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RELATED PARTY TRANSACTIONS
 3 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS RELATED PARTY TRANSACTIONS
Transactions with Pepsi
As further described in Note 12. Mezzanine Equity, on August 1, 2022, the Company issued approximately 1.5 million shares of non-voting Series A Preferred Stock to Pepsi. The shares accounted for approximately 8.5% of the Company’s outstanding common stock on the date of issuance, on an if-converted method. The purchase agreement pursuant to which Pepsi acquired the Series A Preferred Stock (the "Purchase Agreement") grants Pepsi the right to designate a nominee for election to the Company’s Board of Directors (the "Board"), provided that Pepsi meets certain ownership requirements. In 2022, a Pepsi executive was designated by Pepsi and elected to the Board.
Based on Pepsi’s contractual representation rights for a seat on the Company’s Board, the Company concluded that Pepsi is a related party. The following transactions were recognized in the Company’s financial statements:
•Revenue from Pepsi amounted to $210.5 million and $156.5 million for the three months ended March 31, 2024 and 2023, respectively.
•Estimated accrued promotional allowance related to Pepsi was $75.8 million and $51.8 million at March 31, 2024 and December 31, 2023, respectively.
•Accounts receivable due from Pepsi on March 31, 2024 and December 31, 2023, were $141.3 million and $130.4 million, respectively.
•For the three months ended March 31, 2024 and March 31, 2023, the Company purchased Company-branded coolers from Grayhawk Leasing, LLC, a wholly owned subsidiary of Pepsi, amounting to $3.5 million and $1.5 million, respectively.
•Pepsi provided the Company $227.8 million in cash under the Transition Agreement in 2022. This amount was used for settling termination fees with former distributors; any excess cash was contractually restricted and due back to Pepsi. During 2023, $38.3 million of such funds were refunded to Pepsi. As of December 31, 2023, there was no refund liability owed to Pepsi.
•The Company had deferred revenues (a contract liability) of approximately $174.3 million as of March 31, 2024, of which $164.8 million was classified as Deferred revenue-non-current, and $9.5 million was classified as Deferred revenue-current. This is net of the $2.4 million of related revenue recognized for the three months ended March 31, 2024. As of December 31, 2023, the Company recorded deferred revenues of approximately $176.7 million, of which $167.2 million was classified as Deferred revenue-non-current, and $9.5 million was classified as Deferred revenue-current. This is net of $9.5 million of revenue recognized in 2023. The deferred revenues will continue to be recognized ratably over the twenty-year agreement term.
•The Company issued Series A Preferred Stock with a fair value of $832.5 million for an issuance price of $550.0 million on August 1, 2022. The excess of the fair value over the issuance proceeds, amounting to $282.5 million, was recorded as deferred other costs in the accompanying consolidated balance sheets. See Note 12. Mezzanine Equity for more information. As of March 31, 2024 unamortized deferred other costs of $14.1 million and $244.8 million, were recorded in deferred other costs-current and deferred other costs-non-current, respectively in the consolidated balance sheets. As of December 31, 2023 unamortized deferred other costs of $14.1 million and $248.3 million were recorded as deferred other costs-current and deferred other costs-non-current, respectively in the consolidated balance sheets. Amortization of deferred other costs for each of the three months ended March 31, 2024 and March 31, 2023 was $3.5 million. This was recorded as an offset to revenue. Costs are amortized over 20 years, which is the life of the agreement.
See Note 1. Organization and Description of Business, Note 2. Basis of Presentation and Summary of Significant Accounting Policies, Note 4. Revenue, Note 10. Accounts Payable and Accrued Expenses, and Note 12. Mezzanine Equity for more information.
Related Party Leases
The Company’s office space is leased from a company affiliated with CD Financial, LLC, which is owned by certain of the Company's principal stockholders. The leases extend until June 2027 with an option to terminate in December 2024 and a combined monthly rent of $48 thousand. The associated lease liability as of March 31, 2024 and December 31, 2023 was $0.4 million and $0.5 million, respectively.