SAM Boston Beer Company Inc

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 25, 2025

The Boston Beer Company, Inc.

(Exact name of Registrant as Specified in Its Charter)

Massachusetts	001-14092	04-3284048
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
One Design Center Place, Suite 850, Boston, MA		02210
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 368-5000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock		SAM		NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

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Item 2.02 Results of Operations and Financial Condition

On February 25, 2025, The Boston Beer Company, Inc. disclosed financial information for the fourth quarter of 2024 in an earnings release, a copy of which is set forth in the attached Exhibit 99.

The information in this Form 8-K and the Exhibit 99 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

 

Exhibit 99		Earnings Release of The Boston Beer Company, Inc. dated February 25, 2025
104		Cover Page Interactive Data File (embedded within Inline XBRL document).

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

		The Boston Beer Company, Inc.
		(Registrant)
Date: February 25, 2025		/s/ Diego Reynoso
		Diego Reynoso
		Chief Financial Officer

 

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			Exhibit 99
Investor Relations Contact:			Media Contact:
Jennifer Larson			Dave DeCecco
(617) 368-5152			(914) 261-6572
jennifer.larson@bostonbeer.com			dave.dececco@bostonbeer.com

BOSTON BEER REPORTS

FOURTH QUARTER FINANCIAL RESULTS

BOSTON (February 25, 2025) -- The Boston Beer Company, Inc. (NYSE: SAM), today reported financial results for the fourth quarter ended December 28, 2024. Key results were:

Fourth Quarter 2024 Summary:

 

Full Year 2024 Summary:

Capital Structure

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“We were pleased to deliver improved operational and financial performance in 2024,” said Chairman and Founder Jim Koch. “I’m confident we have the right strategy and team in place and we will be stepping up advertising investment in 2025 to further strengthen our brands and drive long-term sustainable growth. Our strong balance sheet and cash flow generation allow us to both increase advertising investment and continue to return cash to shareholders through share repurchases.”

 

“The fourth quarter provided a solid finish to 2024 with flat depletions, gross margin expansion and strong cash generation,” said President and CEO Michael Spillane. “We are entering 2025 as a stronger company focused on end-to-end execution which is showing progress in a dynamic operating environment. We remain committed to our strategy of a diversified portfolio of core brands and strong innovation supported by increased advertising investment, transforming our supply chain and leveraging our industry leading salesforce.”

 

Details of the results were as follows:

Fourth Quarter 2024 (13 weeks ended December 28, 2024) Summary of Results

Depletions for the fourth quarter were flat from the prior year. Shipment volume for the quarter was approximately 1.5 million barrels, a 0.5% decrease from the prior year, primarily due to declines in Truly Hard Seltzer that were partially offset by growth in the Company’s Twisted Tea, Sun Cruiser and Hard Mountain Dew brands.

The Company believes distributor inventory as of December 28, 2024 averaged approximately four weeks on hand and was at an appropriate level for each of its brands compared to five and one half weeks on hand at the end of the third quarter.

Net revenue for the quarter increased 2.2% due to price increases, the comparison against an international sales tax adjustment in the prior year and lower returns, partially offset by lower volumes and increased excise taxes.

 

Gross margin of 39.9% increased 230 basis points from the 37.6% margin realized in the prior year. Gross margin benefited from increased revenue and procurement savings, which more than offset increased inflationary costs.

 

The fourth quarter gross margin of 39.9% includes $8.3 million of shortfall fees, which negatively impacted gross margin by approximately 205 basis points on an absolute basis, and a non-cash expense of third-party production pre-payments of $3.7 million that negatively impacted gross margins by approximately 90 basis points on an absolute basis.

 

Advertising, promotional and selling expenses for the fourth quarter of 2024 increased $10.9 million or 8.5% from the fourth quarter of 2023, due to increased brand and selling costs partially offset by decreased freight to distributors of $1.3 million from improved efficiencies and lower volumes. Brand and selling costs increased $12.2 million due to increased brand media investments and higher salaries and benefits.

General and administrative expenses increased by $4.0 million or 9.1% from the fourth quarter of 2023, primarily due to increased indirect taxes and professional fees.

 

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Contract settlement costs reflect a $26 million cash payment resulting from a previously announced amendment of a supplier contract. This amendment was executed to better match the company’s future production requirements and results in increased production flexibility and more favorable termination rights to the Company.

 

The Company incurred impairment costs for brewery equipment and other brewery related assets of $3.4 million in the fourth quarter of 2024 and $1.5 million in the fourth quarter of 2023.

 

The Company’s effective tax rate benefit for the fourth quarter was 27.7% compared to 18.3% in the prior year. The increase in the tax benefit rate was primarily due to an increase in tax expense in the fourth quarter of 2023 related to non-deductible stock compensation.

 

Fourth quarter GAAP net loss of $38.8 million or $3.38 per diluted share, represented an increase of $20.6 million or $1.89 per diluted share compared to the prior year. This increase between periods was primarily driven by contract settlement costs and higher advertising, promotional and selling expenses. partially offset by higher revenue and higher gross margins.

 

Fourth quarter Non-GAAP net loss of $19.3 million or $1.68 per diluted share excludes $1.70 per diluted share for the net of tax impact of the contract settlement cost.

Full Year 2024 (52 weeks ended December 28, 2024) Summary of Results

Net revenue of $2.01 billion increased 0.2% compared to 2023 due to price increases and lower returns partially offset by lower volumes.

Depletions decreased 2% from the prior year. Shipment volume was approximately 7.5 million barrels, a 2.4% decrease from the prior year, primarily due to declines in Truly Hard Seltzer that were partially offset by growth in Twisted Tea and Sun Cruiser brands.

 

Gross margin of 44.4% increased from the 42.4% margin realized in 2023, or an increase of 200 basis points year over year. Gross margin primarily benefited from price increases, procurement savings and lower returns, partially offset by higher brewery processing costs per barrel due to lower volumes and increased inflationary costs.

Gross margin of 44.4% includes $13.0 million of shortfall fees, which negatively impacted gross margin by approximately 65 basis points on an absolute basis and a non-cash expense of third-party production pre-payments of $20.1 million that negatively impacted gross margins by approximately 100 basis points on an absolute basis.

 

Advertising, promotional and selling expenses decreased $4.0 million or 0.7% from 2023, primarily due to decreased freight to distributors of $10.5 million from lower rates and volumes. Brand and selling costs increased $6.5 million, primarily due to increased brand media investments and higher salaries and benefits.

General and administrative expenses increased by $15.4 million or 8.8% from 2023, primarily due to higher salaries and benefits costs resulting from Chief Executive Officer transition costs recorded in the first quarter as well as increased inflationary costs.

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Impairment of intangible assets reflects a $42.6 million non-cash impairment charge recorded primarily for the Dogfish Head brand, taken as a result of the Company’s annual impairment analysis as of September 1, 2024. In the third quarter of 2023, the Company recorded an impairment charge of $16.4 million for the Dogfish Head brand.

Contract settlement costs reflect a $26 million cash payment resulting from a previously announced amendment of a supplier contract.

 

The Company incurred impairment costs for brewery equipment and other brewery related assets of $7.2 million in the full year of 2024 and $5.4 million in the full year of 2023.

 

The Company’s effective tax rate was 31.9% compared to 30.2% in full year 2023 is due to lower pre-tax income with no corresponding reduction in non-deductible expenses. The Company estimates the lower pre-tax income resulting from the impairment of intangible assets and the contract settlement negatively impacted the 2024 effective tax rate by approximately 300 basis points.

Full-year GAAP net income of $59.7 million or $5.06 per share, represented a decrease of $16.6 million or $1.15 per diluted share compared to 2023. This decrease between periods was primarily driven by contract settlement costs and increased brand impairment partially offset by higher gross margins.

 

Full-year Non-GAAP net income of $111.1 million or $9.43 per diluted share excludes $4.37 per diluted share for the combined net of tax impact of the non-cash impairment charge of $42.6 million and the contract settlement costs of $26 million. Prior year Non-GAAP net income of $88.0 million or $7.17 excludes $0.96 per diluted share for the net of tax impact of the non-cash impairment charge of $16.4 million recorded in 2023.

The Company expects that its December 28, 2024 cash balance of $211.8 million, together with its projected future operating cash flows and the unused balance on its $150.0 million line of credit, will be sufficient to fund future cash requirements.

During the 52-week period ended December 28, 2024 and the period from December 30, 2024 through February 21, 2025, the Company repurchased shares of its Class A Common Stock in the amounts of $238.9 million and $29.0 million, respectively, for a total of $267.9 million. As of February 21, 2025, the Company had approximately $398 million remaining on the $1.6 billion share buyback expenditure limit set by the Board of Directors.

 

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Depletions Estimate

Year-to-date depletions through the 8-week period ended February 21, 2025 are estimated by the Company to be flat to the comparable period in 2024.

 

Full-Year 2025 Projections

 

The Company’s actual 2025 results could vary significantly from the current projection and are highly sensitive to changes in volume projections and supply chain performance as well as inflationary impacts. The Company’s projections below do not include any impact related to potential tariffs.

 

Full Year 2025	Guidance
Depletions and Shipments Percentage Change	Down low single digit to up low single digit
Price Increases	1% to 2%
Gross Margin	45% to 47%
Advertising, Promotion, and Selling Expense Year Over Year Increase ($ million)	$30 to $50
Effective Tax Rate	29% to 30%
GAAP EPS	$8.00 to $10.50
Capital Spending ($ million)	$90 to $110

 

Underlying the Company's current 2025 projections are the following full-year estimates and targets:

 

 

 

 

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Use of Non-GAAP Measures

 

Non-GAAP EPS is not a defined term under U.S. generally accepted accounting principles (“GAAP”). Non-GAAP EPS, or Non-GAAP fourth quarter earnings per diluted share, excludes from fourth quarter GAAP EPS $1.70 per diluted share for the net of tax impact of the contract settlement of $26 million recognized in the fourth quarter of fiscal 2024. Non-GAAP EPS, or Non-GAAP full-year earnings per diluted share, excludes from full-year GAAP EPS $4.37 per diluted share for the net of tax impact of the combined contract settlement of $26 million recognized in the fourth quarter of fiscal 2024 and the non-cash asset impairment charge of $42.6 million, recognized in the third quarter of fiscal 2024 relating primarily to the Dogfish Head brand. These non-GAAP measures should not be considered in isolation or as a substitute for diluted earnings per share prepared in accordance with GAAP, and may not be comparable to calculations of similarly titled measures by other companies. Management uses this non-GAAP financial measure to make operating and strategic decisions and to evaluate the Company’s underlying business performance. Management believes this non-GAAP measure provides meaningful and useful information to investors and analysts regarding the Company’s outlook for its ongoing financial and business performance or trends and facilitates period to period comparisons of its forecasted financial performance.

Forward-Looking Statements

 

Statements made in this press release that state the Company’s or management’s intentions, hopes, beliefs, expectations or predictions of the future are forward-looking statements. It is important to note that the Company’s actual results could differ materially from those projected in such forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements is contained from time to time in the Company’s SEC filings, including, but not limited to, the Company’s report on Form 10-K for the year ended December 28, 2024 and subsequent reports filed by the Company with the SEC on Forms 10-Q and 8-K. Copies of these documents are available from the SEC and may be found on the Company’s website, www.bostonbeer.com. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statements.

 

About the Company

 

The Boston Beer Company, Inc. (NYSE: SAM) began brewing Samuel Adams beer in 1984 and has since grown to become one of the largest and most respected craft brewers in the United States. We consistently offer the highest-quality products to our drinkers, and we apply what we’ve learned from making great-tasting craft beer to making great-tasting and innovative “beyond beer” products. Boston Beer Company has pioneered not only craft beer but also hard cider, hard seltzer and hard tea. Our core brands include household names like Angry Orchard Hard Cider, Dogfish Head, Sun Cruiser, Truly Hard Seltzer, Twisted Tea Hard Iced Tea, and Samuel Adams. We have taprooms and hospitality locations in California, Delaware, Massachusetts, New York and Ohio. For more information, please visit our website at www.bostonbeer.com, which includes links to our respective brand websites.

Tuesday, February 25, 2025

 

 

 

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THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, except per share data)
	(unaudited)
	December 28,				December 30,				December 28,				December 30,
	2024 (13 weeks)				2023 (13 weeks)				2024 (52 weeks)				2023 (52 weeks)
Barrels sold		1,496				1,503				7,493				7,678
Revenue	$	429,247			$	417,409			$	2,137,802			$	2,133,292
Less excise taxes		26,948				23,687				124,876				124,667
Net revenue		402,299				393,722				2,012,926				2,008,625
Cost of goods sold		241,614				245,826				1,119,194				1,156,256
Gross profit		160,685				147,896				893,732				852,369
Operating expenses:
Advertising, promotional, and selling expenses		139,549				128,629				552,033				555,998
General and administrative expenses		47,680				43,714				189,906				174,548
Impairment of intangible asset		-				-				42,584				16,426
Impairment of brewery assets		3,433				1,480				7,184				5,396
Contract settlement costs		26,052				-				26,052				—
Total operating expenses		216,714				173,823				817,759				752,368
Operating (loss) income		(56,029	)			(25,927	)			75,973				100,001
Other income, net:
Interest income, net		3,228				4,018				13,249				10,995
Other expense, net		(825	)			(271	)			(1,620	)			(1,408	)
Total other income, net		2,403				3,747				11,629				9,587
(Loss) income before income tax (benefit) provision		(53,626	)			(22,180	)			87,602				109,588
Income tax (benefit) provision		(14,871	)			(4,056	)			27,907				33,338
Net (loss) income	$	(38,755	)		$	(18,124	)		$	59,695			$	76,250
Net (loss) income per common share - basic	$	(3.38	)		$	(1.49	)		$	5.07			$	6.23
Net (loss) income per common share - diluted	$	(3.38	)		$	(1.49	)		$	5.06			$	6.21
Weighted-average number of common shares - basic		11,460				12,166				11,774				12,243
Weighted-average number of common shares - diluted		11,452				12,190				11,766				12,258
Net (loss) income	$	(38,755	)		$	(18,124	)		$	59,695			$	76,250
Other comprehensive (loss) income:
Currency translation adjustment		(534	)			166				(715	)			166
Defined benefit plans liability adjustment		76				(13	)			76				(13	)
Total other comprehensive (loss) income, net of tax:		(458	)			153				(639	)			153
Comprehensive (loss) income	$	(39,213	)		$	(17,971	)		$	59,056			$	76,403

 

 

 

 

 

 

 

 

 

 

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THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
		December 28,				December 30,
		2024				2023
Assets
Current Assets:
Cash and cash equivalents		$	211,819			$	298,491
Accounts receivable			61,423				66,997
Inventories			117,159				115,773
Prepaid expenses and other current assets			20,209				20,538
Income tax receivable			6,681				1,711
Total current assets			417,291				503,510
Property, plant, and equipment, net			616,242				642,509
Operating right-of-use assets			27,837				35,559
Goodwill			112,529				112,529
Intangible assets			16,446				59,644
Third-party production prepayments			14,473				33,581
Note receivable			16,738				—
Other assets			28,462				42,661
Total assets		$	1,250,018			$	1,429,993
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable		$	87,276			$	87,245
Accrued expenses and other current liabilities			138,618				126,930
Current operating lease liabilities			5,735				9,113
Total current liabilities			231,629				223,288
Deferred income taxes, net			65,803				85,721
Non-current operating lease liabilities			30,205				36,161
Other liabilities			6,194				6,894
Total liabilities			333,831				352,064
Stockholders' Equity:
Class A Common Stock, $0.01 par value; 22,700,000 shares authorized; 9,263,198    and 10,033,303 issued and outstanding as of December 28, 2024 and    December 30, 2023, respectively			93				100
Class B Common Stock, $0.01 par value; 4,200,000 shares authorized; 2,068,000    issued and outstanding at December 28, 2024 and December 30, 2023			21				21
Additional paid-in capital			676,454				656,297
Accumulated other comprehensive loss			(696	)			(57	)
Retained earnings			240,315				421,568
Total stockholders' equity			916,187				1,077,929
Total liabilities and stockholders' equity		$	1,250,018			$	1,429,993

 

 

 

 

 

 

 

 

 

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THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
		December 28,				December 30,
		2024 (52 weeks)				2023 (52 weeks)
Cash flows provided by operating activities:
Net income		$	59,695			$	76,250
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			93,992				88,141
Impairment of intangible assets			42,584				16,426
Impairment of brewery assets			7,184				5,396
Change in right-of-use assets			7,722				7,678
Stock-based compensation expense			18,954				16,971
Deferred income taxes			(19,918	)			(10,871	)
Other non-cash (income) expense			(237	)			224
Changes in operating assets and liabilities:
Accounts receivable			5,548				(10,340	)
Inventories			6,907				31,500
Prepaid expenses, income tax receivable, and other current assets			(4,660	)			13,979
Third-party production prepayments			19,108				27,758
Other assets			6,156				(5,849	)
Accounts payable			2,602				2,763
Accrued expenses, other current liabilities, and other liabilities			12,320				13,884
Operating lease liabilities			(9,065	)			(8,759	)
Net cash provided by operating activities			248,892				265,151
Cash flows used in investing activities:
Purchases of property, plant, and equipment			(76,277	)			(64,087	)
Proceeds from sale of property, plant, and equipment			23				1,709
Cash paid for note receivable			(20,000	)			—
Net cash used in investing activities			(96,254	)			(62,378	)
Cash flows used in financing activities:
Repurchases and retirement of Class A common stock			(238,614	)			(92,877	)
Proceeds from exercise of stock options and sale of investment shares			3,597				11,723
Net cash paid on finance leases and notes payable			(1,886	)			(1,575	)
Payment of tax withholding on stock-based payment awards and investment shares			(2,407	)			(2,113	)
Net cash used in financing activities			(239,310	)			(84,842	)
Change in cash and cash equivalents			(86,672	)			117,931
Cash and cash equivalents and restricted cash at beginning of period			298,491				180,560
Cash and cash equivalents and restricted cash at end of period		$	211,819			$	298,491
Copies of The Boston Beer Company's press releases,
including quarterly financial results, are available at www.bostonbeer.com

 

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v3.25.0.1

Document and Entity Information	Feb. 25, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 25, 2025
Entity Registrant Name	The Boston Beer Company, Inc.
Entity Central Index Key	0000949870
Entity Emerging Growth Company	false
Securities Act File Number	001-14092
Entity Incorporation, State or Country Code	MA
Entity Tax Identification Number	04-3284048
Entity Address, Address Line One	One Design Center Place
Entity Address, Address Line Two	Suite 850
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02210
City Area Code	(617)
Local Phone Number	368-5000
Written Communications	false
Soliciting Material	false
Pre-Commencement Tender Offer	false
Pre-Commencement Issuer Tender Offer	false
Title of a 12(b) Security	Class A Common Stock
Trading Symbol	SAM
Security Exchange Name	NYSE

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