EX-99.2

Exhibit 99.2

Rockstar Energy Drink Assets in the United States and Canada

Interim Abbreviated Financial Statements

As of June 14, 2025 and December 28, 2024 and

for the 24 weeks ended June 14, 2025 and June 15, 2024

Table of Contents



	Page No.

Statement of Revenue and Direct Expenses		2

Statement of Assets Acquired		3

Notes to Interim Abbreviated Financial Statements

Note 1 – Basis of Presentation		4

Note 2 – Significant Accounting Policies		5

Note 3 – Indefinite-Lived Intangible Asset		7

Note 4 – Related Party Transactions		7

Note 5 – Subsequent Events		8

Statement of Revenue and Direct Expenses

Rockstar Energy Drink Assets in the United States and Canada

For the 24 weeks ended June 14, 2025 and June 15, 2024

(in millions, unaudited)


	24 Weeks Ended
	6/14/2025			6/15/2024
Net Revenue	$	172		$	182
Direct Expenses:
Cost of sales		93			92
Selling, general and administrative expenses		41			56
Impairment of intangible asset		1,529			—

Net Revenue less Direct Expenses	$	(1,491	)	$	34

See accompanying notes to the interim abbreviated financial statements.

Statement of Assets Acquired

Rockstar Energy Drink Assets in the United States and Canada

June 14, 2025 and December 28, 2024

(in millions)


	(Unaudited)
	6/14/2025			12/28/2024
ASSETS ACQUIRED
Current Assets
Inventories:
Raw materials and packaging	$	6		$	5
Finished goods		2			6

Total Current Assets		8			11

Property, plant and equipment		15			15
Accumulated depreciation		(8	)		(8	)

Property, Plant and Equipment, net		7			7
Indefinite-Lived Intangible Asset		547			2,076

Total Assets Acquired	$	562		$	2,094

See accompanying notes to the interim abbreviated financial statements.

Notes to Interim Abbreviated Financial Statements

Note 1 — Basis of Presentation

Background

On August 28, 2025, PepsiCo, Inc. (PepsiCo or Parent) entered into a transaction agreement (Agreement) with Celsius Holdings, Inc. (Celsius), pursuant to which Celsius acquired, as of the same date, certain Rockstar energy drink assets in the United States (U.S.) and Canada (Rockstar), comprised of the Rockstar brand, inventories at third-party manufacturing sites, equipment at third-party manufacturing sites and Rockstar-branded coolers. Prior to the closing of the transaction on August 28, 2025, PepsiCo and certain of its subsidiaries, through its or their operations, contract manufacturers and other third parties, either independently or in conjunction with third parties, made, marketed, distributed and sold Rockstar energy drink finished goods in the U.S. and Canada. After the closing of the transaction, PepsiCo will continue to distribute Rockstar in most distribution channels in the U.S. and Canada as part of the Agreement.

Basis of Presentation

The accompanying unaudited interim abbreviated financial statements (Financial Statements) have been prepared to be included in a Securities and Exchange Commission form to be filed by Celsius, in accordance with the requirements for abbreviated financial statements set forth in Rule 3-05(e) of Regulation S-X. These Financial Statements have been prepared on the accrual basis of accounting.

The Statement of Assets Acquired includes only the Rockstar assets acquired by Celsius pursuant to the Agreement. Outside of brand, inventories at third-party manufacturing sites, equipment at third-party manufacturing sites and Rockstar-branded coolers, no other assets were acquired by Celsius; no liabilities were assumed by Celsius.

The Statement of Revenue and Direct Expenses presents only direct revenues and expenses attributable to Rockstar, including a reasonable allocation of certain direct expenses as these expenses were not previously recorded or monitored in an isolated manner. For the U.S., revenue and direct expenses encompass manufacturing and marketing Rockstar finished goods, as well as selling to the direct-store-delivery distribution function of PBNA in both U.S. and Canada, PepsiCo franchise bottlers, third-party customers served through customer warehouses and club and e-commerce channel customers. For Canada, revenue and direct expenses encompass manufacturing and marketing Rockstar finished goods in Canada, as well as distributing and selling those finished goods to all third-party customers including those served through direct-store-delivery.

It is impracticable to prepare complete financial statements related to Rockstar, as Rockstar was not a separate legal entity and was never operated as a stand-alone business, operating segment, division or subsidiary by PepsiCo. PepsiCo has never prepared full stand-alone or full carve-out financial statements for Rockstar and has never maintained distinct and separate accounts necessary to prepare such financial statements. As such, these Financial Statements, prepared in accordance with Rule 3-05(e) of Regulation S-X, are based on the Agreement and are not intended to be a complete presentation of the financial condition and results of operations of Rockstar in conformity with U.S. Generally Accepted Accounting Principles (GAAP).

Historically, Rockstar has operated and reported its results as part of the PepsiCo Beverages North America (PBNA) segment of PepsiCo. The Financial Statements are derived from the historical accounting records of PBNA, which are maintained in accordance with GAAP. The Financial Statements are not necessarily indicative of the results of operations that would have occurred or may occur in the future if Rockstar had been a stand-alone business, operating segment, division or subsidiary, due to the omission of certain operating expenses as described below. Certain expenses, such as corporate and administrative, are not tracked or monitored in a manner that would enable the development of full financial statements. These costs include, but are not limited to, interest income or expense and income

taxes, as well as general overhead costs, such as costs related to corporate human resources, accounting, legal and other administrative services. As such, only costs directly related to the revenue-generating activities of Rockstar are included in these Financial Statements as permitted by Rule 3-05 of Regulation S-X.

In addition, because Rockstar historically has been managed as part of the operations of PepsiCo, information about Rockstar’s operating, investing and financing cash flows is not available. Therefore, statements of cash flows are not presented in these Financial Statements.

Furthermore, the preparation of the Financial Statements required management to make certain estimates and assumptions that affect reported amounts of assets, revenues and expenses. Estimates used in preparing these Financial Statements include, among other items, sales incentives costs and valuation of the intangible asset. As future events and their effect cannot be determined with precision, actual results could differ significantly from those estimates.

Raw materials, direct labor and plant overhead, as well as purchasing and receiving costs, costs directly related to production planning, inspection costs and raw materials handling facilities, are included in cost of sales. The costs of moving, storing and delivering finished product are included in selling, general and administrative expenses.

Rockstar’s results are reported on a weekly calendar basis and its interim periods ended June 14, 2025 and June 15, 2024 each consisted of 24 weeks. When used in this report, the term “we” means Rockstar. Tabular dollars are presented in millions.

Note 2 — Significant Accounting Policies

Revenue Recognition

Rockstar recognizes revenue when the performance obligation is satisfied. Rockstar’s primary performance obligation (the sales and distribution of beverage products) is satisfied upon delivery of products to customers, which is also when control is transferred. In addition, Rockstar excludes from net revenue all sales, use, value-added and certain excise taxes assessed by government authorities on revenue producing transactions.

In the U.S., revenue reflects sales to the direct-store-delivery distribution function of PBNA in both U.S. and Canada, PepsiCo franchise bottlers, third-party customers served through customer warehouses and club and e-commerce channel customers. Net revenue in the U.S. was $148 million and $159 million for the 24 weeks ended June 14, 2025 and June 15, 2024, respectively. For Canada, revenue reflects sales of finished goods manufactured in Canada to all third-party customers including those served through direct-store-delivery as there is no intracompany transaction reflecting sales of finished goods to the distribution function. Net revenue in Canada was $24 million and $23 million for the 24 weeks ended June 14, 2025 and June 15, 2024, respectively. The transfer of control of products to customers is typically based on written sales terms that generally do not allow for a right of return, except in the instance of a product recall or other limited circumstances that may allow for product returns.

Products are sold for cash or on credit terms. Credit terms, which are established in accordance with local and industry practices, typically require payment generally within 30 days of delivery and may allow discounts for early payment.

Total Marketplace Spending

Rockstar offers sales incentives and discounts through various programs to customers and consumers. Total marketplace spending includes sales incentives, discounts, advertising and other marketing activities. Sales incentives and discounts are primarily accounted for as a reduction of revenue and include payments to customers for performing activities on Rockstar’s behalf, such as payments for in-store

displays, payments to gain distribution of new products, payments for shelf space and discounts to promote lower retail prices. Sales incentives and discounts also include support provided to the direct-store-delivery distribution function of PBNA and PepsiCo franchise bottlers through funding of advertising and other marketing activities.

A number of sales incentives, such as bottler funding and customer volume rebates, are based on annual targets, and accruals are established during the year, as products are delivered, for the expected payout, which may occur after year end once reconciled and settled. These accruals are based on contract terms and historical experience with similar programs and require management judgment with respect to estimating customer and consumer participation and performance levels. Differences between estimated expense and actual incentive costs are normally insignificant and are recognized in earnings in the period such differences are determined. In addition, certain advertising and marketing costs are also based on annual targets and recognized during the year as incurred.

For interim reporting, the policy is to allocate forecasted full-year sales incentives to each of the interim reporting periods in the same year that benefits from the programs. The allocation methodology is based on forecasted sales incentives for the full year and the proportion of each interim period’s actual volume to forecasted annual volume. Based on a review of the forecasts at each interim period, any changes in estimates and the related allocation of sales incentives are recognized beginning in the interim period that they are identified. In addition, a similar allocation methodology for interim reporting purposes is applicable for certain advertising and other marketing activities.

Advertising and other marketing activities are reported as selling, general and administrative expenses and were $15 million and $27 million for the 24 weeks ended June 14, 2025 and June 15, 2024, respectively.

Selling and Distribution Costs

Selling and distribution costs, including the costs of shipping and handling and warehousing activities, are reported as selling, general and administrative expenses and were $22 million and $24 million for the 24 weeks ended June 14, 2025 and June 15, 2024, respectively.

Indefinite-Lived Intangible Asset

An indefinite-lived intangible asset is not amortized and is assessed for impairment at least annually, using either a qualitative or quantitative approach. This annual assessment is performed during the third quarter, or more frequently if circumstances indicate that the carrying value may not be recoverable. Where we use the qualitative assessment, first we determine if, based on qualitative factors, it is more likely than not that an impairment exists. Factors considered include macroeconomic conditions (including those related to volatile geopolitical conditions and a high interest rate and inflationary cost environment), industry and competitive conditions, legal and regulatory environment, historical financial performance and significant changes in the brand. If the qualitative assessment indicates that it is more likely than not that an impairment exists, then a quantitative assessment is performed.

In the quantitative assessment for an indefinite-lived intangible asset, an assessment is performed to determine the fair value of the indefinite-lived intangible asset. Estimated fair value is determined using discounted cash flows and requires an analysis of several estimates including future cash flows or income consistent with management’s strategic business plans, annual sales growth rates, perpetuity growth assumptions and the selection of assumptions underlying a discount rate (weighted-average cost of capital) based on market data available at the time. Significant management judgment is necessary to estimate the impact of competitive operating, macroeconomic and other factors (including those related to volatile geopolitical conditions and a high interest rate and inflationary cost environment) to estimate future levels of sales, operating profit or cash flows. All assumptions used in the impairment evaluations, such as forecasted growth rates (including perpetuity growth assumptions) and weighted-average cost of capital, are based on the best available market information and are consistent with internal forecasts and operating plans. A deterioration in these assumptions could adversely impact results.

See Note 3 for further information.

Property, Plant and Equipment

Property, plant and equipment is recorded at historical cost. Depreciation is recognized on a straight-line basis over an asset’s estimated useful life. Property, plant and equipment recognized in the Financial Statements relates exclusively to Rockstar operations and Rockstar is the sole user of the assets. The property, plant and equipment consist entirely of machinery and equipment with a useful life of 7-15 years. Depreciation expense was $1 million for each of the 24 weeks ended June 14, 2025 and June 15, 2024. Depreciation expense is reported within cost of sales and selling, general and administrative expenses in the Statement of Revenue and Direct Expenses.

Inventories

Inventories are valued at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method.

Foreign Exchange

The activities of Rockstar operations in Canada are accounted for in local currency. The assets of these operations are translated into U.S. dollars at the applicable period-end exchange rate. Revenue and direct operating expense accounts are translated into U.S. dollars using the average exchange rates prevailing during the applicable period.

Note 3 — Indefinite-Lived Intangible Asset

The carrying value for the indefinite-lived intangible asset of the Rockstar brand in the U.S. and Canada is $547 million as of June 14, 2025 and $2,076 million as of December 28. 2024. During the 24 weeks ended June 14, 2025, recent business performance of Rockstar, in conjunction with lower expectations of future business performance compared to projections, as well as the possibility of the transaction described in Note 1, indicated a deterioration of the significant inputs used to determine the fair value of the indefinite-lived intangible asset and required a quantitative assessment of impairment. The fair value of the indefinite-lived intangible asset was estimated using discounted cash flows under the income approach, which is considered to be a Level 3 (significant unobservable inputs) measurement, and reflected the most current estimates of future sales and their contributions to operating profit and expected future cash flows (including perpetuity growth assumptions), as well as an increase in the weighted-average cost of capital. As a result of the quantitative assessment, a pre-tax impairment charge of $1,529 million was recognized for the 24 weeks ended June 14, 2025. For further information on the indefinite-lived intangible asset, see Note 2 and Note 5.

Note 4 — Related Party Transactions

Rockstar has been managed and operated in the normal course of business with other assets and brands of the Parent. Throughout the period covered by the Financial Statements, Rockstar manufactured finished goods for sale to PBNA’s direct-store-delivery distribution function. Accordingly, sales to the Parent have been reflected within the Statement of Revenue and Direct Expenses. PBNA’s direct-store-delivery distribution function then distributes Rockstar to third-party customers. Such sales of finished goods to the Parent are recognized based on a price per unit that is established annually, subject to in-year adjustments for certain market conditions, and varies based on the type of product sold. Related party sales to the Parent were $105 million and $117 million for the 24 weeks ended June 14, 2025 and June 15, 2024, respectively.

Note 5 — Subsequent Events

Management has evaluated subsequent events through October 31, 2025, the date on which the Financial Statements were issued. On August 28, 2025, a pre-tax impairment charge of $10 million was recognized related to the Rockstar brand, as a result of the close of the transaction described in Note 1.