VIEs requires that we continually reassess whether we are the primary beneficiary of VIEs in which we have an interest.
As such, the conclusion regarding the primary beneficiary status is subject to change and we continually evaluate circumstances that could require consolidation or deconsolidation.
−Removed: Our consolidated VIEs are RMMC and RMBC as well as other immaterial entities.
−Removed: Our unconsolidated VIEs as of December 31, 2024 are BRI, BDL and TYC, as well as other immaterial investments.
−Removed: was a historical consolidated VIE, however, during the year ended December 31, 2024, our partner exercised a put option under our partnership agreement which has resulted in our acquisition of the remaining 49.9 % ownership interest.
+Added: Our consolidated VIEs as of December 31, 2025, were Rocky Mountain Metal Container ("RMMC") and Rocky Mountain Bottle Company ("RMBC").
+Added: We have not provided any financial support to any of our VIEs during the year ended December 31, 2025, that we were not previously contractually obligated to provide.
+Added: was a historical consolidated VIE, however, during the year ended December 31, 2024, our partner exercised a put option under our partnership agreement which resulted in our acquisition of the remaining 49.9 % ownership interest.
The transaction was finalized on October 21, 2024, resulting in a cash payment of $ 89 million which was recorded as a cash outflow from financing activities.
See further discussion of this transaction in Note 1, "Basis of Presentation and Summary of Significant Accounting Policies .
−Removed: During the third quarter of 2023, we sold our 57.5 % controlling interest in Truss to Tilray Brands for an immaterial amount and recognized a loss of $ 11 million within other operating income (expense), net in our consolidated statement of operations upon deconsolidation of the business.
−Removed: During the second quarter of 2023, HEXO Corp, our joint venture partner in Truss, was acquired by Tilray Brands and this transaction had no impact on Molson Coors' ownership in the joint venture or on our consolidated results.
−Removed: Prior to the sale of our controlling interest, Truss was recorded as a consolidated VIE in the comparative periods presented.
−Removed: Both BRI and BDL have outstanding third party debt which is guaranteed by their respective shareholders.
−Removed: As a result, we have a guarantee liability of $ 30.1 million and $ 35.4 million recorded as of December 31, 2024 and December 31, 2023, respectively, which is presented within accounts payable and other current liabilities on the consolidated balance sheets and represents our proportionate share of the outstanding balance of these debt instruments.
−Removed: The offset to the guarantee liability was recorded as an adjustment to our respective equity method investment within the consolidated balance sheets.
−Removed: The resulting change in our equity method investments during the year due to movements in the guarantee represents a non-cash investing activity.
−Removed: Equity Method Investments
−Removed: BRI is a beer distribution and retail network for the Ontario region of Canada, with majority of the ownership residing with Molson Canada 2005, Labatt Breweries of Canada LP (a subsidiary of ABI) and Sleeman Breweries Ltd.
−Removed: (a subsidiary of Sapporo International).
−Removed: We hold a 50.9 % ownership interest in BRI.
−Removed: BRI charges the brewers service fees which are based on costs incurred, net of other revenues earned, and is allocated in accordance with the operating agreement to its owners based on volume of products sold in the Ontario market.
−Removed: Attributable income (loss) from our ownership of BRI is recorded to cost of goods sold in the consolidated statements of operations.
−Removed: Based on the existing structure, control is shared and we do not anticipate becoming the primary beneficiary in the foreseeable future.
−Removed: See "Affiliate Transactions" below for BRI affiliate due to and due from balances as of December 31, 2024 and December 31, 2023, respectively, related to trade receivables and payables for sales to external customers and costs incurred by BRI offset by administrative fees charged and paid by MCBC (which may be in a payable or receivable position depending on the amount under or over charged).
−Removed: BDL is a distribution operation owned by Molson Canada 2005 and Labatt Breweries of Canada LP (a subsidiary of ABI) that, pursuant to an operating agreement, acts as an agent for the distribution of their products in the western provinces of Canada.
−Removed: The two owners share equal voting control of this business.
−Removed: We hold a 35.0 % ownership interest in BDL.
−Removed: BDL charges the owners service fees that are designed so the entity operates at break-even profit levels and annually, operates on a cash neutral basis.
−Removed: This service fee is based on costs incurred, net of other revenues earned, and is allocated in accordance with the operating agreement to the owners based on volume of products sold in these provinces.
−Removed: Attributable income (loss) from our ownership of BDL is recorded to cost of goods sold in the consolidated statements of operations.
−Removed: See "Affiliate Transactions" section below for BDL affiliate due to and due from balances as of December 31, 2024 and December 31, 2023, respectively, related to trade receivables and payables for sales to external customers and costs incurred by BDL offset by administrative fees charged and paid by MCBC (which may be in a payable or receivable position depending on the amount under or over charged).
−Removed: During the third quarter of 2023, we increased our investment in ZOA, an energy drink company operating in the U.S.
−Removed: and Canada, bringing our ownership interest to 40 %, on a fully diluted basis.
−Removed: The increase in ownership resulted in the transition of accounting for our investment from the fair value method under ASC 321 to equity method investment accounting under ASC 323 on a prospective basis and the cash outflow associated with the investment is reflected within other in the investing activities section of the consolidated statement of cash flows.
−Removed: Subsequent to the investment, the carrying value of our recorded ownership investment exceeded our ratable portion of underlying equity in the net assets of ZOA and this basis difference was fully allocated to equity method goodwill.
−Removed: On October 31, 2024, we cancelled our existing warrant to purchase additional shares in ZOA and instead entered into a separate subscription agreement.
−Removed: Through this new subscription agreement, we increased our investment in ZOA for cash consideration of $ 53 million, bringing our ownership interest to 51 % subsequent to the closing of the transaction.
−Removed: We have recorded the transaction as a business combination, with ZOA included in our consolidated financial statements from the date of acquisition within the Americas reporting segment.
−Removed: The acquisition is aligned with our strategy to expand beyond beer.
−Removed: Upon consolidation, we recognized a gain of $ 77.9 million in other operating income (expense), net in the consolidated statements of operations, representing the difference between the fair value and the carrying value of our previously held equity interest on the acquisition date.
−Removed: The acquisition resulted in the recognition of $ 275.5 million of goodwill, which is partially deductible for tax purposes by the partnership members.
−Removed: Our share of the tax deductible goodwill is $ 47.2 million.
−Removed: The goodwill is attributable to anticipated synergies from further leveraging of the Company’s distribution and supply chain network and scale.
−Removed: The acquisition also resulted in the recognition of $ 58.0 million of a definite-lived brand intangible asset to be amortized over a 15 -year life, with the remainder primarily allocated to working capital balances and $ 44.4 million of cash, of which $ 39.0 million was related to investment proceeds retained by ZOA.
−Removed: Additionally, noncontrolling interest of $ 130.9 million was recognized at fair value and is recorded as redeemable noncontrolling interest on the consolidated balance sheets.
−Removed: Based on the contractual terms of the agreement, we have the ability to exercise a call option to purchase the shares of certain noncontrolling interest holders at fair value beginning in 2027.
−Removed: In the event we do not exercise our call option at the end of our call option window, these noncontrolling interest holders have a drag along right that would require us to sell our interest in ZOA along with their interest to a willing third party.
−Removed: The fair value of the redeemable noncontrolling interest and our previously held equity interest was determined based on the estimated fair value of the shares at the time of the transaction, based on the utilization of an option pricing model for a hypothetical liquidation scenario and supported by the calculated enterprise value under a discounted cash flow method under the income approach, with estimated future cash flows of the entity discounted using a rate of return reflecting the entity’s presumed risk.
−Removed: As the inputs are not observable in the market, these represent Level 3 measurements.
−Removed: Pro forma results of operations have not been presented as the impact is not material to our results of operations or financial position.
−Removed: We have certain other immaterial equity investments we enter into from time to time that align with our organizational strategies and growth initiatives.
−Removed: The total balance of our equity method investments was $ 108.9 million and $ 222.7 million as of December 31, 2024 and December 31, 2023, respectively.
−Removed: Our equity method investments are all within the Americas segment and are included in other assets on the consolidated balance sheets.
−Removed: These investments are not considered significant for disclosure of financial information on either an individual or aggregated basis and there were no significant undistributed earnings as of December 31, 2024 or December 31, 2023, for any of these companies.
−Removed: We consider each of our equity method investments to be affiliates.
−Removed: Affiliate Transactions
−Removed: Amounts due from and due to affiliates as of December 31, 2024 and December 31, 2023, respectively, are as follows:
−Removed: Amounts due from affiliates Amounts due to affiliates
−Removed: December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023
−Removed: (In millions)
−Removed: BRI $ 4.5 $ — $ — $ 1.6
−Removed: BDL 1.9 3.2 — —
−Removed: Other 7.4 4.2 6.3 5.2
−Removed: Total $ 13.8 $ 7.4 $ 6.3 $ 6.8
−Removed: Consolidated VIEs
−Removed: CBPL was a consolidated VIE until the third quarter of 2024 upon acquisition of the remaining interest in the entity and Truss was a consolidated VIE until the third quarter of 2023 when the business was sold.
Rocky Mountain Metal Container
13 unchanged sentences
tax purposes, the income tax consequences flow to the joint venture partners.
+Added: Table of Content s
The following summarizes the assets and liabilities of our consolidated VIEs (including noncontrolling interests and excluding goodwill):
3 unchanged sentences
RMMC/RMBC $ 232.0 $ 18.6 $ 230.3 $ 29.8
−Removed: Other $ — $ — $ 2.8 $ 3.3
As of December 31, 2025, for RMMC/RMBC, $ 53.9 million and $ 103.8 million were recorded in inventories, net and property, plant and equipment, net, respectively, on the consolidated balance sheets.
As of December 31, 2024, for RMMC/RMBC, $ 64.0 million and $ 113.6 million were recorded in inventories, net and property, plant and equipment, net, respectively on the consolidated balance sheets.
+Added: Equity Method Investments
+Added: As of December 31, 2025, our equity method investments included our ownership interests in Brewers Retail Inc.
+Added: ("BRI") and Brewers Distributor Ltd.
+Added: ("BDL"), as well as other immaterial investments.
+Added: The total balance of our equity method investments was $ 135.7 million and $ 108.9 million as of December 31, 2025 and December 31, 2024, respectively.
+Added: Our equity method investments are all within the Americas segment and are included in other assets on the consolidated balance sheets.
+Added: On October 31, 2024, we cancelled our existing warrant to purchase additional shares in ZOA and instead entered into a separate subscription agreement.
+Added: Through this new subscription agreement, we increased our investment in ZOA for cash consideration of $ 53 million, bringing our ownership interest to 51 % subsequent to the closing of the transaction.
+Added: We recorded the transaction as a business combination, removing our previously held equity method investment.
+Added: ZOA is now included in our consolidated financial statements from the date of acquisition within the Americas reporting segment.
+Added: Both BRI and BDL have outstanding third-party debt which is guaranteed by their respective shareholders.
+Added: As a result, we have a guarantee liability of $ 11.2 million and $ 30.1 million recorded as of December 31, 2025 and December 31, 2024, respectively, which is presented within accounts payable and other current liabilities on the consolidated balance sheets and represents our proportionate share of the outstanding balance of these debt instruments.
+Added: The offset to the guarantee liability was recorded as an adjustment to our respective equity method investment within the consolidated balance sheets.
+Added: The resulting change in our equity method investments during the year due to movements in the guarantee represents a non-cash investing activity.
+Added: BRI is a beer distribution and retail network for the Ontario region of Canada, with the majority of the ownership residing with Molson Canada 2005, Labatt Breweries of Canada LP (a subsidiary of ABI) and Sleeman Breweries Ltd.
+Added: (a subsidiary of Sapporo International).
+Added: We hold a 50.9 % ownership interest in BRI.
+Added: BRI charges the brewers service fees which are based on costs incurred, net of other revenues earned, and is allocated in accordance with the operating agreement to its owners based on volume of products sold in the Ontario market.
+Added: Attributable income (loss) from our ownership of BRI is recorded to cost of goods sold in the consolidated statements of operations.
+Added: Based on the existing structure, control is shared and we do not anticipate becoming the primary beneficiary in the foreseeable future.
+Added: BDL is a distribution operation owned by Molson Canada 2005 and Labatt Breweries of Canada LP (a subsidiary of ABI) that, pursuant to an operating agreement, acts as an agent for the distribution of their products in the western provinces of Canada.
+Added: The two owners share equal voting control of this business.
+Added: As of December 31, 2025, we held and continue to hold a 37.8 % ownership interest in BDL.
+Added: BDL charges the owners service fees that are designed so the entity operates at break-even profit levels and annually, operates on a cash neutral basis.
+Added: This service fee is based on costs incurred, net of other revenues earned, and is allocated in accordance with the operating agreement to the owners based on the volume of products sold in these provinces.
+Added: Attributable income (loss) from our ownership of BDL is recorded to cost of goods sold in the consolidated statements of operations.
+Added: Table of Content s
+Added: Other Equity Method Investments
+Added: We have certain other immaterial equity method investments that we enter into from time to time that align with our organizational strategies and growth initiatives.
+Added: These investments were not considered significant for disclosure of financial information on either an individual or aggregated basis and there were no significant undistributed earnings as of December 31, 2025 or December 31, 2024, for any of these companies.
+Added: Affiliate Transactions
+Added: We consider each of our equity method investments to be affiliates.
+Added: Amounts due to and due from our equity method investments are recorded as affiliate accounts payable and affiliate accounts receivable which are presented within accounts payable and other current liabilities and trade receivables, net respectively on the consolidated balance sheets.
+Added: The affiliate accounts payable and affiliate accounts receivable related to trade receivables and payables for sales to external customers and costs incurred were offset by administrative fees charged and paid by MCBC (which may be in a payable or receivable position depending on the amount under or over charged).
+Added: Amounts due from and due to affiliates as of December 31, 2025 and December 31, 2024, respectively, were as follows:
+Added: Amounts due from affiliates Amounts due to affiliates
+Added: December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024
+Added: (In millions)
+Added: BRI $ 6.4 $ 4.5 $ — $ —
+Added: BDL 2.0 1.9 — —
+Added: Other 8.5 7.4 6.4 6.3
+Added: Total $ 16.9 $ 13.8 $ 6.4 $ 6.3
+Added: ASC 321 Investment
+Added: During the first quarter of 2025, Molson Coors Beverage Company made an investment of $ 88.1 million in Fevertree Drinks plc, a listed entity on the London Stock Exchange (LSE:FEVR).
+Added: We hold a minority interest in the entity and account for the investment under ASC 321 which requires investments to be measured at fair value with subsequent changes in fair value recognized in net income.
+Added: As of December 31, 2025, the investment was recorded at a fair value of $ 119.8 million calculated based on a quoted market price on the London Stock Exchange (Level 1 inputs) in other assets on our consolidated balance sheets.
+Added: Changes in fair value are recorded in other non-operating income (expense), net on our consolidated statements of operations, and as a result, during the year ended December 31, 2025, we recorded unrealized income of $ 31.7 million .
December 31, 2025 December 31, 2024
6 unchanged sentences
$ 715.9 $ 727.8
+Added: Table of Content s
Property, Plant and Equipment
11 unchanged sentences
Depreciation expense was $ 505.2 million, $ 553.0 million and $ 475.5 million for the years ended December 31, 2025, December 31, 2024 and December 31, 2023, respectively.
−Removed: Depreciation expense for the year ended December 31, 2024, included $ 93.6 million of accelerated depreciation in excess of normal depreciation related to the wind down or sale of certain of our U.S.
+Added: Depreciation expense for the years ended December 31, 2025 and December 31, 2024, included $ 23.1 million and $ 93.6 million, respectively, of accelerated depreciation in excess of normal depreciation recognized in other operating income (expense), net in the consolidated statements of operations, which was primarily related to the wind down or sale of certain of our U.S.
craft businesses and related facilities.
6 unchanged sentences
Acquisition (2)
−Removed: Foreign currency translation, net 4.2 — 4.2
−Removed: Balance as of December 31, 2023 $ 5,325.3 $ — $ 5,325.3
−Removed: Acquisition (2)
275.5 — 275.5
3 unchanged sentences
Balance as of December 31, 2024 $ 5,582.3 $ — $ 5,582.3
−Removed: (1) Accumulated impairment losses for the Americas segment was $ 1,513.3 million as of December 31, 2024 and December 31, 2023.
+Added: Impairment ( 3,645.7 ) — ( 3,645.7 )
+Added: Foreign currency translation, net 8.1 — 8.1
+Added: Balance as of December 31, 2025 $ 1,944.7 $ — $ 1,944.7
+Added: (1) The accumulated impairment loss for the Americas segment was $ 5,159.0 million and $ 1,513.3 million as of December 31, 2025 and December 31, 2024, respectively.
The EMEA&APAC goodwill balance was fully impaired during the year ended December 31, 2020, with an accumulated impairment loss of $ 1,484.3 million.
−Removed: (2) Goodwill acquired in our Americas segment was related to our acquisitions of the controlling interest in ZOA and Blue Run during the years ended December 31, 2024 and December 31, 2023, respectively.
−Removed: The goodwill for the ZOA acquisition is partially deductible for tax purposes, while the goodwill for the Blue Run acquisition is not deductible for tax purposes.
−Removed: The increase in our ZOA investment and the acquisition of Blue Run is further discussed in Note 3, "Investments" and Note 1, "Basis of Presentation and Summary of Significant Accounting Policies" , respectively.
+Added: (2) Goodwill acquired in our Americas segment was related to our acquisition of the controlling interest in ZOA during the year ended December 31, 2024.
+Added: The goodwill for the ZOA acquisition was partially deductible for tax purposes.
+Added: The increase in our ZOA investment is further discussed in Note 3, "Investments" and Note 1, "Basis of Presentation and Summary of Significant Accounting Policies .
(3) During the third quarter of 2024, we divested of certain of our U.S.
craft businesses and allocated a portion of goodwill to the disposal group based on the relative fair values of the disposal group and the reporting unit.
+Added: Table of Content s
+Added: Goodwill Impairment Analyses
+Added: During the third quarter of 2025, as we began updating our long-range planning based on current year results to date and industry conditions, we identified a triggering event that indicated it was more likely than not that the carrying value of the Americas reporting unit exceeded its fair value.
+Added: The triggering event was due to lower 2025 and future forecasted results which were driven by declines in the beer industry, market share losses and higher than expected costs in the U.S.
+Added: combined with a higher discount rate and lower market multiples.
+Added: An impairment test was completed as of August 31, 2025, using a combination of a discounted cash flow analysis and market approach and it was concluded that the carrying value of the Americas reporting unit was in excess of its fair value such that a partial goodwill impairment loss of $ 3,645.7 million was recorded in the consolidated statements of operations.
+Added: We utilized independent valuation specialists and industry accepted valuation models in calculating the fair value of the Americas reporting unit as of August 31, 2025.
+Added: The key assumptions used to derive the estimated fair value of the Americas reporting unit, which included the internal cash flow projections based on our updated long-range plans and the discount rate, represented Level 3 measurements.
+Added: Our discounted cash flow projections included assumptions for growth rates for sales and associated costs of goods sold, which were based on various long-range financial and operational plans along with terminal growth rates.
+Added: Additionally, the discount rate used in our analysis was based on the weighted-average cost of capital, driven by the prevailing interest rates and financing abilities as well as the identified risks and opportunities of the reporting unit.
+Added: The increase in the discount rate compared to the prior year annual test was partially due to the additional risk premium assessed on the reporting unit based on the current industry environment.
+Added: Due to the proximity of the goodwill impairment test completed during the third quarter of 2025 to our annual testing date of October 1, 2025, we completed our required annual goodwill impairment testing using a qualitative approach and concluded that the fair value of the Americas reporting unit was more likely than not in excess of its carrying value.
+Added: Therefore, no additional goodwill impairment charge was recorded.
+Added: Due to the partial impairment charge recognized in the third quarter of 2025 and the fact that the Americas reporting unit's fair value exceeds its carrying value by less than 15%, the Americas reporting unit is still considered to be at a heightened risk of future impairment.
+Added: We are focused on building a portfolio of strong and scalable brands in both beer and beyond beer, which entails prioritizing our investments to strengthen our core and value beer portfolios and to transform our above premium beer and beyond beer portfolios.
+Added: While progress has been made, continued focus is required to deliver on our objectives.
+Added: Therefore, the growth targets included in management’s forecasted future cash flows are inherently at risk given that the strategies are still in progress.
+Added: Additionally, the fair value determinations are sensitive to changes in the beer industry environment, broader macroeconomic conditions, market multiples and discount rates that could negatively impact future analyses, including the impacts of cost inflation and tariffs, increases to interest rates and other external industry factors impacting our business.
+Added: As of the October 1, 2024 testing date, the fair value of the Americas reporting unit was in excess of its carrying value amount and, therefore, no goodwill impairment charge was recorded.
+Added: Intangible Assets, Other than Goodwill
The following table presents details of our intangible assets, other than goodwill, as of December 31, 2025:
13 unchanged sentences
Total $ 14,110.4 $ ( 2,119.3 ) $ 11,991.1
+Added: Table of Content s
The following table presents details of our intangible assets, other than goodwill, as of December 31, 2024:
13 unchanged sentences
Total $ 14,056.7 $ ( 1,861.5 ) $ 12,195.2
−Removed: The decrease in the gross carrying amount of intangible assets from December 31, 2023 to December 31, 2024, was driven by the disposal of brands related to certain of our U.S.
−Removed: craft businesses, partially offset by the acquisition of the ZOA brand and other not material acquisition activity.
−Removed: The amount is also impacted by foreign exchange rates, as a significant amount of intangible assets, other than goodwill, are denominated in foreign currencies.
+Added: The increase in the gross carrying amount of intangible assets from December 31, 2024 to December 31, 2025, was primarily driven by favorable foreign currency impacts, as a significant amount of intangible assets, other than goodwill, are denominated in foreign currencies, partially offset by impairment charges of $ 273.9 million recorded during the third quarter of 2025.
Based on foreign exchange rates as of December 31, 2025, the estimated future amortization expense of intangible assets for the next five years is as follows:
2 unchanged sentences
This expense was primarily presented within MG&A in our consolidated statements of operations.
−Removed: Annual 2024 Impairment Assessment
−Removed: We completed our required annual goodwill and indefinite-lived intangible asset impairment testing as of October 1, 2024, the first day of our fourth quarter, using a combination of a discounted cash flow analysis and market approach in the determination of fair value and concluded that the fair value of the Americas reporting unit was in excess of its carrying value and therefore no goodwill impairment charge was recorded.
−Removed: The fair value of the Americas reporting unit decreased in the current year primarily due to lower market multiples and lower forecasted cash flow projections, with the decreases largely driven by more challenging U.S.
−Removed: industry expectations.
−Removed: This was partially offset by a decrease to the discount rate as a result of fluctuations in the interest rate environment.
−Removed: Specifically, the discount rate used in developing our annual fair value estimates for the Americas reporting unit in the current year was 8.25 % based on market-specific factors, as compared to 9.00 % used as of the October 1, 2023 annual testing date.
−Removed: The Americas reporting unit continues to be at a heightened risk of future impairment as the fair value exceeded its respective carrying value by less than 15 %.
−Removed: We continue to focus on growing our core power brand net sales, aggressively premiumizing our portfolio and scaling and expanding beyond beer.
−Removed: While progress has been made on these strategies over recent years, including the strengthening of our core brands, the growth targets included in management’s forecasted future cash flows are inherently at risk given that the strategies are still in progress.
−Removed: Additionally, the fair value determinations are sensitive to changes in the beer industry environment, broader macroeconomic conditions and market multiples or discount rates that could negatively impact future analyses, including the impacts of cost inflation, increases to interest rates and other external industry factors impacting our business.
−Removed: The key assumptions used to derive the estimated fair values of our reporting units represent Level 3 measurements.
−Removed: Indefinite-Lived Intangible Assets
+Added: Indefinite-Lived Intangible Assets Impairment Analyses
+Added: During the third quarter of 2025, as we began updating our long-range planning based on current year results to date and the current challenging industry environment in the relevant markets, we identified a triggering event for the Staropramen family of brands in the EMEA&APAC segment.
+Added: The triggering event was driven by softer than expected current year and future forecasted results in certain of the key markets where the Staropramen family of brands is sold.
+Added: We completed an impairment test using a discounted cash flow approach as of August 31, 2025 and concluded that the carrying value of the Staropramen family of brands was in excess of its fair value such that a partial impairment loss of $ 198.6 million was recorded within other operating income (expense) , net in the consolidated statements of operations.
+Added: After the impairment charge, the carrying value of the Staropramen family of brands was $ 257.1 million.
+Added: The decline in the fair value of the Staropramen family of brands was impacted by reductions in management forecasts due to lower than expected brand results in 2025 driven by soft market demand and a heightened competitive landscape across key markets, resulting in a more modest growth trajectory than in previous assumptions.
+Added: In conjunction with the impairment review of the Staropramen family of brands, we also reassessed the brand's indefinite-life classification and determined that the impaired brand has characteristics that have evolved and which now indicate a definite-life is more appropriate, including prolonged weakness in consumer demand driven by increased economic and competitive pressures.
+Added: These factors have resulted in continued declines in performance and these pressures are expected to continue into the future.
+Added: Therefore, we reclassified the Staropramen family of brands to a definite-lived intangible asset with a useful life of 50-years effective August 31, 2025.
+Added: As of December 31, 2025, the net carrying value of the Staropramen family of brands was $ 259.4 million.
+Added: Table of Content s
+Added: We utilized Level 3 fair value measurements in our impairment analysis of the Staropramen family of brands indefinite-lived intangible asset, with the excess earnings approach utilized for the Staropramen family of brands.
+Added: We utilized independent valuation specialists in calculating the fair value of the Staropramen family of brands.
+Added: The projections used in the analyses included assumptions for growth rates for sales and associated costs of goods sold, which were based on various long-range financial and operational plans.
+Added: The discount rate utilized for the Staropramen family of brands was a key assumption and was based on the weighted-average cost of capital, driven by the prevailing interest rates and financing abilities of the geographies in which the family of brands are sold as well as the identified risks and opportunities of the brands for each geography.
As of the October 1, 2025 testing date, the fair values of the Coors brands in the Americas (inclusive of our Coors brand in the U.S.
−Removed: and Coors distribution agreement in Canada), the Miller brands in the U.S., the Carling brands in the U.K.
−Removed: and the Staropramen brands in EMEA&APAC are sufficiently in excess of their respective carrying values as of the annual testing date, with each having over 15 % cushion of fair value over book value.
+Added: and Coors distribution agreement in Canada), the Miller brands in the U.S.
+Added: and the Carling brands in the U.K.
+Added: are sufficiently in excess of their respective carrying values as of the annual testing date, with each having over 15% cushion of fair value over book value.
We utilized Level 3 fair value measurements in our impairment analysis of our indefinite-lived intangible assets.
4 unchanged sentences
Based on this qualitative assessment, we determined that a full quantitative analysis was not necessary.
−Removed: Key Assumptions
+Added: As of the October 1, 2024 testing date, the fair values of the Coors brands in the Americas (inclusive of our Coors brand in the U.S.
+Added: and Coors distribution agreement in Canada), the Miller b rands in the U.S., the Carling brands in the U.K.
+Added: and the Staropramen brands in EMEA&APAC were sufficiently in excess of their respective carrying values as of the annual testing date, with each having over 15% cushion of fair value over book value.
+Added: Key Valuation Assumptions
Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors.
2 unchanged sentences
Examples of events or circumstances that could reasonably be expected to negatively affect the underlying key assumptions and ultimately impact the estimated fair value of our reporting units and indefinite-lived intangible assets may include such items as:
−Removed: (i) a decrease in expected future cash flows, specifically, an inability to execute on our strategic initiatives including our premiumization efforts or increase in costs driven by inflation or other factors that could significantly impact our immediate and long range results, a prolonged weakness in consumer demand or other competitive pressures adversely affecting our long-term volume trends, changes in trends and consumer preferences within the industry towards other brands or product categories, unfavorable working capital changes and an inability to successfully implement our cost savings initiatives, (ii) adverse changes in macroeconomic conditions that significantly differ from our assumptions in timing and/or degree (such as a global pandemic, recession or evolving beer industry), (iii) significant unfavorable changes in tax rates, (iv) volatility in the equity and debt markets or other country-specific factors which could result in a higher weighted-average cost of capital, (v) sensitivity to market multiples and (vi) regulation limiting or banning the manufacturing, distribution or sale of alcoholic beverages.
+Added: (i) a decrease in expected future cash flows, specifically, an inability to execute on our strategic initiatives including our premiumization efforts or increase in costs driven by inflation or other factors that could significantly impact our immediate and long range results, a prolonged weakness in consumer demand or other competitive pressures adversely affecting our long-term volume trends, changes in trends and consumer preferences within the industry towards other brands or product categories, unfavorable working capital changes and an inability to successfully implement our cost savings initiatives, (ii) adverse changes in macroeconomic conditions that significantly differ from our assumptions in timing and/or degree (such as a recession or evolving beer industry), (iii) significant unfavorable changes in tax rates, (iv) volatility in the equity and debt markets or other country-specific factors which could result in a higher weighted-average cost of capital, (v) sensitivity to market multiples and (vi) regulation limiting or banning the manufacturing, distribution or sale of alcoholic beverages.
Based on known facts and circumstances, we evaluate and consider recent events and uncertain items, as well as related potential implications, as part of our annual assessment and incorporate them into the analyses as appropriate.
4 unchanged sentences
Furthermore, increased volatility in the equity and debt markets or other country-specific factors, including, but not limited to, extended or future government intervention in response to inflation, could also result in a meaningful change to our weighted-average cost of capital calculation and other inputs used in our impairment assessment.
−Removed: Annual 2023 Impairment Assessment
−Removed: We completed our required annual goodwill and indefinite-lived intangible asset impairment analysis as of October 1, 2023 and concluded that the fair value of the Americas reporting unit was in excess of its carrying value amount and, therefore, no goodwill impairment charge was recorded.
−Removed: In conjunction with the annual 2023 goodwill impairment analysis, we also evaluated the indefinite-lived and definite-lived intangible assets within our Americas and EMEA&APAC reporting units and concluded that the carrying value of the Staropramen family of brands in EMEA&APAC was determined to be in excess of its fair value such that a partial impairment loss of $ 160.7 million was recorded within other operating income (expense), net.
−Removed: The decline in fair value in 2023 was impacted by reductions in management forecasts as well as macroeconomic factors including an increase in the discount rate.
−Removed: No other impairments were recorded for our other indefinite-lived or definite-lived intangible assets.
+Added: Table of Content s
Definite-Lived Intangible Assets and Other Long-Lived Assets
+Added: During the third quarter of 2025, as we began updating our long-range planning based on current year results to date, we identified a triggering event for the Blue Run Spirits asset group in the Americas segment, due to softer current year and future forecasted results, primarily driven by a challenging macroeconomic environment for full strength spirits, resulting in lower sales.
+Added: The asset group did not pass the recoverability test and the carrying value was determined to exceed its fair value resulting in the full impairment of the definite-lived intangible brand of $ 75.3 million as of August 31, 2025, which was recorded within other operating income (expense), net in the consolidated statements of operations.
+Added: The asset group was measured at fair value primarily using a discounted cash flow approach.
We continuously monitor the performance of our definite-lived assets for potential triggering events suggesting an impairment review should be performed.
−Removed: Due to a reduction in forecasted cash flows associated with one of our asset groups, we identified this as a triggering event during the fourth quarter of 2024 and performed a recoverability test for the long-lived assets at the asset group level but concluded that the recoverability test passed and no impairment was recorded.
−Removed: No other material triggering events were identified in either the year ended December 31, 2024 or 2023 related to definite-lived intangible assets or other long-lived assets.
+Added: No other material triggering events were identified in the year ended December 31, 2025 related to definite-lived intangible assets or other long-lived assets.
+Added: During the fourth quarter of 2024, due to a reduction in forecasted cash flows associated with one of our asset groups, we identified a triggering event and performed a recoverability test for the long-lived assets at the asset group level but concluded that the recoverability test passed and no impairment was recorded.
Accounts Payable and Other Current Liabilities
9 unchanged sentences
Accounts payable and other current liabilities $ 2,876.7 $ 3,013.0
−Removed: (1) Includes current liabilities related to derivatives, income taxes, pensions and other postretirement benefits, guarantee liabilities for some of our equity method investments, accrued contingent environmental and legal liabilities and various other accrued expenses.
+Added: (1) Includes current liabilities related to derivatives, income taxes, pension and other postretirement benefits, guarantee liabilities for some of our equity method investments, accrued contingent environmental and legal liabilities and various other accrued expenses.
For the years ended December 31, 2025, December 31, 2024 and December 31, 2023, lease expense (including immaterial short-term and variable lease costs) was as follows:
5 unchanged sentences
Total lease expense $ 105.5 $ 97.2 $ 90.8
+Added: Table of Content s
Supplemental cash flow information related to leases for the years ended December 31, 2025, December 31, 2024 and December 31, 2023, was as follows:
26 unchanged sentences
Finance leases 7.6 7.3 %
+Added: Table of Content s
Based on foreign exchange rates as of December 31, 2025, maturities of lease liabilities were as follows:
14 unchanged sentences
Long-term debt
−Removed: EUR 800 million 1.25 % senior notes due July 2024 (1)(2)
CAD 500 million 3.44 % senior notes due July 2026 (1)
+Added: $ 364.3 $ 347.6
$ 2.0 billion 3.0 % senior notes due July 2026 (1)
14 unchanged sentences
Current portion of long-term debt and short-term borrowings $ 2,434.1 $ 32.2
−Removed: (1) We repaid our EUR 800 million 1.25 % senior notes upon maturity on July 15, 2024, using the cash proceeds from our EUR 800 million 3.8 % senior notes issued on May 29, 2024, and cash on hand.
−Removed: (2) These senior notes were issued in 2016 in order to partially fund the financing of the MillerCoors acquisition (USD Notes, EUR Notes and CAD Notes).
−Removed: Total remaining debt issuance costs capitalized in connection with these senior notes including underwriting fees, discounts and other financing related costs, were $ 24.0 million as of December 31, 2024, and are being amortized over the respective and remaining terms.
−Removed: (3) We entered into forward starting interest rate swap agreements to hedge interest rate volatility for a 10-year period until the swaps were settled on September 18, 2015.
−Removed: We are amortizing a portion of the resulting loss from AOCI to interest expense over the remaining term of the CAD 500 million 3.44 % senior notes maturing July 2026 ("2026 CAD notes"), up to the full 10-year term of the interest rate swaps.
−Removed: The amortizing loss resulted in an increase in our effective cost of borrowing compared to the stated coupon rates by 0.4 % on the 2026 CAD notes.
−Removed: See Note 10, "Derivative Instruments and Hedging Activities" for further details on the forward starting interest rate swaps.
−Removed: (4) On May 29, 2024, MCBC issued EUR 800 million 3.8 % senior notes with a maturity of June 15, 2032 ("EUR 2032 Senior Notes").
−Removed: The issuance resulted in total proceeds of $ 863.7 million, net of underwriting fees and discounts.
−Removed: Total debt discounts and debt issuance costs capitalized in connection with these senior notes, including underwriting fees, were approximately $ 7.1 million and are being amortized over the term of the EUR 2032 Senior Notes.
−Removed: The EUR 2032 Senior Notes began accruing interest upon issuance, with interest payments due annually.
+Added: (1) We issued senior notes in 2016 in order to partially fund the financing of the MillerCoors acquisition.
+Added: (2) On May 29, 2024, we issued EUR 800 million 3.8 % senior notes with a maturity of June 15, 2032 ("EUR 2032 Senior Notes").
+Added: The issuance resulted in proceeds of EUR 793.4 million, which were net of discounts and fees.
Additionally, upon issuance we designated the EUR 2032 Senior Notes as a hedge of our investment in a EUR functional currency subsidiary.
See Note 10, "Derivative Instruments and Hedging Activities" for further details.
−Removed: (5) On May 3, 2012, we issued approximately $ 1.9 billion of senior notes with $ 1.1 billion remaining due in 2042.
−Removed: The total remaining debt issuance costs capitalized in connection with these senior notes, including the underwriting fees and discounts, were $ 7.8 million as of December 31, 2024, and are being amortized over the remaining term of the 2042 senior notes.
+Added: (3) On May 3, 2012, we issued senior notes of $ 1,100.0 million due May 2042.
+Added: The issuance resulted in proceeds of $ 1,086.5 million, which were net of discounts and fees.
(4) Our short-term borrowings include bank overdrafts, borrowings on our overdraft facilities and other items.
1 unchanged sentence
As of December 31, 2024, we had $ 13.0 million in bank overdrafts and $ 59.0 million in bank cash related to our cross-border, cross-currency cash pool for a net positive position of $ 46.0 million.
+Added: Table of Content s
In addition, we have CAD, GBP and USD overdraft facilities under which we had no outstanding borrowings as of December 31, 2025 or December 31, 2024.
5 unchanged sentences
Debt Fair Value Measurements
−Removed: We utilize market approaches to estimate the fair value of certain outstanding borrowings by discounting anticipated future cash flows derived from the contractual terms of the obligations and observable market interest and foreign exchange rates.
+Added: We utilize market approaches to estimate the fair value of certain outstanding borrowings by discounting anticipated future cash flows derived from the contractual terms of the obligations using observable market interest and foreign exchange rates.
As of December 31, 2025 and December 31, 2024, the fair value of our outstanding long-term debt (including the current portion of long-term debt) was approximately $ 5.9 billion and $ 5.7 billion, respectively.
2 unchanged sentences
Revolving Credit Facility and Commercial Paper
−Removed: On June 3, 2024, we amended our existing $ 2.0 billion multi-currency revolving credit facility to, among other things, extend the maturity date from June 26, 2028 to June 26, 2029.
−Removed: The amendment did not change the borrowing capacity of the revolving credit facility, which allows us to issue a maximum aggregate amount of $ 2.0 billion in commercial paper or other borrowings at any time at variable interest rates.
−Removed: The $ 150 million sub-facility available for the issuance of letters of credit remains unchanged.
−Removed: We use this facility from time to time to leverage cash needs to fund the repayment of debt upon maturity and for working capital or general purposes.
+Added: On June 26, 2025, we amended our existing $ 2.0 billion multi-currency revolving credit facility to extend the maturity date from June 26, 2029 to June 26, 2030.
+Added: The amendment did not change the borrowing capacity of the revolving credit facility, which allows us to issue a maximum aggregate amount of $ 2.0 billion in commercial paper or make other borrowings at any time at variable interest rates.
+Added: The $ 150 million sub-facility available for the issuance of letters of credit remained unchanged.
+Added: We use this facility from time to time to fund the repayment of debt upon maturity and for working capital or general purposes.
We had no borrowings drawn on the amended and restated multi-currency revolving credit facility and no commercial paper borrowings as of December 31, 2025 and December 31, 2024.
2 unchanged sentences
These include customary events of default and specified representations, warranties and covenants, as well as covenants that restrict our ability to incur certain additional priority indebtedness (certain thresholds of secured consolidated net tangible assets), certain leverage threshold percentages, create or permit liens on assets, and restrictions on mergers, acquisitions and certain types of sale lease-back transactions.
−Removed: Under the amended and restated $ 2.0 billion revolving credit facility, we are required to maintain a maximum leverage ratio, calculated as net debt to EBITDA (as defined in the amended and restated multi-currency revolving credit facility agreement) of 4.00 x, measured as of the last day of each fiscal quarter through maturity of the credit facility.
+Added: Under the amended and restated $ 2.0 billion multi-currency revolving credit facility, we are required to maintain a maximum leverage ratio, calculated as net debt to EBITDA (as defined in the amended and restated multi-currency revolving credit facility agreement) of 4.00 x, measured as of the last day of each fiscal quarter through maturity of the credit facility.
As of December 31, 2025 and December 31, 2024, we were in compliance with all of these restrictions and covenants, have met such financial ratios, and have met all debt payment obligations.
2 unchanged sentences
(In millions)
+Added: 2026 $ 2,424.7
Thereafter 3,841.6
Total $ 6,269.5
+Added: Table of Content s
The future maturities of finance leases are disclosed in Note 8, "Leases."
+Added: We have upcoming debt maturities in 2026, as illustrated in the table above.
+Added: We are currently evaluating various alternatives with respect to these maturities, including the potential refinancing of all or a portion of the outstanding debt, which may involve utilizing our amended and restated $ 2.0 billion multi-currency revolving credit facility, cash and cash equivalents and/or cash flows from operations.
+Added: We have not made a decision at this time, and the timing, structure and terms of any such transactions will depend on capital market conditions and other factors.
For the years ended
6 unchanged sentences
Overview and Risk Management Policies
−Removed: We use derivatives as part of our normal business operations to manage our exposure to fluctuations in interest rates, foreign currency, commodity price risk and for other strategic purposes related to our core business.
+Added: We use derivatives as part of our normal business operations to manage our exposure to fluctuations in interest rates, foreign currency exchange rates, commodity prices and for other strategic purposes related to our core business.
We have established policies and procedures that govern the risk management of these exposures.
3 unchanged sentences
Counterparty Risk
−Removed: While, by policy, the counterparties to any of the financial derivatives we enter into are major institutions with minimum investment grade credit ratings of BBB- by Standard & Poor's (or the equivalent) or Baa3 by Moody's, we are exposed to credit-related losses in the event of non-performance by counterparties.
+Added: While, by policy, the counterparties to any of the market-based derivatives we enter into are major institutions with minimum investment grade credit ratings of BBB- by Standard & Poor's (or the equivalent) or Baa3 by Moody's, we are exposed to credit-related losses in the event of non-performance by counterparties.
This credit risk is generally limited to the unrealized gains in such contracts, should any of these counterparties fail to perform as contracted.
13 unchanged sentences
Thus, in the event of default, we may be required to early settle all out-of-the-money contracts, without the benefit of netting the fair value of any in-the-money positions against this exposure.
+Added: Table of Content s
We do not receive and are not required to post collateral unless a change of control event occurs.
25 unchanged sentences
Concurrent with the issuance of these senior notes, we designated the principal of the senior notes as a net investment hedge of our investment in a EUR functional currency subsidiary in order to hedge a portion of the related foreign currency translational impacts and, accordingly, we have and will continue to record the changes in the carrying value due to fluctuations in the spot rate to AOCI.
−Removed: See Note 9, "Debt" for further discussion of the EUR 800 million 3.8 % senior notes.
−Removed: In 2016, we issued EUR 800 million 1.25 % senior notes which matured on July 15, 2024, to partially fund the MillerCoors acquisition.
−Removed: Concurrent with the issuance of these senior notes, we designated the principal of the senior notes as a net investment hedge of our investment in our Europe business in order to hedge a portion of the foreign currency translational impacts and, accordingly, recorded the changes in the carrying value due to fluctuations in the spot rate to AOCI until it was de-designated on May 29, 2024.
−Removed: Upon de-designation, the associated net investment hedge was discontinued.
+Added: Additionally, on May 29, 2024, we de-designated the principal of the EUR 800 million 1.25 % senior notes and as a result, the associated net investment hedge was discontinued.
The accumulated gains and losses associated with the settled net investment hedge will remain in AOCI until a liquidation or deconsolidation event at which point the accumulated gains and losses will be reclassified into earnings.
+Added: See Note 9, "Debt" for further discussion of the EUR 800 million 3.8 % senior notes.
+Added: Table of Content s
Forward Starting Interest Rate Swaps
−Removed: During 2018, we entered into forward starting interest rate swaps with a notional amount totaling $ 1.5 billion with termination dates of July 2021, May 2022 and July 2026.
−Removed: The swaps had effective dates mirroring the terms of the forecasted debt issuances.
+Added: During 2018, we entered into forward starting interest rate swaps totaling a notional amount of $ 1.0 billion with a termination date of July 2026.
+Added: The swaps have effective dates mirroring the term of the July 2026 forecasted debt issuance.
Under the agreements, we are required to early terminate these swaps at the time we expect to issue the related forecasted debt.
−Removed: We designated these contracts as cash flow hedges.
+Added: We designated these forward starting interest rate swap contracts as cash flow hedges.
As a result, the unrealized mark-to-market gains or losses are recorded to AOCI until termination at which point the realized gain or loss of these swaps at issuance of the hedged debt are reclassified from AOCI and amortized to interest expense over the term of the hedged debt.
−Removed: In June 2021, we early terminated our $ 250.0 million forward starting interest rate swap that was originally set to terminate in July 2021.
−Removed: This forward starting interest rate swap was rolled forward to May 2022 through a cashless settlement.
−Removed: The new May 2022 forward starting interest rate swap was incremental to our existing May 2022 forward starting interest rate swap that was executed in 2018, both of which were hedging our forecasted debt issuance expected to occur during 2022.
−Removed: In late April 2022, the forward starting interest rate swaps associated with the $ 500 million 3.5 % senior notes that we repaid upon maturity on May 1, 2022 were terminated and settled.
−Removed: The immaterial loss on settlement of the swaps was recorded through interest expense during the second quarter of 2022.
−Removed: In 2015, we entered into forward starting interest rate swaps with a notional of CAD 600 million in order to manage our exposure to the volatility of interest rates associated with the future interest payments on the forecasted CAD debt issuances.
−Removed: The swaps had a termination date of September 2025 mirroring the terms of initially forecasted CAD debt issuances.
+Added: During 2015, we entered into forward starting interest rate swaps with a notional of CAD 600 million in order to manage our exposure to the volatility of interest rates associated with the future interest payments on the forecasted CAD debt issuances.
+Added: The swaps terminated on September 2025 consistent with the terms of the initially forecasted CAD debt issuances.
Under these agreements, we were required to early terminate these swaps at the approximate time we issued the previously forecasted debt.
1 unchanged sentence
Additionally, in 2023 we repaid our CAD 500 million 2.84 % senior notes upon maturity which resulted in an acceleration of amortization of the loss for an immaterial amount.
−Removed: The remaining unamortized portion of the loss in AOCI as of December 31, 2024, was $ 2.4 million.
+Added: The loss on the swaps was fully reclassified from AOCI to interest expense as of September 2025.
Foreign Currency Forwards
−Removed: We have financial foreign exchange forward contracts in place to manage our exposure to foreign currency fluctuations.
−Removed: We hedge foreign currency exposure related to certain royalty agreements, exposure associated with the purchase of production inputs and imports that are denominated in currencies other than the entity's functional currency and certain other foreign exchanges exposures.
+Added: We have foreign exchange forward contracts in place to manage our exposure to foreign currency fluctuations.
+Added: We hedge foreign currency exposures related to certain royalty agreements, exposures associated with the purchase of production inputs and imports that are denominated in currencies other than the entity's functional currency and certain other foreign currency exchange exposures.
These contracts have been designated as cash flow hedges of forecasted foreign currency transactions.
16 unchanged sentences
The fair values of our derivatives also include credit risk adjustments to account for our counterparties' credit risk, as well as our own non-performance risk, as appropriate.
+Added: Table of Content s
The table below summarizes our derivative assets and (liabilities) that were measured at fair value as of December 31, 2025 and December 31, 2024.
See Note 1, "Basis of Presentation and Summary of Significant Accounting Policies" for further discussion related to measuring the fair value of derivative instruments.
−Removed: Fair value for all derivative contracts as of December 31, 2024 and 2023 were valued using significant other observable inputs, also known as Level 2 inputs.
+Added: Fair value for all derivative contracts as of December 31, 2025 and December 31, 2024 were valued using significant other observable inputs, also known as Level 2 inputs.
December 31, 2025 December 31, 2024
7 unchanged sentences
Results of Period Derivative Activity
−Removed: The following tables include the year-to-date results of our derivative activity in our consolidated balance sheets as of December 31, 2024 and December 31, 2023, and our consolidated statements of operations for the years ended December 31, 2024, December 31, 2023 and December 31, 2022.
−Removed: Fair Value of Derivative Instruments in the Consolidated Balance Sheets (in millions):
+Added: The tables below include the results of our derivative activity on our consolidated balance sheets as of December 31, 2025 and December 31, 2024, and our consolidated statements of operations for the years ended December 31, 2025, December 31, 2024 and December 31, 2023.
+Added: Fair Value of Derivative Instruments on the Consolidated Balance Sheets (in millions):
December 31, 2025
2 unchanged sentences
Derivatives designated as hedging instruments
−Removed: Forward starting interest rate swaps $ 1,000.0 Other non-current assets $ 96.3 Other liabilities $ —
+Added: Forward starting interest rate swaps $ 1,000.0 Other current assets $ 83.7 Accounts payable and other current liabilities $ —
Foreign currency forwards $ 104.9 Other current assets 0.9 Accounts payable and other current liabilities ( 0.3 )
25 unchanged sentences
Buy and sell positions are shown gross in the asset and/or liability position, as appropriate.
+Added: Table of Content s
The Pretax Effect of Cash Flow Hedge Accounting on Other Comprehensive Income (Loss), Accumulated Other Comprehensive Income (Loss) and Income (Loss) (in millions):
26 unchanged sentences
EUR 800 million 3.8 % senior notes due 2032
−Removed: EUR 800 million 3.8 % senior notes due 2032
For the year ended December 31, 2024
EUR 800 million 1.25 % senior notes due 2024
+Added: EUR 800 million 3.8 % senior notes due 2032
For the year ended December 31, 2023
2 unchanged sentences
During the years ended December 31, 2025, December 31, 2024 and December 31, 2023, we did not reclassify any amounts related to net investment hedges from AOCI into earnings whether due to ineffectiveness, a sale or liquidation.
−Removed: As of December 31, 2024, we expect net gains of approximately $ 4 million (pretax) recorded in AOCI will be reclassified into earnings within the next 12 months.
−Removed: For derivatives designated in cash flow hedge relationships, the maximum length of time over which forecasted transactions are hedged as of December 31, 2024, is approximately 2 years.
+Added: As of December 31, 2025, we expect pretax net gains of approximately $ 1 million recorded in AOCI will be reclassified into earnings within the next 12 months.
+Added: Our foreign currency forwards, which are designated in cash flow hedge relationships, are typically hedged over a maximum length of approximately 3 years.
+Added: We use forward starting interest rate swaps to hedge our forecasted debt issuances and the maximum length of time is based on our forecasted debt issuances.
+Added: Table of Content s
The Effect of Derivatives Not Designated as Hedging Instruments on the Consolidated Statements of Operations (in millions):
6 unchanged sentences
Commodity swaps Cost of goods sold $ ( 7.8 )
−Removed: Foreign currency swaps Other non-operating income (expense), net 2.7
−Removed: Total $ ( 59.0 )
For the year ended December 31, 2023
Commodity swaps Cost of goods sold $ ( 61.7 )
+Added: Foreign currency forward Other non-operating income (expense), net 2.7
+Added: Total $ ( 59.0 )
Employee Retirement Plans and Postretirement Benefits
13 unchanged sentences
There were no subsidies received for the years ended December 31, 2025, 2024 and 2023.
−Removed: Current Year Annuity Contract Purchases
−Removed: On September 26, 2024, we purchased annuity contracts for two of our Canadian pension plans which transferred approximately $ 344 million of pension plan liabilities, along with the associated administration of benefits, to an insurance company using the plan's respective pension plan assets.
−Removed: These transactions had no impact on the amount, timing or form of the retirement benefit payments to the affected retirees and beneficiaries.
−Removed: As a result of the transaction, we reduced the respective pension plan liabilities and assets and remeasured any remaining pension plan liabilities and assets using updated actuarial assumptions.
−Removed: We elected the practical expedient to perform the remeasurement as of the nearest calendar month-end date, which was September 30, 2024.
−Removed: A total settlement loss of $ 34.0 million was recorded to other pension and postretirement benefit (costs), net in the consolidated statements of operations during the third quarter of 2024.
−Removed: See the impacts of the pension plan remeasurement and settlement on AOCI in Note 15, "Accumulated Other Comprehensive Income (Loss) ".
Net Periodic Pension and OPEB (Benefit) Cost
14 unchanged sentences
Net periodic pension and OPEB (benefit) cost $ ( 5.8 ) $ ( 6.0 ) $ ( 11.8 ) $ 12.4 $ ( 3.7 ) $ 8.7 $ 0.6 $ ( 6.6 ) $ ( 6.0 )
−Removed: (1) The pension settlement loss recognized for the year ended December 31, 2024, was $ 34.0 million which was recorded as a result of the purchase of annuity contracts for two of our Canadian pension plans.
−Removed: The pension settlement charge recognized for the year ended December 31, 2022, primarily consisted of a settlement loss of $ 8.0 million that was recorded as a result of the annuity purchase for a certain Canadian pension plan, partially offset by a settlement gain of $ 5.3 million that was recorded as a result of the annuity purchase for a portion of our U.S.
−Removed: qualified pension plan.
+Added: Table of Content s
+Added: (1) A pension settlement loss of $ 34.0 million was recorded as a result of the purchase of annuity contracts for two of our Canadian pension plans during the year ended December 31, 2024.
Obligations and Changes in Funded Status
6 unchanged sentences
Interest cost 124.0 21.0 145.0 129.7 20.8 150.5
−Removed: Actual employee contributions — — — 0.3 — 0.3
Actuarial (gain) loss ( 18.6 ) 21.3 2.7 ( 182.5 ) ( 18.0 ) ( 200.5 )
8 unchanged sentences
Employer contributions ( 7.3 ) 36.9 29.6 ( 4.8 ) 36.9 32.1
−Removed: Actual employee contributions — — — 0.3 — 0.3
Curtailment, settlement and special termination ( 0.6 ) — ( 0.6 ) ( 344.0 ) — ( 344.0 )
8 unchanged sentences
Net amounts recognized $ 450.6 $ ( 435.1 ) $ 15.5 $ 366.9 $ ( 423.0 ) $ ( 56.1 )
−Removed: The accumulated benefit obligation for our defined benefit pension plans were approximately $ 2.4 billion and $ 3.0 billion as of December 31, 2024 and December 31, 2023, respectively.
+Added: The accumulated benefit obligation for our defined benefit pension plans was approximately $ 2.4 billion as of December 31, 2025 and December 31, 2024.
As of December 31, 2025 and December 31, 2024, certain defined benefit pension plans in the U.S., Canada and the U.K.
7 unchanged sentences
Information for OPEB plans with an accumulated postretirement benefit obligation in excess of plan assets has been disclosed above in "Obligations and Changes in Funded Status" as all of our OPEB plans are unfunded.
+Added: Table of Content s
Accumulated Other Comprehensive Income (Loss)
−Removed: Amounts recognized in AOCI not yet recognized as components of net periodic pension and OPEB cost, pretax, were as follows:
+Added: Pretax amounts recognized in AOCI not yet recognized as components of net periodic pension and OPEB cost were as follows:
As of December 31, 2025 As of December 31, 2024
4 unchanged sentences
Total not yet recognized $ 708.8 $ ( 223.8 ) $ 485.0 $ 781.0 $ ( 274.6 ) $ 506.4
−Removed: Periodic pension and OPEB cost is actuarially calculated annually for each individual plan based on data available and assumptions made at the beginning of each year.
+Added: Annually, periodic pension and OPEB cost is actuarially calculated for each individual plan based on data available and assumptions made at the beginning of each year.
Assumptions used in the calculation include the discount rate selected and disclosed at the end of the previous year as well as other assumptions detailed in the table below.
−Removed: The weighted-average rates used in determining the periodic pension and OPEB cost for the years ended December 31, 2024, 2023 and 2022 were as follows:
+Added: The weighted-average assumptions used in determining the periodic pension and OPEB cost for the years ended December 31, 2025, 2024 and 2023 were as follows:
For the years ended
1 unchanged sentence
Pension OPEB Pension OPEB Pension OPEB
−Removed: Weighted-average assumptions:
Discount rate 5.41 % 5.15 % 4.74 % 4.64 % 5.01 % 4.90 %
4 unchanged sentences
N/A Ranging ratably from 6.50 % in 2023 to 3.57 % in 2040
−Removed: Benefit obligations are actuarially calculated annually at the end of each year based on the assumptions detailed in the table below.
+Added: Annually, benefit obligations are actuarially calculated at the end of each year based on the assumptions detailed in the table below.
Obligations under the OPEB plans are determined by the application of the terms of medical, dental, vision and life insurance plans, together with relevant actuarial assumptions and health care cost trend rates.
−Removed: The weighted-average rates used in determining the projected benefit obligation for defined pension plans and the accumulated postretirement benefit obligation for OPEB plans, as of December 31, 2024 and December 31, 2023, were as follows:
+Added: The weighted-average assumptions used in determining the projected benefit obligation for defined pension plans and the accumulated postretirement benefit obligation for OPEB plans, as of December 31, 2025 and December 31, 2024, were as follows:
As of December 31, 2025 As of December 31, 2024
Pension OPEB Pension OPEB
−Removed: Weighted-average assumptions
Discount rate 5.31 % 4.95 % 5.41 % 5.15 %
2 unchanged sentences
N/A Ranging ratably from 7.00 % in 2025 to 3.57 % in 2040
−Removed: The change to the weighted-average discount rates used for our defined benefit pension plans and postretirement plans as of December 31, 2024, from December 31, 2023, was primarily due to an increase in interest rates in 2024, particularly for our U.S.
+Added: The decrease in the weighted average discount rate used for our defined benefit pension and postretirement plans from December 31, 2024 to December 31, 2025, was primarily due to a decrease in corporate bond yields using December 31, 2025 market data for our U.S.
Investment Strategy
1 unchanged sentence
are supported by assets held in trusts for the payment of future benefits.
−Removed: The business segments are obligated to adequately fund these asset trusts.
+Added: We are obligated to adequately fund these asset trusts.
The underlying investments within our defined benefit pension plans include cash and short-term instruments, debt securities, investment funds and other investments.
Investment allocations reflect the customized strategies of the respective plans.
+Added: Table of Content s
The plans use liability driven investment strategies in managing defined pension benefits.
40 unchanged sentences
We have not changed our fair value techniques used to value plan assets this year.
+Added: Table of Content s
Major Categories of Plan Assets
As of December 31, 2025, our major categories of plan assets included the following:
−Removed: • Cash and short-term instruments—Includes cash, trades awaiting settlement, bank deposits, short-term bills and short-term notes.
−Removed: Our "trades awaiting settlement" category includes payables and receivables associated with asset purchases and sales that are awaiting final cash settlement as of year end due to the use of trade date accounting for our pension plans assets.
−Removed: These payables normally settle within a few business days of the purchase or sale of the respective asset.
−Removed: We include these items in Level 1 of this hierarchy, as the values are derived from quoted prices in active markets.
+Added: • Cash and short-term instruments—Includes cash, bank deposits, short-term bills and short-term notes.
Short-term instruments are included in Level 2 of the fair value hierarchy as these are highly liquid instruments that are valued using observable inputs, but their asset values are not publicly quoted.
−Removed: • Debt securities—Includes various government and corporate fixed income securities, interest and inflation-linked assets such as bonds and swaps, collateralized securities and other debt securities.
+Added: • Debt securities—Includes various government fixed income securities and interest and inflation-linked assets such as bonds and swaps.
The majority of the plans' fixed income assets trade on "over the counter" exchanges, which provides observable inputs that are the primary data used to determine each individual investment's fair value.
1 unchanged sentence
Matrix pricing uses observable data from other similar investments as the primary input to determine the individual security's fair value.
−Removed: Government and corporate fixed income securities are generally classified as Level 2 in the fair value hierarchy as they are valued using observable inputs.
−Removed: Assets included in our collateralized securities include mortgage backed securities and collateralized mortgage obligations, which are considered Level 3 due to the use of the significant unobservable inputs in deriving these assets' fair values.
+Added: Government fixed income securities are generally classified as Level 2 in the fair value hierarchy as they are valued using observable inputs.
• Annuities and longevity swap—Includes assets to mitigate risks of certain plans including buy-in annuities and longevity swap insurance contracts.
11 unchanged sentences
Private equity is included in Level 3 as the values are based upon the use of unobservable inputs.
−Removed: • NAV per share practical expedient—Includes our debt funds, equity funds, hedge funds, real estate fund holdings and private equity funds.
+Added: • Investments utilizing NAV per share practical expedient—Includes our debt funds, equity funds, hedge funds, real estate fund holdings and private equity funds.
The market values for these funds are based on the net asset values multiplied by the number of shares owned.
+Added: Table of Content s
Fair Value Hierarchy
27 unchanged sentences
Total fair value of plan assets $ 2,834.5
+Added: Table of Content s
The following presents our fair value hierarchy for our defined benefit pension plan assets excluding investments using the NAV per share practical expedient (in millions):
8 unchanged sentences
Government debt securities 290.6 — 290.6 —
−Removed: Corporate debt securities 119.3 — 119.3 —
Interest and inflation linked assets 415.0 — 402.7 12.3
−Removed: Collateralized debt securities 0.3 — — 0.3
Annuities and longevity swap
4 unchanged sentences
Total fair value of investments excluding NAV per share practical expedient $ 923.9 $ ( 201.5 ) $ 733.8 $ 391.6
−Removed: The following presents our fair value hierarchy including the NAV per share practical expedient for our defined benefit pension plan assets:
+Added: The following presents our total fair value of plan assets including the NAV per share practical expedient for our defined benefit pension plan assets:
December 31, 2024
8 unchanged sentences
Total fair value of plan assets $ 2,727.4
+Added: Table of Content s
Level Three Rollforward
−Removed: The following presents our Level 3 Rollforward for our defined pension plan assets excluding investments using the NAV per share practical expedient.
+Added: The following presents our rollforward of our level 3 defined pension plan assets excluding investments using the NAV per share practical expedient.
(In millions)
33 unchanged sentences
2031-2035 1,018.5 183.7
+Added: Table of Content s
Defined Contribution Plans
24 unchanged sentences
Federal $ 46.0 $ 152.1 $ 200.7
−Removed: State 21.2 22.1 22.3
+Added: State and local
+Added: 13.7 21.2 22.1
Foreign 45.4 54.5 37.3
1 unchanged sentence
Federal $ ( 323.2 ) $ 109.7 $ 75.0
−Removed: State 13.3 27.8 ( 26.2 )
+Added: State and local
+Added: ( 87.0 ) 13.3 27.8
Foreign ( 32.7 ) ( 5.5 ) ( 66.8 )
1 unchanged sentence
Total income tax (benefit) expense $ ( 337.8 ) $ 345.3 $ 296.1
+Added: Table of Content s
A reconciliation from the U.S.
3 unchanged sentences
($ in millions)
−Removed: Statutory federal income tax rate 21.0 % $ 315.7 21.0 % $ 263.0 21.0 % $ ( 13.1 )
−Removed: State income taxes, net of federal benefits 1.3 % 19.0 2.4 % 30.6 6.1 % ( 3.8 )
−Removed: Effect of foreign tax rates ( 1.2 ) % ( 17.9 ) ( 2.4 ) % ( 30.5 ) 92.6 % ( 57.9 )
−Removed: Effect of foreign tax law and rate changes ( 0.1 ) % ( 1.0 ) 0.9 % 11.5 ( 0.8 ) % 0.5
−Removed: Effect of unrecognized tax benefits 0.7 % 11.3 0.8 % 9.5 ( 20.5 ) % 12.8
−Removed: Change in valuation allowance 1.3 % 19.6 0.2 % 2.5 1.1 % ( 0.7 )
−Removed: Acquisition related permanent items ( 0.2 ) % ( 3.2 ) — % — — % —
+Added: federal statutory tax rate 21.0 % $ ( 528.8 ) 21.0 % $ 315.7 21.0 % $ 263.0
+Added: state and local taxes, net of federal benefits (1)
+Added: 2.4 % ( 59.0 ) 1.7 % 25.3 3.0 % 38.1
+Added: Foreign tax effects
+Added: Canada tax rate differential 0.4 % ( 9.7 ) ( 0.5 ) % ( 8.1 ) ( 1.2 ) % ( 14.7 )
+Added: Canada other ( 0.7 ) % 17.7 ( 0.4 ) % ( 6.6 ) ( 0.5 ) % ( 6.0 )
+Added: United Kingdom ( 0.4 ) % 10.5 1.3 % 18.9 0.1 % 1.7
+Added: Czech Republic — % ( 0.2 ) — % 0.4 1.2 % 14.9
+Added: Other foreign jurisdictions — % ( 0.4 ) 0.8 % 11.5 0.6 % 7.2
+Added: Effect of changes in tax laws or rates enacted in current period
+Added: — % — — % — — % —
+Added: Effect of cross border tax laws ( 0.3 ) % 6.3 — % ( 0.7 ) ( 0.1 ) % ( 1.3 )
+Added: Tax credits 0.7 % ( 18.1 ) ( 1.3 ) % ( 20.1 ) ( 1.0 ) % ( 12.9 )
+Added: Changes in valuation allowance ( 0.2 ) % 4.8 1.2 % 18.5 0.1 % 0.7
+Added: Nontaxable or nondeductible items
Goodwill impairment
−Removed: Other, net 0.2 % 1.8 0.7 % 9.5 ( 10.9 ) % 6.9
+Added: ( 9.2 ) % 231.3 — % — — % —
+Added: ( 0.3 ) % 6.3 ( 0.5 ) % ( 7.6 ) 0.5 % 6.1
+Added: Changes in unrecognized tax benefits — % 1.1 ( 0.1 ) % ( 1.7 ) ( 0.1 ) % ( 1.1 )
+Added: Other adjustments, net — % 0.4 ( 0.2 ) % ( 0.2 ) — % 0.4
Effective tax rate / tax (benefit) expense
−Removed: The higher effective tax rate for the year ended December 31, 2024 when compared to the U.S federal statutory rate was primarily related to the impact of a valuation allowance that was recorded on deferred tax assets as a result of the sale of certain U.S.
+Added: 13.4 % $ ( 337.8 ) 23.0 % $ 345.3 23.6 % $ 296.1
+Added: (1) State income taxes from business operations in New Jersey, Colorado, Illinois, California,Virginia, Massachusetts, Florida, Georgia, Minnesota and Maryland made up the majority (greater than 50 percent) of the tax effect in this category for the year ended December 31, 2025.
+Added: State income taxes from business operations in Pennsylvania, Illinois, Michigan, Texas, Colorado, New York, New Jersey, Minnesota and Tennessee made up the majority (greater than 50 percent) of the tax effect in this category for the year ended December 31, 2024.
+Added: State income taxes from business operations in Virginia, Pennsylvania, Illinois, Tennessee and California made up the majority (greater than 50 percent) of the tax effect in this category for the year ended December 31, 2023.
+Added: The lower effective tax rate for the year ended December 31, 2025, compared to the U.S federal statutory rate was primarily due to the impact of the $ 3,645.7 million partial goodwill impairment recognized in the third quarter of 2025, a portion of which was not deductible for U.S.
+Added: federal and state and Canadian tax purposes.
+Added: The higher effective tax rate for the year ended December 31, 2024, when compared to the U.S.
+Added: federal statutory rate was primarily related to the impact of a valuation allowance that was recorded on deferred tax assets as a result of the sale of certain U.S.
craft businesses in the third quarter of 2024.
6 unchanged sentences
federal statutory rate was not significant and was due to the impacts of state income taxes, foreign tax rates and the impact of a foreign statutory tax rate change enacted in the fourth quarter of 2023.
−Removed: The lower effective tax rate for the year ended December 31, 2022 when compared to the U.S.
−Removed: federal statutory rate was primarily due to the impact of the $ 845.0 million partial goodwill impairment, recorded within our Americas segment in the fourth quarter of 2022, which related to goodwill not deductible for tax purposes.
−Removed: Recently, intergovernmental entities such as the Organization for Economic Development ("OECD") and European Union ("EU") have proposed changes to the existing tax laws of member countries, including model rules introduced by the OECD for a new 15% global minimum tax.
−Removed: In December 2022, the EU member states agreed to incorporate the 15% global minimum tax into their respective domestic laws effective for fiscal years beginning on or after December 31, 2023.
−Removed: In addition, several non-EU countries, including Canada and the U.K., have proposed and/or adopted legislation consistent with the OECD global minimum tax framework.
−Removed: The global minimum tax, which is now effective in countries with enacted legislation, did not materially impact our financial or cash tax position in the twelve months ended December 31, 2024.
−Removed: We continue to evaluate the impact on future periods as previously-enacting countries issue related guidance and additional countries consider adoption of the global minimum tax rules.
+Added: Table of Content s
+Added: The income taxes paid (net of refunds) are as follows:
+Added: For the years ended
+Added: December 31, 2025 December 31, 2024 December 31, 2023
+Added: (In millions)
+Added: United States, federal $ 63.0 $ 163.5 $ 183.4
+Added: United States, state and local 22.4 20.3 22.3
+Added: Canada 9.3 * *
+Added: Croatia 12.0 * *
+Added: Other foreign
+Added: 24.7 43.3 39.1
+Added: Total net cash income taxes paid $ 131.4 $ 227.1 $ 244.8
+Added: *Represents income taxes paid to jurisdictions that do not meet the disaggregation threshold for that year.
+Added: The lower income taxes paid for the year ended December 31, 2025, compared to the prior year, is primarily due to the enactment of the OBBBA in the third quarter of 2025, which accelerated tax recovery for certain capital investments and research and development expenditures.
+Added: While the OBBBA did not materially affect our effective tax rate for the year ended December 31, 2025, it reduced our U.S.
+Added: federal cash tax payments by approximately $ 80 million.
Our foreign businesses operate in jurisdictions with statutory income tax rates that differ from the U.S.
federal statutory rate.
−Removed: Specifically, the statutory income tax rates in the countries in Europe in which we operate range from 9 % to 25.8 %, and Canada has a combined federal and provincial statutory income tax rate of approximately 26 %.
+Added: The statutory income tax rates in the countries in Europe in which we operate range from 9 % to 25.8 %.
+Added: In addition, Canada has a federal and provincial statutory income tax rate of approximately 15 % and 11 %, respectively.
December 31, 2025 December 31, 2024
20 unchanged sentences
Based on this analysis, we have determined that the valuation allowances recorded in each period presented are appropriate.
−Removed: The higher valuation allowance for the year ended December 31, 2024 related to the realization of a capital loss for U.S.
−Removed: federal tax purposes following the sale of certain of our U.S.
−Removed: craft businesses.
−Removed: We believe it is unlikely that the capital loss will be recognized, and as a result, a $ 20.0 million valuation allowance against the related deferred tax asset was recorded in the third quarter of 2024.
+Added: The higher valuation allowance for the year ended December 31, 2025, related to lower 2025 and future forecasted results, which resulted in a higher reserve for certain deferred tax assets that are now more likely than not to expire before they can be utilized.
+Added: Table of Content s
As of December 31, 2025, we have deferred tax assets for U.S.
16 unchanged sentences
Balance at beginning of year $ 58.5 $ 48.9 $ 39.3
−Removed: Additions for tax positions related to the current year 23.7 12.9 15.9
−Removed: Additions for tax positions of prior years 0.8 0.8 1.9
−Removed: Reductions for tax positions related to the current year ( 10.7 ) ( 2.0 ) —
−Removed: Reductions for tax positions of prior years ( 0.9 ) ( 1.7 ) —
+Added: Additions for current year tax positions 8.4 23.7 12.9
+Added: Additions for prior year tax positions 1.4 0.8 0.8
+Added: Reductions for current year tax positions ( 2.1 ) ( 10.7 ) ( 2.0 )
+Added: Reductions for prior year tax positions — ( 0.9 ) ( 1.7 )
Settlements — ( 0.9 ) —
9 unchanged sentences
If we were to prevail on all uncertain tax positions, the reversal of this accrual, inclusive of interest and penalties, would result in a benefit of $ 55.6 million.
−Removed: As of December 31, 2024, we do not anticipate material changes to our remaining unrecognized tax benefit position within the next 12 months.
We file income tax returns in most of the federal, state and provincial jurisdictions in the U.S., Canada and various countries in Europe.
2 unchanged sentences
Tax years through 2014 are closed for most European jurisdictions in which we operate, with statutes of limitations varying from 3 to 7 years for most jurisdictions.
+Added: Table of Content s
When cash is available after satisfying working capital needs and all other business obligations, we may distribute current earnings and the associated cash from a foreign subsidiary to its U.S.
10 unchanged sentences
We guarantee indebtedness and other obligations to banks and other third parties for some of our equity method investments and consolidated subsidiaries.
−Removed: As of December 31, 2024 and December 31, 2023, the consolidated balance sheets include liabilities related to these guarantees of $ 34.2 million and $ 36.9 million, respectively.
+Added: As of December 31, 2025 and December 31, 2024, the consolidated balance sheets included liabilities related to these guarantees of $ 15.8 million and $ 34.2 million, respectively.
See Note 3, "Investments" for further detail.
3 unchanged sentences
Our exposure related to the tax, civil and labor indemnity claims is capped at $ 68 million, with the indemnity limited to settlement amounts in excess of amounts disclosed for existing contingencies at the date of sale and reduced by any subsequent settlements including offsetting impacts of any favorable amounts.
−Removed: Related to the purchased tax credits, we settled a portion of our tax credit indemnity obligation during 2010.
−Removed: The maximum potential claims amount for the remainder of the purchased tax credits was $ 12.2 million as of December 31, 2024.
+Added: Related to the purchased tax credits, we settled a portion of our tax credit indemnity obligation during 2010 and the maximum potential claims amount for the remainder of the purchased tax credits was not material as of December 31, 2025.
Our estimates for a recorded liability consider a number of scenarios for the ultimate resolution of these issues, the probabilities of which are influenced not only by legal developments in Brazil but also by management's intentions with regard to various alternatives that could present themselves leading to the ultimate resolution of these issues.
10 unchanged sentences
Additionally, we have various long-term non-cancelable commitments for advertising, sponsorships and promotions, including marketing at sports arenas, stadiums and other venues and events.
+Added: Table of Content s
The future aggregate minimum required commitments under these purchase obligations are shown in the table below based on foreign exchange rates as of December 31, 2025.
10 unchanged sentences
Total $ 874.6 $ 626.6
−Removed: Total purchases under our long-term unconditional, non-cancellable supply and distribution contracts were approximately $ 0.4 billion, during each of the years ended December 31, 2024, 2023 and 2022.
+Added: Total purchases under our long-term unconditional, non-cancellable supply and distribution contracts were approximately $ 0.6 billion, $ 0.4 billion and $ 0.4 billion during the years ended December 31, 2025, 2024 and 2023, respectively.
Litigation, Other Disputes and Environmental
Related to litigation, other disputes and environmental issues, we had an aggregate accrued contingent liability of $ 41.6 million and $ 71.1 million as of December 31, 2025 and December 31, 2024, respectively.
−Removed: While we cannot predict the eventual aggregate cost for litigation, other disputes and environmental matters in which we are currently involved, we believe adequate reserves have been provided for losses that are probable and estimable.
−Removed: Additionally, as noted below, there are certain loss contingencies that we deem reasonably possible for which a range of loss is not estimable at this time;
−Removed: for all other matters, we believe that any reasonably possible losses in excess of the amounts accrued are immaterial to our consolidated financial statements.
+Added: While we cannot predict the eventual aggregate cost for litigation, other disputes and environmental matters in which we are currently involved, based on review with legal counsel, we believe adequate reserves have been provided for losses that are probable and estimable.
We are involved in other disputes and legal actions arising in the ordinary course of our business.
4 unchanged sentences
MCBC USA subsequently filed an answer and counterclaims against Stone Brewing Company.
−Removed: On May 31, 2018, Stone Brewing Company filed a motion to dismiss MCBC USA's counterclaims and for a preliminary injunction seeking to bar MCBC USA from continuing to use “STONE” on Keystone Light cans and related marketing materials.
−Removed: In March 2019, the court denied Stone Brewing Company’s motion for preliminary injunction and its motion to dismiss MCBC USA's counterclaims.
−Removed: The jury trial began on March 7, 2022.
−Removed: The jury returned a verdict in which it concluded that trademark infringement had occurred and awarded Stone Brewing Company $ 56.0 million in damages.
−Removed: The jury also found that no "willful" trademark infringement had occurred.
−Removed: The trial court subsequently denied Stone Brewing Company’s motion for permanent injunction, motion for disgorgement of profits and motion for treble damages.
−Removed: Judgment was entered on September 8, 2022.
−Removed: Both parties filed post-trial motions, including MCBC USA’s renewed motion for judgment as a matter of law or, in the alternative, a new trial and/or remittitur and Stone Brewing Company’s motion for partial new trial of equitable issues.
−Removed: The court denied both parties' post-trial motions on September 25, 2023.
−Removed: On October 24, 2023, MCBC USA filed a notice of appeal in the 9th Circuit Court of Appeals, oral argument was heard in November 2024, and on December 30, 2024, the 9th Circuit affirmed the judgment.
−Removed: As of December 31, 2024 and December 31, 2023, the Company had a recorded accrued liability of $ 60.6 million within accounts payable and other current liabilities and $ 58.5 million within other liabilities, respectively, on our consolidated balance sheets reflecting the best estimate of probable loss in this case based on the judgment plus associated post-judgment interest.
−Removed: On January 29, 2025, the Company paid $ 60.6 million in final resolution of this matter.
+Added: A jury trial began on March 7, 2022.
+Added: The jury concluded that trademark infringement had occurred and awarded Stone Brewing Company $ 56.0 million in damages.
+Added: On October 24, 2023, MCBC USA filed a notice of appeal in the 9th Circuit Court of Appeals and on December 30, 2024, the 9th Circuit affirmed the judgment.
+Added: As of December 31, 2024, our Company had recorded an accrued liability of $ 60.6 million within accounts payable and other current liabilities on our consolidated balance sheets and on January 29, 2025, our Company paid $ 60.6 million as final resolution of this matter.
Regulatory Contingencies
1 unchanged sentence
(collectively, the "Representative Owners") and BRI, operating under the name The Beer Store ("TBS") are parties to a Master Framework Agreement ("MFA") that dictates the terms of the beer distribution and retail systems in the Province of Ontario.
−Removed: In December 2023, the Province of Ontario notified the Representative Owners and TBS that it would not be renewing the MFA after the initial term expires on December 31, 2025.
+Added: In December 2023, the Province of Ontario notified the Representative Owners and TBS that it would not be renewing the MFA after its initial expiration date of December 31, 2025.
An Early Implementation Agreement ("EIA") was entered into on May 23, 2024, between the Province of Ontario, the Representative Owners and TBS concerning the intended features of the future marketplace for beer distribution and retail systems in the Province of Ontario.
−Removed: The EIA was effective July 18, 2024, with provisions continuing until December 31, 2030, except certain provisions which end December 31, 2025.
+Added: The EIA was effective July 18, 2024, with provisions continuing until December 31, 2030, except certain provisions which ended December 31, 2025.
TBS shall remain the primary distributor of beer to all retailers from the commencement date of the EIA to the end of the agreement, December 31, 2030.
−Removed: In summary, the EIA removed grocery store pack size restrictions on beer, wine, cider and ready-to-drink alcoholic beverages as of July 18, 2024, in addition to allowing for the expansion of licensed sale of beer, wine and ready-to-drink alcoholic beverages to all convenience stores which began on September 5, 2024 and all eligible grocery and big-box grocery stores which began on October 31, 2024.
−Removed: The Province of Ontario will provide financial support to TBS and the representative owners of up to CAD 225 million through reimbursement of costs incurred in connection with the early implementation and to TBS in connection with the operation of the agreed upon retail footprint through December 31, 2025.
−Removed: The EIA requires TBS to maintain at least 386 retail locations in Ontario to support recycling, cash and carry and to preserve employment through June 30, 2025.
−Removed: Subsequently, TBS has the right to close retail locations to reduce the number of retail locations to a minimum of 300 by December 31, 2025.
−Removed: From January 1, 2026, onward, TBS will have full discretion to maintain an adequate number of retail locations determined by TBS in its sole and absolute discretion.
−Removed: Due to the anticipated increased competition from grocery stores and convenience stores, TBS anticipates closing stores during the year ended December 31, 2025, in line with the allowable reduction under the EIA with future closures dependent on the evolution of the expanded retail marketplace.
−Removed: We continue to evaluate the impacts of the EIA and the expected future marketplace for beer distribution and retail systems in the Province of Ontario on our results of operations.
+Added: In summary, the EIA removed grocery store pack size restrictions on beer, wine, cider and RTDs as of July 18, 2024, in addition to allowing for the expansion of licensed sale of beer, wine and RTDs to all convenience stores which began on September 5, 2024 and all eligible grocery and big-box grocery stores which began on October 31, 2024.
+Added: Table of Content s
+Added: Under the EIA, the Province of Ontario provided CAD 225 million to TBS to financially support the operation of the agreed upon retail footprint during the interim period between the commencement date of the EIA and December 31, 2025.
+Added: The EIA required TBS to maintain at least 386 retail locations in Ontario to support recycling, cash and carry and to preserve employment through June 30, 2025 and to maintain a minimum of 300 stores from July 1, 2025 until December 31, 2025.
+Added: From January 1, 2026 onward, TBS has the sole and absolute discretion to maintain or close any retail location.
+Added: Due to the increased competition from grocery stores and convenience stores, TBS closed stores during the year ended December 31, 2025 and anticipates closing additional stores in the year ending December 31, 2026.
+Added: We continue to evaluate the impact of the new marketplace for beer distribution and retail systems in the Province of Ontario on our results of operations.
Environmental
6 unchanged sentences
We have environmental programs in Canada including organization, monitoring and verification, regulatory compliance, reporting, education and training and corrective action.
−Removed: In Canada, we sold a chemical specialties business in 1996.
−Removed: We are still responsible for certain aspects of environmental remediation, undertaken or planned, at those chemical specialties business locations.
−Removed: We have established provisions for the costs of these remediation programs.
In the U.S., we were previously notified that we are or may be a potentially responsible party ("PRP") under the Comprehensive Environmental Response, Compensation and Liability Act or similar state laws for the cleanup of sites where hazardous substances have allegedly been released into the environment.
8 unchanged sentences
We review these cost estimates in the assessment of our accrual related to this issue.
−Removed: Our expected liability is based on our best estimates available.
+Added: Our expected liability is based on the best estimates available.
Based on the assumptions utilized, the present value and gross amount of the costs as of December 31, 2025 are approximately $ 5 million and $ 6 million, respectively.
3 unchanged sentences
We cannot predict the amount of any such change, but additional accruals in the future are possible.
−Removed: In prior years, we were notified by the EPA and certain state environmental divisions that we are a PRP, along with other parties, at the East Rutherford and Berry's Creek sites in New Jersey and the Chamblee site in Georgia.
+Added: In prior years, we were notified by the EPA and certain state environmental divisions that we are a PRP, along with other parties, at certain sites in New Jersey, Georgia, and California.
Certain former non-beer business operations, which we discontinued use of and subsequently sold, were involved at these sites.
2 unchanged sentences
There may also be other contamination of which we are currently unaware.
−Removed: We are subject to the requirements of governmental and local environmental and occupational health and safety laws and regulations within each of the countries in which we operate.
−Removed: Compliance with these laws and regulations did not materially affect our 2024 capital expenditures, results of operations or our financial or competitive position, and we do not currently anticipate that they will do so in 2025.
+Added: Table of Content s
Stockholders' Equity
3 unchanged sentences
Class A Class B Class A Class B
−Removed: (Share amounts in millions)
+Added: (Shares in millions)
Balance as of December 31, 2022 2.6 200.0 2.7 11.0
27 unchanged sentences
Therefore, a portion of our authorized and unissued Class A and Class B common shares are reserved to meet exchange requirements.
+Added: Table of Content s
Share Repurchase Program
−Removed: On September 29, 2023, our Board approved a new share repurchase program authorizing the repurchase of up to an aggregate of $ 2.0 billion of our Company's Class B common stock excluding brokerage commissions and excise taxes, with an expected program term of five years .
+Added: On September 29, 2023, our Board approved a share repurchase program authorizing the repurchase of up to an aggregate of $ 2.0 billion of our Class B common stock excluding brokerage commissions and excise taxes, with an expected program term of five years .
This repurchase program replaces and supersedes any repurchase program previously approved by our Board, including the program approved during the first quarter of 2022.
−Removed: The number, price, structure and timing of the repurchases under the program, if any, will be at our sole discretion and future repurchases will be evaluated by us depending on market conditions, liquidity needs, restrictions under our debt arrangements and other factors.
−Removed: Share repurchases may be made in the open market, in structured transactions, or in privately negotiated transactions.
−Removed: The repurchase authorization does not oblige us to acquire any particular amount of our Company's Class B common stock.
+Added: The number, price, structure and timing of the repurchases under the program, if any, will be at our sole discretion and future repurchases will be evaluated by us depending on market conditions, liquidity needs, restrictions under our debt agreements and other factors.
+Added: Share repurchases may be made on the open market, in structured transactions, or in privately negotiated transactions.
+Added: The repurchase authorization does not oblige us to acquire any particular amount of our Class B common stock.
The Board may suspend, modify or terminate the repurchase program at any time without prior notice.
4 unchanged sentences
Aggregate cost (in millions) $ 658.1 $ 645.2 $ 212.7
+Added: On February 9, 2026, our Board approved an increase to the existing Class B common stock repurchase program by $ 2.0 billion, for an aggregate authorization of up to $ 4.0 billion, and an extension of the duration of the Class B common stock repurchase program to December 31, 2031.
+Added: Including this increase, approximately $ 2.6 billion remains available for repurchase under the Class B common stock repurchase program as of December 31, 2025.
Accumulated Other Comprehensive Income (Loss)
21 unchanged sentences
Foreign currency translation adjustments ( 339.9 ) — — — ( 339.9 )
−Removed: Cumulative translation adjustment reclassified from other comprehensive income (loss) (2)
+Added: Cumulative translation adjustment reclassified from noncontrolling interest to accumulated other comprehensive income (loss) (2)
( 3.5 ) — — — ( 3.5 )
Gain (loss) recognized on net investment hedges 54.6 — — — 54.6
+Added: Table of Content s
Unrealized gain (loss) recognized on derivative instruments — 70.6 — — 70.6
2 unchanged sentences
Pension and other postretirement activity reclassified from other comprehensive income (loss) (3)
+Added: — — 24.3 — 24.3
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss) — — — ( 0.5 ) ( 0.5 )
2 unchanged sentences
Foreign currency translation adjustments 369.3 — — — 369.3
−Removed: Cumulative translation adjustment reclassified from noncontrolling interest to accumulated other comprehensive income (loss) (3)
−Removed: ( 3.5 ) — — — ( 3.5 )
Gain (loss) recognized on net investment hedges ( 110.8 ) — — — ( 110.8 )
2 unchanged sentences
Net change in pension and other postretirement benefit assets and liabilities recognized in other comprehensive income (loss) — — 29.0 — 29.0
−Removed: — — ( 10.1 ) — ( 10.1 )
Pension and other postretirement activity reclassified from other comprehensive income (loss) — — ( 7.6 ) — ( 7.6 )
−Removed: — — 24.3 — 24.3
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss) — — — 1.6 1.6
1 unchanged sentence
As of December 31, 2025 $ ( 797.6 ) $ 68.2 $ ( 326.8 ) $ ( 15.4 ) $ ( 1,071.6 )
−Removed: (1) As a result of the completion of the sale of our non-operating India entity during the year ended December 31, 2022, the associated cumulative foreign currency translation adjustments were reclassified from AOCI and recognized within other operating income (expense), net.
(1) As a result of the sale of our interest in Truss, the associated cumulative foreign currency translation adjustment was reclassified from AOCI.
6 unchanged sentences
(3) This is inclusive of a settlement loss of $ 34.0 million recorded as a result of the purchase of annuity contracts for two of our Canadian pension plans which transferred pension plan liabilities, along with the associated administration of benefits, to an insurance company using the plan's respective pension plan assets during the third quarter of 2024.
−Removed: See further discussion of this transaction in Note 11.
−Removed: "Employee Retirement P lans and Postretirement Ben efits ."
−Removed: We have significant levels of net assets denominated in currencies other than USD due to our operations in foreign countries, and therefore we recognize OCI gains and/or losses when those items are translated to USD.
+Added: We have significant levels of net assets denominated in currencies other than the USD due to our operations in foreign countries, and therefore, we recognize OCI gains and/or losses when those items are translated, at the spot rate, to USD.
+Added: The foreign currency translation adjustment gains during 2025 were primarily due to the strengthening of the CAD and certain other currencies of our Europe operations versus the USD.
The foreign currency translation adjustment losses during 2024 were primarily due to the weakening of the CAD and certain currencies of our Europe operations versus the USD.
The foreign currency translation adjustment gains during 2023 were primarily due to the strengthening of the CAD, GBP, EUR and certain other currencies of our Europe operations versus the USD.
−Removed: The foreign currency translation adjustment losses during 2022 were primarily due to the weakening of the CAD, GBP, EUR and certain other currencies of our Europe operations versus the USD.
+Added: Table of Content s
Reclassifications from AOCI
26 unchanged sentences
RSU awards are issued based upon the market value equal to the price of our Class B common stock at the date of grant and generally vest over a period of three years .
−Removed: During the years ended December 31, 2024, 2023 and 2022, we granted 0.4 million, 0.5 million and 0.5 million RSUs, respectively, with a weighted-average market value of $ 61.89 , $ 54.97 and $ 52.05 each, respectively.
+Added: During the years ended December 31, 2025, 2024 and 2023, we granted 0.5 million, 0.4 million and 0.5 million RSUs, respectively, each with a weighted-average market value of $ 58.00 , $ 61.89 and $ 54.97 , respectively.
Prior to vesting, RSUs have no voting rights but participate in dividends.
4 unchanged sentences
During the years ended December 31, 2025, 2024 and 2023, we granted a small number of DSUs.
+Added: Table of Content s
PSU awards are granted with a target value established at the date of grant and vest upon completion of a service requirement.
1 unchanged sentence
PSU compensation expense is based on fair values assigned to the market and performance metrics upon grant.
−Removed: For the PSUs granted in 2022 and 2023, the market metric is based upon a Monte Carlo model, with the market metric remaining constant throughout the vesting period of three years while the performance metric is based upon the market value equal to the price of our stock at the date of grant, varying based on a multiplier tied to projected performance metric attainment.
+Added: For the PSUs granted in 2023, the market metric is based upon a Monte Carlo model, with the market metric remaining constant throughout the vesting period of three years while the performance metric is based upon the market value equal to the price of our stock at the date of grant, varying based on a multiplier tied to projected performance metric attainment.
Beginning in 2024, we granted PSU awards that had a performance metric with a market metric modifier, for which a fair value was assigned for the award upon grant utilizing a Monte Carlo model and total expense is based on the projected performance metric attainment.
4 unchanged sentences
During the years ended December 31, 2025, 2024 and 2023, we granted 0.9 million, 0.8 million and 0.2 million options, respectively, each with a weighted-average fair value of $ 15.15 , $ 16.13 and $ 13.38 , respectively.
−Removed: Beginning with awards granted in 2020, RSU and PSU awards entitle participants to receive dividends earned during the vesting period, subject to the performance, vesting and other conditions, including forfeiture, applicable to the respective awards.
−Removed: The following table presents the pre-tax and after-tax share-based compensation expense.
+Added: RSU and PSU awards entitle participants to receive dividends earned during the vesting period, subject to the performance, vesting and other conditions, including forfeiture, applicable to the respective awards.
+Added: The following table presents the pretax and after tax share-based compensation expense.
For the years ended
1 unchanged sentence
(In millions)
−Removed: Pre-tax share-based compensation expense $ 43.1 $ 44.9 $ 33.6
+Added: Pretax share-based compensation expense $ 35.0 $ 43.1 $ 44.9
Tax benefit ( 5.2 ) ( 8.5 ) ( 7.8 )
15 unchanged sentences
The total intrinsic values of RSUs and DSUs vested during the years ended December 31, 2025, 2024 and 2023 were $ 24.9 million, $ 26.2 million and $ 22.0 million, respectively.
+Added: Table of Content s
The following table presents the activity for stock options.
8 unchanged sentences
Forfeited ( 0.2 ) $ 59.48
+Added: Expired ( 0.1 ) $ 75.97
Outstanding as of December 31, 2025 2.7 $ 59.07 6.5 $ 0.3
20 unchanged sentences
The expected term of stock options is estimated based upon observations of historical employee option exercise patterns and trends of those employees granted options in the respective year.
−Removed: The fair values of each PSU granted during the year ended December 31, 2024 and the fair value of the market metric for each PSU granted during the years ended December 31, 2023 and 2022 were determined on the date of grant using a Monte Carlo model to simulate total stockholder return for MCBC and peer companies with the following weighted-average assumptions.
+Added: Table of Content s
+Added: The fair values of each PSU granted during the years ended December 31, 2025 and December 31, 2024 and the fair value of the market metric for each PSU granted during the year ended December 31, 2023, were determined on the date of grant using a Monte Carlo model to simulate total stockholder return for MCBC and peer companies with the following weighted-average assumptions.
For the years ended
10 unchanged sentences
Expected volatility is based on historical volatility of our stock as well as the stock of our peer firms, as shown within the volatility range above, for a period from the grant date consistent with the expected term.
+Added: Beginning with the PSU awards granted in 2024, the peer group has been expanded to all companies in the S&P 500.
The expected term of PSUs is calculated based on the grant date to the end of the performance period.
1 unchanged sentence
Other Operating Income (Expense), net
−Removed: We have recorded incurred charges or realized benefits that we believe are significant to our current operating results warranting separate classification in other operating income (expense), net.
+Added: We have recorded incurred charges or realized benefits that we believe are significant to our current operating results warranting separate classification in other operating income (expense), net within our consolidated statements of operations.
For the years ended
8 unchanged sentences
Other operating income (expense), net $ ( 335.3 ) $ ( 65.4 ) $ ( 162.7 )
+Added: (1) On October 20, 2025, we announced an Americas Restructuring Plan designed to create a leaner, more agile Americas segment while advancing our ability to reinvest in the business and position us for future growth.
+Added: The plan resulted in charges of $ 28.7 million, primarily related to severance payments and post-employment benefits, recorded to other operating income (expense), net in our consolidated statements of operations during the year ended December 31, 2025.
During the year ended December 31, 2024, we made the decision to wind down or sell certain of our U.S.
−Removed: craft businesses and related facilities and recorded employee-related and asset abandonment charges, including accelerated depreciation in excess of normal depreciation of $ 93.6 million.
−Removed: In addition, we recognized a loss of $ 41.2 million related to the disposal of the sold businesses.
−Removed: We expect to continue to incur incremental restructuring charges during the first quarter of 2025 through completion of wind down and closure of certain remaining U.S.
−Removed: craft facilities.
−Removed: Remaining charges are estimated to total approximately $ 15 million to $ 20 million, consisting primarily of accelerated depreciation.
−Removed: (2) During the year ended December 31, 2023, we recognized a partial impairment charge of $ 160.7 million to our indefinite-lived intangible asset related to the Staropramen family of brands within our EMEA&APAC segment.
−Removed: The indefinite-lived intangible asset was measured at fair value primarily using a market approach with Level 3 inputs.
−Removed: During the year ended December 31, 2022, we identified a triggering event related to the former Truss joint venture asset group within our Americas segment and recognized an impairment loss of $ 28.6 million, of which $ 12.1 million was attributable to the noncontrolling interest.
−Removed: The asset group was measured at fair value primarily using a market approach with Level 3 inputs.
+Added: craft businesses and related facilities and recorded employee-related and asset abandonment charges, including accelerated depreciation in excess of normal depreciation.
+Added: We recorded accelerated depreciation in excess of normal depreciation of $ 17.9 million and $ 93.6 million during the years ended December 31, 2025 and December 31, 2024, respectively.
+Added: In addition, during the year ended December 31, 2024, we recognized a loss of $ 41.2 million related to the disposal of the sold businesses.
+Added: Restructuring charges related to these actions are complete.
+Added: (2) During the years ended December 31, 2025 and December 31, 2023, we recognized partial impairment charges of $ 198.6 million and $ 160.7 million, respectively, related to the Staropramen family of brands indefinite-lived intangible asset in our EMEA&APAC segment.
+Added: Also, during the year ended December 31, 2025, we recognized a full impairment charge of $ 75.3 million related to the Blue Run Spirits definite-lived intangible asset in our Americas segment.
+Added: See Note 6 , " Goodwill and Intang ible Asset s" for further discussion related to the intangible asset impairments that occurred during the year ended December 31, 2025.
+Added: Table of Content s
(3) During the year ended December 31, 2024, we further increased our investment in ZOA resulting in consolidation and recognized a gain of $ 77.9 million representing the difference between the fair value and the carrying value of our previously held equity interest on the acquisition date.
−Removed: During the third quarter of 2023, we sold our 57.5 % controlling interest in Truss in Canada to Tilray Brands and recognized a loss of $ 11.1 million upon deconsolidation of the business.
+Added: During the year ended December 31, 2023, we sold our 57.5 % controlling interest in Truss in Canada to Tilray Brands and recognized a loss of $ 11.1 million upon the deconsolidation of the business.
+Added: The below table presents a rollforward of the Americas Restructuring Plan accrued restructuring balance related to employee-related charges.
+Added: (In millions)
+Added: Balance as of December 31, 2024
+Added: Charges incurred and changes in estimates 28.5
+Added: Payments made ( 0.2 )
+Added: Balance as of December 31, 2025
Segment Reporting
Our reporting segments are based on the key geographic regions in which we operate and include the Americas and EMEA&APAC segments.
−Removed: Our Americas segment operates in the U.S., Canada and various countries in Latin America and our EMEA&APAC segment operates in Bulgaria, Croatia, Czech Republic, Hungary, Montenegro, the Republic of Ireland, Romania, Serbia, the U.K., various other European countries and certain countries within the Middle East, Africa and Asia Pacific.
−Removed: We also have certain activity that is not allocated to our segments, which has been reflected as Unallocated below.
−Removed: The Company’s CODM who reviews our two reporting segments is the President and Chief Executive Officer.
+Added: Our Americas segment operates in the U.S., Canada and various countries in Latin America and our EMEA&APAC segment operates in Bulgaria, Croatia, Czech Republic, Hungary, Montenegro, the Republic of Ireland, Romania, Serbia, the U.K., various other European countries and certain countries within the Middle East, Africa and Asia Pacific regions.
+Added: Our Company’s Chief Operating Decision Maker ("CODM") who reviews our two reporting segments is the President and Chief Executive Officer.
The primary measure of profitability is income (loss) before income taxes.
2 unchanged sentences
Reporting Segments
−Removed: The Americas segment consists of our production, marketing and sales of our owned brands and partner brands in the U.S., Canada and various countries in Latin America.
−Removed: We have contract brewing agreements to brew, package, market, distribute and/or sell certain products in the Americas as well as joint venture arrangements in Canada to distribute and sell beer in Ontario and the western provinces of Canada.
−Removed: The EMEA&APAC segment consists of our production, marketing and sales of our owned brands and partner brands in the U.K., Central Europe and various other European countries, along with certain countries within the Middle East, Africa and Asia Pacific.
+Added: Our Americas segment consists of the production, importing, marketing, distribution and sales of our owned brands, partner brands and licensed brands in the U.S., Canada and various countries in Latin America.
+Added: We have agreements to brew, import, package, market, promote, distribute and/or sell certain products in the Americas as well as joint venture arrangements in Canada to distribute beer in Ontario and the western provinces of Canada.
+Added: Our EMEA&APAC segment consists of the production, marketing and sales of our owned brands, partner brands and licensed brands in the U.K., Central Europe and various other European countries, along with certain countries within the Middle East, Africa and Asia Pacific regions.
The EMEA&APAC segment includes the sale of factored brands in the U.K.
1 unchanged sentence
We also have certain activity that is not allocated to our segments, which has been reflected as Unallocated below.
−Removed: Specifically, Unallocated primarily includes certain financing-related activities such as interest expense and interest income, foreign exchange gains and losses on intercompany balances as well as realized and unrealized changes in fair value on derivative instruments not designated in hedging relationships related to financing and other treasury-related activities.
+Added: Specifically, Unallocated primarily includes certain financing-related activities such as interest expense and interest income, as well as foreign exchange gains and losses on intercompany balances.
Unallocated activity also includes the unrealized changes in fair value on our commodity swaps not designated in hedging relationships recorded within cost of goods sold, which are later reclassified when realized to the segment in which the underlying exposure resides.
−Removed: Additionally, only the service cost component of net periodic pension and OPEB cost is reported within each operating segment and all other components remain in Unallocated.
+Added: Additionally, only the service cost component of net periodic pension and OPEB cost is reported within each operating segment.
+Added: Meanwhile, all other components remain in Unallocated.
Summarized Financial Information
No single customer accounted for more than 10% of our consolidated net sales for the years ended December 31, 2025, 2024 or 2023.
+Added: Table of Content s
Consolidated net sales represent sales to third-party external customers less excise taxes.
8 unchanged sentences
General and administrative expenses ( 959.2 ) ( 354.2 ) — — ( 1,313.4 )
+Added: Goodwill impairment ( 3,645.7 ) — — — ( 3,645.7 )
Other operating income (expense), net ( 125.0 ) ( 210.3 ) — — ( 335.3 )
27 unchanged sentences
Net income (loss) attributable to MCBC $ 1,122.4
+Added: Table of Content s
Year ended December 31, 2023
5 unchanged sentences
General and administrative expenses ( 1,049.7 ) ( 356.8 ) — — ( 1,406.5 )
−Removed: Goodwill impairment ( 845.0 ) — — — ( 845.0 )
Other operating income (expense), net 1.9 ( 164.6 ) — — ( 162.7 )
10 unchanged sentences
(1) Other segment items include other pension and postretirement benefit (cost), net and other non-operating income (expense), net.
−Removed: The following table presents total assets and select cash flow information by segment.
−Removed: Assets Depreciation and amortization Capital expenditures
−Removed: As of December 31, For the years ended December 31, For the years ended December 31,
−Removed: 2024 2023 2024 2023 2022 2024 2023 2022
+Added: The following table presents total assets by segment as of December 31, 2025 and December 31, 2024:
+Added: December 31, 2025 December 31, 2024
(In millions)
2 unchanged sentences
Consolidated $ 22,738.4 $ 26,064.3
+Added: The following table presents total property, plant and equipment depreciation and intangible asset amortization as well as total capital expenditures by segment for the years ended December 31, 2025, 2024 and 2023:
+Added: For the years ended
+Added: December 31, 2025 December 31, 2024 December 31, 2023
+Added: Depreciation and amortization
+Added: Americas $ 525.6 $ 592.9 $ 514.4
+Added: EMEA&APAC 185.7 166.5 168.4
+Added: Consolidated $ 711.3 $ 759.4 $ 682.8
+Added: Capital expenditures
+Added: Americas $ 521.7 $ 487.9 $ 525.8
+Added: EMEA&APAC 194.9 186.2 145.7
+Added: Consolidated $ 716.6 $ 674.1 $ 671.5
+Added: Table of Content s
The following table presents net sales by geography based on the location of the customer:
26 unchanged sentences
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.