Our Business

When this report uses the words "the Company", "we", "us", and "our", these words refer to Monster Beverage Corporation and its subsidiaries, unless the context otherwise requires. Based in Corona, California, Monster Beverage Corporation is a holding company and conducts no operating business except through its consolidated subsidiaries. The Company's subsidiaries primarily develop and market energy drinks.





The COVID - 19 Pandemic



The COVID-19 pandemic has directly and indirectly impacted our business. The
duration and severity of this impact will depend on future developments that are
highly uncertain and cannot be accurately predicted, including new information
regarding the COVID-19 pandemic, as well as the emergence of new variants, the
actions taken to limit its spread and the economic impact on local, regional,
national and international markets. "Part I, Item 1A - Risk Factors" in our

Form
10-K."


We continue to address the COVID-19 pandemic with a global task force team working to mitigate the potential impacts on our people and business.





We are incredibly proud of the teamwork exhibited by our employees, co-packers
and bottlers/distributors around the world who are ensuring the integrity of our
supply chain.  Despite the ongoing impact of the COVID-19 pandemic, we achieved
record second quarter net sales.



We have recently seen a resurgence of the COVID-19 pandemic, including new variants, in many of the countries and territories in which we operate, which could impact customer demand.





A reduction in demand for our products or changes in consumer purchasing and
consumption patterns, as well as continued economic uncertainty as a result of
the COVID-19 pandemic, could adversely affect the financial conditions of
retailers and consumers, resulting in reduced or canceled orders for our
products, purchase returns and closings of retail or wholesale establishments or
other locations in which our products are sold.



As of the date of this filing, we do not foresee a material impact on the
ability of our co-packers to manufacture and our bottlers/distributors to
distribute our products as a result of the COVID-19 pandemic. Our supply chain
remains largely intact. Depending on the duration of any COVID-19 pandemic
related issues, we may experience material disruptions in our supply chain

as
the pandemic continues.



We are experiencing shortages in our aluminum can requirements in North America
and Europe, given our volume growth and the current supply constraints in the
aluminum can industry. As a result, we have not been able to fully satisfy
demand in the United States and EMEA in the 2021 second quarter. We have taken
steps to source additional quantities of aluminum cans from the United States,
South America and Asia, however, logistical issues, including shortages of
shipping containers and port of entry congestion could delay the ongoing
international supply of aluminum cans. Logistical issues in relation to the
importation of certain other raw materials and ingredients continue to impact
supply. To meet increased consumer demand, we experienced freight inefficiencies
in the United States and in Europe, which resulted in increased cost of sales as
well as increased operating expenses in the 2021 first and second quarters.
Furthermore, we are continuing to experience freight inefficiencies as well as
significant increases in domestic and international freight costs, and like
other beverage companies, are incurring increased aluminum can and other costs
in the current environment.


As of the date of this filing, we expect to maintain substantial liquidity as we manage through the current environment as described in the "Liquidity and Capital Resources" section below.





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Overview


We develop, market, sell and distribute energy drink beverages and concentrates for energy drink beverages, primarily under the following brand names:





?  Monster Energy®                 ?  NOS®
?  Monster Energy Ultra®           ?  Full Throttle®
?  Monster Rehab®                  ?  Burn®
?  Monster MAXX®                   ?  Mother®
?  Java Monster®                   ?  Nalu®
?  Muscle Monster®                 ?  Ultra Energy®
?  Espresso Monster®               ?  Play® and Power Play® (stylized)
?  Punch Monster®                  ?  Relentless®
?  Juice Monster®                  ?  BPM®
?  Monster Hydro® Energy Water     ?  BU®
?  Monster Hydro® Super Sport      ?  Gladiator®
?  Monster HydroSport Super Fuel®  ?  Samurai®
?  Monster Super Fuel®             ?  Live+®
?  Monster Dragon Tea®             ?  Predator®
?  Reign Total Body Fuel®          ?  Fury®
?  Reign Inferno® Thermogenic Fuel ?  True NorthTM




We have three operating and reportable segments, (i) Monster Energy® Drinks
segment ("Monster Energy® Drinks"), which is primarily comprised of our Monster
Energy® drinks and Reign Total Body Fuel® high performance energy drinks, (ii)
Strategic Brands segment ("Strategic Brands"), which is comprised primarily of
the various energy drink brands acquired from The Coca-Cola Company ("TCCC") in
2015 as well as our affordable energy brands, and (iii) Other segment ("Other"),
which is comprised of certain products sold by American Fruits and Flavors LLC,
a wholly-owned subsidiary, to independent third-party customers (the
"AFF Third-Party Products").



During the three-months ended June 30, 2021, we continued to expand our existing
energy drink portfolio by adding additional products to our portfolio in a
number of countries and further developed our distribution markets. During the
three-months ended June 30, 2021, we sold the following new products to our

bottlers/distributors:



 ? BPM® Mango


 ? Nalu® Hibiscus Rooibos


 ? Play® Zero Raspberry


 ? Predator® Mango Mayhem




In the normal course of business, we discontinue certain products and/or product
lines. Those products or product lines discontinued in the three-months ended
June 30, 2021, either individually or in aggregate, did not have a material
adverse impact on our financial position, results of operations or liquidity.



Our net sales of $1.46 billion for the three-months ended June 30, 2021
represented record sales for our second fiscal quarter. Net changes in foreign
currency exchange rates had a favorable impact on net sales of approximately
$38.6 million for the three-months ended June 30, 2021. The adverse impact of
the COVID-19 pandemic on our net sales was more pronounced in the comparative
2020 second quarter.



The vast majority of our net sales are derived from our Monster Energy® Drinks
segment. Net sales of our Monster Energy® Drinks segment were $1.37 billion for
the three-months ended June 30, 2021.  Net sales of our Strategic Brands segment
were $86.9 million for the three-months ended June 30, 2021. Our Monster Energy®
Drinks segment represented 93.5% and 93.9% of our net sales for the three-months
ended June 30, 2021 and 2020, respectively. Our Strategic Brands segment
represented 5.9% and 5.4% of our net sales for the three-months ended June 30,
2021 and 2020, respectively. Our Other segment represented 0.6% and 0.7% of our
net sales for the three-months ended June 30, 2021 and 2020, respectively.




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Our growth strategy includes expanding our international business. Net sales to
customers outside the United States were $546.3 million for the three-months
ended June 30, 2021, an increase of approximately $217.9 million, or 66.4%
higher than net sales to customers outside of the United States of $328.3
million for the three-months ended June 30, 2020. Such sales were approximately
37% and 30% of net sales for the three-months ended June 30, 2021 and 2020,
respectively.



Our customers are primarily full service beverage bottlers/distributors, retail
grocery and specialty chains, wholesalers, club stores, mass merchandisers,
convenience chains, foodservice customers, value stores, e-commerce retailers
and the military. Percentages of our gross billings to our various customer
types for the three-months ended June 30, 2021 and 2020 are reflected below.
Such information includes sales made by us directly to the customer types
concerned, which include our full service beverage bottlers/distributors in the
United States. Such full service beverage bottlers/distributors in turn sell
certain of our products to some of the same customer types listed below. We
limit our description of our customer types to include only our sales to our
full service bottlers/distributors without reference to such
bottlers/distributors' sales to their own customers.




                                                     Three-Months Ended       Six-Months Ended
                                                         June 30,                June 30,
                                                      2021        2020        2021        2020

U.S. full service bottlers/distributors                   51 %        58 %        51 %        56 %
International full service bottlers/distributors          39 %        31 %        39 %        33 %
Club stores and e-commerce retailers                       8 %         9 %         8 %         9 %
Retail grocery, direct convenience, specialty
chains and wholesalers                                     1 %         1 %         1 %         1 %
Direct value stores and other                              1 %         1 %         1 %         1 %




Our customers include Coca-Cola Canada Bottling Limited, Coca-Cola Consolidated,
Inc., Coca-Cola Bottling Company United, Inc., Reyes Coca-Cola Bottling, LLC,
Great Lakes Coca-Cola Distribution, LLC, Coca-Cola Southwest Beverages LLC, The
Coca-Cola Bottling Company of Northern New England, Inc., Swire Pacific
Holdings, Inc. (USA), Liberty Coca-Cola Beverages, LLC, Coca-Cola Europacific
Partners (formerly Coca-Cola European Partners and Coca-Cola Amatil), Coca-Cola
Hellenic, Coca-Cola FEMSA, Swire Coca-Cola (China), COFCO Coca-Cola, Coca-Cola
Beverages Africa, Coca-Cola ?çecek and certain other TCCC network bottlers,
Asahi Soft Drinks, Co., Ltd., Wal-Mart, Inc. (including Sam's Club), Costco
Wholesale Corporation and Amazon.com, Inc. A decision by any large customer to
decrease amounts purchased from us or to cease carrying our products could have
a material adverse effect on our financial condition and consolidated results of
operations.



Coca-Cola Consolidated, Inc. accounted for approximately 11% and 13% of our net
sales for the three-months ended June 30, 2021 and 2020, respectively. Coca-Cola
Consolidated, Inc. accounted for approximately 11% and 12% of our net sales for
the six-months ended June 30, 2021 and 2020, respectively.



Reyes Coca-Cola Bottling, LLC accounted for approximately 11% of our net sales
for both the three-months ended June 30, 2021 and 2020. Reyes Coca-Cola
Bottling, LLC accounted for approximately 10% and 11% of our net sales for the
six-months ended June 30, 2021 and 2020, respectively.



Coca-Cola Europacific Partners accounted for approximately 12% and 8% of our net
sales for the three-months ended June 30, 2021 and 2020, respectively. Coca-Cola
Europacific Partners accounted for approximately 12% and 9% of our net sales for
the six-months ended June 30, 2021 and 2020, respectively.



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Results of Operations


The following table sets forth key statistics for the three- and six-months ended June 30, 2021 and 2020.






                                  Three-Months Ended         Percentage        Six-Months Ended        Percentage
(In thousands, except per
share amounts)                          June 30,               Change             June 30,               Change
                                   2021          2020        21 vs. 20       2021           2020       21 vs. 20
Net sales1                      $ 1,461,934   $ 1,093,896          33.6 % $ 2,705,751    $ 2,155,993         25.5 %
Cost of sales                       625,096       434,427          43.9 %   1,153,976        859,329         34.3 %
Gross profit*1                      836,838       659,469          26.9 %   1,551,775      1,296,664         19.7 %
Gross profit as a percentage
of net sales                           57.2 %        60.3 %                

57.4 % 60.1 %


Operating expenses                  310,863       252,205          23.3 %     611,652        524,412         16.6 %
Operating expenses as
a percentage of net sales              21.3 %        23.1 %                

22.6 % 24.3 %


Operating income1                   525,975       407,264          29.1 %     940,123        772,252         21.7 %
Operating income as a
percentage of net sales                36.0 %        37.2 %                

34.7 % 35.8 %



Interest and other income
(expense) net                           872       (1,796)       (148.6) %  

111 (923) (112.0) %



Income before provision for
income taxes1                       526,847       405,468          29.9 %  

940,234 771,329 21.9 %

Provision for income taxes 123,085 94,099 30.8 %

221,278 181,125 22.2 %



Income taxes as a percentage
of income before taxes                 23.4 %        23.2 %                      23.5 %         23.5 %

Net income                      $   403,762   $   311,369          29.7 % $   718,956    $   590,204         21.8 %
Net income as a percentage
of net sales                           27.6 %        28.5 %                      26.6 %         27.4 %

Net income per common share:
Basic                           $      0.76   $      0.59          29.2 % $      1.36    $      1.11         22.5 %
Diluted                         $      0.75   $      0.59          28.6 % $      1.34    $      1.10         21.9 %

Case sales (in thousands)
(in 192­ounce case
equivalents)                        161,450       116,960          38.0 %     300,017        232,559         29.0 %




¹Includes $10.4 million and $10.5 million for the three-months ended June 30,
2021 and 2020, respectively, related to the recognition of deferred revenue.
Includes $20.9 million and $21.1 million for the six-months ended June 30, 2021
and 2020, respectively, related to the recognition of deferred revenue.



*Gross profit may not be comparable to that of other entities since some entities include all costs associated with their distribution process in cost of sales, whereas others exclude certain costs and instead include such costs within another line item such as operating expenses. We include out-bound freight and warehouse costs in operating expenses rather than in cost of sales.

Results of Operations for the Three-Months Ended June 30, 2021 Compared to the Three-Months Ended June 30, 2020.

Net Sales. Net sales were $1.46 billion for the three-months ended June 30, 2021, an increase of approximately $368.0 million, or 33.6% higher than net sales of $1.09 billion for the three-months ended June 30, 2020. Net changes in foreign currency exchange rates had a favorable impact on net sales of approximately $38.6 million for the three-months ended June 30, 2021.





Net sales for the Monster Energy® Drinks segment were $1.37 billion for the
three-months ended June 30, 2021, an increase of approximately $339.4 million,
or 33.0% higher than net sales of $1.03 billion for the three-months ended June
30, 2020. Net sales for the Monster Energy® Drinks segment increased primarily
due to increased worldwide sales by volume of our Monster Energy® brand energy
drinks as a result of increased consumer demand. Net changes in foreign currency
exchange rates had a favorable impact on net sales for the Monster Energy®
Drinks segment of approximately $35.5 million for the three-months ended June
30, 2021.

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Net sales for the Strategic Brands segment were $86.9 million for the
three-months ended June 30, 2021, an increase of approximately $27.4 million, or
45.9% higher than net sales of $59.6 million for the three-months ended June 30,
2020. Net sales for the Strategic Brands segment increased primarily due to
increased worldwide sales by volume of our NOS®, Burn® and Predator® energy
drinks as a result of increased consumer demand. Net changes in foreign currency
exchange rates had a favorable impact on net sales of approximately $3.1 million
for the Strategic Brands segment for the three-months ended June 30, 2021.



Net sales for the Other segment were $7.9 million for the three-months ended
June 30, 2021, an increase of approximately $1.3 million, or 19.0% higher than
net sales of $6.6 million for the three-months ended June 30, 2020.



Case sales, in 192-ounce case equivalents, were 161.5 million cases for the
three-months ended June 30, 2021, an increase of approximately 44.5 million
cases or 38.0% higher than case sales of 117.0 million cases for the
three-months ended June 30, 2020. The overall average net sales per case
(excluding net sales of AFF Third-Party Products of $7.9 million and $6.6
million for the three-months ended June 30, 2021 and 2020, respectively, as
these sales do not have unit case equivalents) decreased to $9.01 for the
three-months ended June 30, 2021, which was 3.1% lower than the average net
sales per case of $9.30 for the three-months ended June 30, 2020. The decrease
in the average net sales per case was primarily the result of geographical

sales
mix.



Gross Profit. Gross profit was $836.8 million for the three-months ended June
30, 2021, an increase of approximately $177.4 million, or 26.9% higher than the
gross profit of $659.5 million for the three-months ended June 30, 2020. The
increase in gross profit dollars was primarily the result of the $368.0 million
increase in net sales for the three-months ended June 30, 2021.



Gross profit as a percentage of net sales decreased to 57.2% for the
three-months ended June 30, 2021 from 60.3% for the three-months ended June 30,
2020. The decrease for the three-months ended June 30, 2021 was primarily the
result of geographical sales mix and increased input costs (mainly increased raw
material freight-in costs and aluminum can costs).



Operating Expenses. Total operating expenses were $310.9 million for the
three-months ended June 30, 2021, an increase of approximately $58.7 million, or
23.3% higher than total operating expenses of $252.2 million for the
three-months ended June 30, 2020. As a percentage of net sales, operating
expenses for the three-months ended June 30, 2021 were 21.3% as compared to
23.1% for the three-months ended June 30, 2020. The increase in operating
expenses was primarily due to increased out-bound freight and warehouse costs of
$25.7 million, increased payroll expenses of $10.5 million (of which $1.3
million was related to an increase in stock-based compensation), increased
expenditures of $4.0 million for professional service expenses, including
accounting and legal costs and increased costs of $3.1 million for travel and
entertainment. In addition, largely due to a significant reduction in the
comparative operating expenses for the three-months ended June 30, 2020 due to
the COVID-19 pandemic, we experienced increased expenditures of $13.6 million
for sponsorships and endorsements, as well as increased expenditures of $13.8
million for other marketing expenses, including social media and digital
marketing, point of sale, sampling, premiums and merchandise displays during the
three-months ended June 30, 2021. The increase in operating expenses for the
three-months ended June 30, 2021, was partially offset by $16.9 million due to
the reversal of amounts previously accrued in connection with an intellectual
property claim.



Operating Income. Operating income was $526.0 million for the three-months ended
June 30, 2021, an increase of approximately $118.7 million, or 29.1% higher than
operating income of $407.3 million for the three-months ended June 30, 2020.
Operating income as a percentage of net sales decreased to 36.0% for the
three-months ended June 30, 2021 from 37.2% for the three-months ended June 30,
2020. Operating income was $123.1 million and $64.3 million for the three-months
ended June 30, 2021 and 2020, respectively, for our operations in EMEA, Asia
Pacific, Latin America and the Caribbean.



Operating income for the Monster Energy® Drinks segment, exclusive of corporate
and unallocated expenses, was $547.3 million for the three-months ended June 30,
2021, an increase of approximately $93.9 million, or 20.7% higher than operating
income of $453.4 million for the three-months ended June 30, 2020. The increase
in operating income for the Monster Energy® Drinks segment was primarily the
result of the $339.4 million increase in net sales for the three-months ended
June 30, 2021.



Operating income for the Strategic Brands segment, exclusive of corporate and
unallocated expenses, was $54.1 million for the three-months ended June 30,
2021, an increase of approximately $16.4 million, or 43.5% higher than operating
income of $37.7 million for the three-months ended June 30, 2020. The increase
in operating income for the Strategic Brands segment was primarily the result of
the $27.4 million increase in net sales.



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Operating income for the Other segment, exclusive of corporate and unallocated
expenses, was $2.2 million for the three-months ended June 30, 2021, an increase
of approximately $0.6 million, or 37.2% higher than operating income of $1.6
million for the three-months ended June 30, 2020.



Interest and Other (Expense) Income, net. Interest and other non-operating
(expense) income, net, was $0.9 million for the three-months ended June 30,
2021, as compared to interest and other non-operating (expense) income, net, of
($1.8) million for the three-months ended June 30, 2020. Foreign currency
transaction losses were $1.8 million and $1.5 million for the three-months ended
June 30, 2021 and 2020, respectively. Interest income was $1.1 million and $0.9
million for the three-months ended June 30, 2021 and 2020, respectively.



Provision for Income Taxes. Provision for income taxes was $123.1 million for
the three-months ended June 30, 2021, an increase of $29.0 million, or 30.8%
higher than the provision for income taxes of $94.1 million for the three-months
ended June 30, 2020. The effective combined federal, state and foreign tax rate
increased to 23.4% from 23.2% for the three-months ended June 30, 2021 and

2020,
respectively.



Net Income. Net income was $403.8 million for the three-months ended June 30,
2021, an increase of 92.4 million, or 29.7% higher than net income of $311.4
million for the three-months ended June 30, 2020. The increase in net income for
the three-months ended June 30, 2021 was primarily due to the $177.4 million
increase in gross profit for the three-months ended June 30, 2021, partially
offset by the $58.7 million increase in operating expenses and the $29.0 million
increase in the provision for incomes taxes.



Results of Operations for the Six-Months Ended June 30, 2021 Compared to the Six-Months Ended June 30, 2020.

Net Sales. Net sales were $2.71 billion for the six-months ended June 30, 2021,
an increase of approximately $549.8 million, or 25.5% higher than net sales of
$2.16 billion for the six-months ended June 30, 2020. Net changes in foreign
currency exchange rates had a favorable impact on net sales of approximately
$47.9 million for the six-months ended June 30, 2021.



Net sales for the Monster Energy® Drinks segment were $2.54 billion for the
six-months ended June 30, 2021, an increase of approximately $517.2 million, or
25.6% higher than net sales of $2.02 billion for the six-months ended June 30,
2020. Net sales for the Monster Energy® Drinks segment increased primarily due
to increased worldwide sales by volume of our Monster Energy® brand energy
drinks as a result of increased consumer demand. Net changes in foreign currency
exchange rates had a favorable impact on net sales for the Monster Energy®
Drinks segment of approximately $44.8 million for the six-months ended June

30,
2021.



Net sales for the Strategic Brands segment were $154.7 million for the
six-months ended June 30, 2021, an increase of approximately $30.6 million, or
24.7% higher than net sales of $124.1 million for the six-months ended June 30,
2020. Net sales for the Strategic Brands segment increased primarily due to
increased worldwide sales by volume of our NOS®, Predator® and Mother® brand
energy drinks as a result of increased consumer demand. Net changes in foreign
currency exchange rates had a favorable impact on net sales of approximately
$3.1 million for the Strategic Brands segment for the six-months ended June

30,
2021.



Net sales for the Other segment were $13.6 million for the six-months ended June
30, 2021, an increase of approximately $1.9 million, or 16.0% higher than net
sales of $11.7 million for the six-months ended June 30, 2020.



Case sales, in 192-ounce case equivalents, were 300.0 million cases for the
six-months ended June 30, 2021, an increase of approximately 67.5 million cases
or 29.0% higher than case sales of 232.6 million cases for the six-months ended
June 30, 2020. The overall average net sales per case (excluding net sales of
AFF Third-Party Products of $13.6 million and $11.7 million for the six-months
ended June 30, 2021 and 2020, respectively, as these sales do not have unit case
equivalents) decreased to $8.97 for the six-months ended June 30, 2021, which
was 2.7% lower than the average net sales per case of $9.22 for the six-months
ended June 30, 2020. The decrease in the average net sales per case was
primarily the result of geographical sales mix.



Gross Profit. Gross profit was $1.55 billion for the six-months ended June 30,
2021, an increase of approximately $255.1 million, or 19.7% higher than the
gross profit of $1.30 billion for the six-months ended June 30, 2020. The
increase in gross profit dollars was primarily the result of the $549.8 million
increase in net sales for the six-months ended June 30, 2021.



Gross profit as a percentage of net sales decreased to 57.4% for the six-months
ended June 30, 2021 from 60.1% for the six-months ended June 30, 2020. The
decrease for the six-months ended June 30, 2021 was primarily the result of
geographical sales mix and increased input costs (mainly increased raw material
freight-in costs and aluminum can costs).

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Operating Expenses. Total operating expenses were $611.7 million for the
six-months ended June 30, 2021, an increase of approximately $87.2 million, or
16.6% higher than total operating expenses of $524.4 million for the six-months
ended June 30, 2020. As a percentage of net sales, operating expenses for the
six-months ended June 30, 2021 were 22.6% as compared to 24.3% for the
six-months ended June 30, 2020. The increase in operating expenses was primarily
due to increased out-bound freight and warehouse costs of $41.3 million,
increased payroll expenses of $24.2 million (of which $2.2 million was related
to an increase in stock-based compensation), increased expenditures of $15.8
million for sponsorships and endorsements, increased expenditures of $8.4
million for social media and digital marketing, and increased expenditures of
$8.2 million for professional service expenses, including accounting and legal
costs. The increase in operating expenses for the six-months ended June 30,
2021, was partially offset by $16.9 million due to the reversal of amounts
previously accrued in connection with an intellectual property claim.



Operating Income. Operating income was $940.1 million for the six-months ended
June 30, 2021, an increase of approximately $167.9 million, or 21.7% higher than
operating income of $772.3 million for the six-months ended June 30, 2020.
Operating income as a percentage of net sales decreased to 34.7% for the
six-months ended June 30, 2021 from 35.8% for the six-months ended June 30,
2020. Operating income was $219.9 million and $137.5 million for the six-months
ended June 30, 2021 and 2020, respectively, for our operations in EMEA, Asia
Pacific, Latin America and the Caribbean.



Operating income for the Monster Energy® Drinks segment, exclusive of corporate
and unallocated expenses, was $1.01 billion for the six-months ended June 30,
2021, an increase of approximately $147.6 million, or 17.1% higher than
operating income of $864.5 million for the six-months ended June 30, 2020. The
increase in operating income for the Monster Energy® Drinks segment was
primarily the result of the $517.2 million increase in net sales for the
six-months ended June 30, 2021.



Operating income for the Strategic Brands segment, exclusive of corporate and
unallocated expenses, was $99.2 million for the six-months ended June 30, 2021,
an increase of approximately $24.8 million, or 33.3% higher than operating
income of $74.4 million for the six-months ended June 30, 2020. The increase in
operating income for the Strategic Brands segment was primarily the result of
the $30.6 million increase in net sales.



Operating income for the Other segment, exclusive of corporate and unallocated
expenses, was $4.0 million for the six-months ended June 30, 2021, an increase
of approximately $1.6 million, or 66.8% higher than operating income of $2.4
million for the six-months ended June 30, 2020.



Interest and Other (Expense) Income, net. Interest and other non-operating
(expense) income, net, was $0.1 million for the six-months ended June 30, 2021,
as compared to interest and other non-operating (expense) income, net, of ($0.9)
million for the six-months ended June 30, 2020. Foreign currency transaction
losses were $2.6 million and $4.4 million for the six-months ended June 30, 2021
and 2020, respectively. Interest income was $2.2 million and $5.7 million for
the six-months ended June 30, 2021 and 2020, respectively.



Provision for Income Taxes. Provision for income taxes was $221.3 million for
the six-months ended June 30, 2021, an increase of $40.2 million, or 22.2%
higher than the provision for income taxes of $181.1 million for the six-months
ended June 30, 2020. The effective combined federal, state and foreign tax rate
was 23.5% for both the six-months ended June 30, 2021 and 2020.



Net Income. Net income was $719.0 million for the six-months ended June 30,
2021, an increase of $128.8 million, or 21.8% higher than net income of $590.2
million for the six-months ended June 30, 2020. The increase in net income for
the six-months ended June 30, 2021 was primarily due to the $255.1 million
increase in gross profit for the six-months ended June 30, 2021, partially
offset by the $87.2 million increase in operating expenses and the $40.2 million
increase in the provision for incomes taxes.



Key Business Metrics



We use certain key metrics and financial measures not prepared in accordance
with United States Generally Accepted Accounting Principles ("GAAP") to evaluate
and manage our business.  For a further discussion of how we use key metrics and
certain non-GAAP financial measures, see "Non-GAAP Financial Measures and Other
Key Metrics".



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Non-GAAP Financial Measures and Other Key Metrics

Three-Months Ended June 30, 2021 Compared to the Three-Months Ended June 30, 2020.





Gross Billings**. Gross billings were $1.69 billion for the three-months ended
June 30, 2021, an increase of approximately $430.9 million, or 34.1% higher than
gross billings of $1.26 billion for the three-months ended June 30, 2020. Net
changes in foreign currency exchange rates had a favorable impact on gross
billings of approximately $48.8 million for the three-months ended June 30,
2021.



Gross billings for the Monster Energy® Drinks segment were $1.59 billion for the
three-months ended June 30, 2021, an increase of approximately $398.8 million,
or 33.5% higher than gross billings of $1.19 billion for the three-months ended
June 30, 2020. Gross billings for the Monster Energy® Drinks segment increased
primarily due to increased worldwide sales by volume of our Monster Energy®
brand energy drinks as a result of increased consumer demand. Net changes in
foreign currency exchange rates had a favorable impact on gross billings for the
Monster Energy® Drinks segment of approximately $45.7 million for the
three-months ended June 30, 2021.



Gross billings for the Strategic Brands segment were $98.7 million for the three-months ended June 30, 2021, an increase of $30.8 million, or 45.5% higher than gross billings of $67.8 million for the three-months ended June 30, 2020.


 Net changes in foreign currency exchange rates had an favorable impact on gross
billings in the Strategic Brands segment of approximately $3.1 million for the
three-months ended June 30, 2021.



Gross billings for the Other segment were $7.9 million for the three-months ended June 30, 2021, an increase of $1.3 million, or 19.1% higher than gross billings of $6.6 million for the three-months ended June 30, 2020.


Promotional allowances, commissions and other expenses, as described in the
footnote below, were $243.1 million for the three-months ended June 30, 2021, an
increase of $62.8 million, or 34.8% higher than promotional allowances,
commissions and other expenses of $180.4 million for the three-months ended June
30, 2020. Promotional allowances as a percentage of gross billings decreased to
12.8% from 13.0% for the three-months ended June 30, 2021 and 2020,
respectively.



Six-Months Ended June 30, 2021 Compared to the Six-Months Ended June 30, 2020.





Gross Billings**. Gross billings were $3.14 billion for the six-months ended
June 30, 2021, an increase of approximately $655.4 million, or 26.3% higher than
gross billings of $2.49 billion for the six-months ended June 30, 2020. Net
changes in foreign currency exchange rates had a favorable impact on gross
billings of approximately $62.6 million for the six-months ended June 30, 2021.



Gross billings for the Monster Energy® Drinks segment were $2.95 billion for the
six-months ended June 30, 2021, an increase of approximately $617.7 million, or
26.4% higher than gross billings of $2.34 billion for the six-months ended June
30, 2020. Gross billings for the Monster Energy® Drinks segment increased
primarily due to increased worldwide sales by volume of our Monster Energy®
brand energy drinks as a result of increased consumer demand. Net changes in
foreign currency exchange rates had a favorable impact on gross billings for the
Monster Energy® Drinks segment of approximately $59.5 million for the six-months
ended June 30, 2021.


Gross billings for the Strategic Brands segment were $177.0 million for the six-months ended June 30, 2021, an increase of $35.8 million, or 25.4% higher than gross billings of $141.2 million for the six-months ended June 30, 2020.


 Net changes in foreign currency exchange rates had a favorable impact on gross
billings in the Strategic Brands segment of approximately $3.1 million for the
six-months ended June 30, 2021.



Gross billings for the Other segment were $13.6 million for the six-months ended
June 30, 2021, an increase of $1.9 million, or 16.1% higher than gross billings
of $11.7 million for the six-months ended June 30, 2020.



Promotional allowances, commissions and other expenses, as described in the
footnote below, were $459.8 million for the six-months ended June 30, 2021, an
increase of $105.4 million, or 29.8% higher than promotional allowances,
commissions and other expenses of $354.3 million for the six-months ended June
30, 2020. Promotional allowances as a percentage of gross billings increased to
13.1% from 13.0% for the six-months ended June 30, 2021 and 2020, respectively.

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**Gross Billings represent amounts invoiced to customers net of cash discounts
and returns.  Gross billings are used internally by management as an indicator
of and to monitor operating performance, including sales performance of
particular products, salesperson performance, product growth or declines and is
useful to investors in evaluating overall Company performance. The use of gross
billings allows evaluation of sales performance before the effect of any
promotional items, which can mask certain performance issues. We therefore
believe that the presentation of gross billings provides a useful measure of our
operating performance. The use of gross billings is not a measure that is
recognized under GAAP and should not be considered as an alternative to net
sales, which is determined in accordance with GAAP, and should not be used alone
as an indicator of operating performance in place of net sales. Additionally,
gross billings may not be comparable to similarly titled measures used by other
companies, as gross billings has been defined by our internal reporting
practices. In addition, gross billings may not be realized in the form of cash
receipts as promotional payments and allowances may be deducted from payments
received from certain customers.



The following table reconciles the non-GAAP financial measure of gross billings with the most directly comparable GAAP financial measure of net sales:






                                   Three-Months Ended        Percentage          Six-Months Ended        Percentage
                                       June 30,                Change              June 30,                Change
(In thousands)                    2021           2020        21 vs. 20        2021           2020        21 vs. 20
Gross Billings                 $ 1,694,644    $ 1,263,756          34.1 %  $ 3,144,680    $ 2,489,259          26.3 %
Deferred Revenue                    10,439         10,521         (0.8) %       20,879         21,078         (0.9) %
Less: Promotional
allowances, commissions and
other expenses***                  243,149        180,381          34.8 %      459,808        354,344          29.8 %
Net Sales                      $ 1,461,934    $ 1,093,896          33.6 %  $ 2,705,751    $ 2,155,993          25.5 %




***Although the expenditures described in this line item are determined in
accordance with GAAP and meet GAAP requirements, the presentation thereof does
not conform to GAAP presentation requirements. Additionally, our definition of
promotional and other allowances may not be comparable to similar items
presented by other companies. Promotional and other allowances primarily include
consideration given to our bottlers/distributors or retail customers including,
but not limited to the following: (i) discounts granted off list prices to
support price promotions to end-consumers by retailers; (ii) reimbursements
given to our bottlers/distributors for agreed portions of their promotional
spend with retailers, including slotting, shelf space allowances and other fees
for both new and existing products; (iii) our agreed share of fees given to
bottlers/distributors and/or directly to retailers for advertising, in-store
marketing and promotional activities; (iv) our agreed share of slotting, shelf
space allowances and other fees given directly to retailers, club stores and/or
wholesalers; (v) incentives given to our bottlers/distributors and/or retailers
for achieving or exceeding certain predetermined sales goals; (vi) discounted or
free products; (vii) contractual fees given to our bottlers/distributors related
to sales made by us direct to certain customers that fall within the
bottlers'/distributors' sales territories; and (viii) certain commissions based
on sales to our bottlers/distributors. The presentation of promotional and other
allowances facilitates an evaluation of their impact on the determination of net
sales and the spending levels incurred or correlated with such sales.
Promotional and other allowances constitute a material portion of our marketing
activities. Our promotional allowance programs with our numerous
bottlers/distributors and/or retailers are executed through separate agreements
in the ordinary course of business. These agreements generally provide for one
or more of the arrangements described above and are of varying durations,
ranging from one week to one year. The primary drivers of our promotional and
other allowance activities for the three-months ended June 30, 2021 and 2020
were (i) to increase sales volume and trial, (ii) to address market conditions,
and (iii) to secure shelf and display space at retail.



Sales



The table below discloses selected quarterly data regarding sales for the three-
and six-months ended June 30, 2021 and 2020, respectively. Data from any one or
more quarters or periods is not necessarily indicative of annual results or
continuing trends.



Sales of beverages are expressed in unit case volume. A "unit case" means a unit
of measurement equal to 192 U.S. fluid ounces of finished beverage (24
eight-ounce servings). Unit case volume means the number of unit cases (or unit
case equivalents) of finished products or concentrates as if converted into
finished products sold by us.



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Our quarterly results of operations reflect seasonal trends that are primarily
the result of increased demand in the warmer months of the year. It has been our
experience that beverage sales tend to be lower during the first and fourth
quarters of each calendar year. However, our experience with our energy drink
products suggests they may be less seasonal than the seasonality of traditional
beverages. In addition, our continued growth internationally may further reduce
the impact of seasonality on our business. Quarterly fluctuations may also be
affected by other factors including the introduction of new products, the
opening of new markets where temperature fluctuations are more pronounced, the
addition of new bottlers/distributors, changes in the sales mix of our products
and changes in advertising and promotional expenses.  The COVID-19 pandemic
including new variants may also have an impact on consumer behavior and change
the seasonal fluctuation of our business.




                                            Three-Months Ended           Six-Months Ended
                                                June 30,                     June 30,
(In thousands, except average net
sales per case)                            2021           2020          2021          2020
Net sales                               $ 1,461,934    $ 1,093,896   $ 2,705,751   $ 2,155,993
Less: AFF third-party sales                 (7,905)        (6,644)      (13,633)      (11,749)
Adjusted net sales1                     $ 1,454,029    $ 1,087,252   $ 2,692,118   $ 2,144,244

Case sales by segment:
Monster Energy® Drinks                      137,102        101,046       255,038       199,298
Strategic Brands                             24,348         15,914        44,979        33,261
Other                                             -              -             -             -
Total case sales                            161,450        116,960       300,017       232,559

Average net sales per case              $      9.01    $      9.30   $     

8.97   $      9.22
1Excludes Other segment net sales of $7.9 million and $6.6 million for the
three-months ended June 30, 2021 and 2020, respectively, comprised of net sales
of AFF Third-Party Products to independent third-party customers, as these sales
do not have unit case equivalents. Excludes Other segment net sales of $13.6
million and $11.7 million for the six-months ended June 30, 2021 and 2020,
respectively, comprised of net sales of AFF Third-Party Products to independent
third-party customers, as these sales do not have unit case equivalents.



See Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations" for additional information related to the increase in sales.

Liquidity and Capital Resources


Cash and cash equivalents, short-term and long-term investments. We believe that
cash available from operations, including our cash resources and access to
credit, will be sufficient for our working capital needs, including purchase
commitments for raw materials and inventory, increases in accounts receivable,
payments of tax liabilities, expansion and development needs, purchases of
capital assets, purchases of equipment, purchases of real property and purchases
of shares of our common stock, through at least the next 12 months. Our sources
and uses of cash were not materially impacted by the COVID-19 pandemic in the
six-months ended June 30, 2021 and, to date, we have not identified any material
liquidity deficiencies as a result of the COVID-19 pandemic. Based on the
information currently available to us, we do not expect the impact of the
COVID-19 pandemic to have a material impact on our liquidity. We will continue
to monitor and assess the impact the COVID-19 pandemic may have on our business,
financial condition and/or operating results.



At June 30, 2021, we had $1.58 billion in cash and cash equivalents, $969.0
million in short-term investments and $91.0 million in long-term investments,
including certificates of deposit, commercial paper, U.S. government agency
securities and U.S. treasuries.  We maintain our investments for cash management
purposes and not for purposes of speculation. Our risk management policies
emphasize credit quality (primarily based on short-term ratings by nationally
recognized statistical organizations) in selecting and maintaining our
investments. We regularly assess market risk of our investments and believe our
current policies and investment practices adequately limit those risks. However,
certain of these investments are subject to general credit, liquidity, market
and interest rate risks. These market risks associated with our investment
portfolio may have an adverse effect on our future results of operations,
liquidity and financial condition.

Based on our current plans, at this time we estimate that capital expenditures
(exclusive of common stock repurchases) are likely to be less than $200.0
million through June 30, 2022. However, future business opportunities may cause
a change in this estimate.



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Cash flows provided by operating activities. Cash provided by operating activities was $586.6 million for the six-months ended June 30, 2021, as compared with cash provided by operating activities of $440.5 million for the six-months ended June 30, 2020.





For the six-months ended June 30, 2021, cash provided by operating activities
was primarily attributable to net income earned of $719.0 million and
adjustments for certain non-cash expenses, consisting of $35.7 million of
stock-based compensation and $27.5 million of depreciation and amortization. For
the six-months ended June 30, 2021, cash provided by operating activities also
increased due to a $63.6 million increase in accounts payable, a $42.7 million
increase in accrued promotional allowances, a $29.9 million increase in accrued
liabilities, a $7.7 million increase in income taxes payable and a $2.5 million
decrease in prepaid income taxes. For the six-months ended June 30, 2021, cash
used in operating activities was primarily attributable to a $239.7 million
increase in accounts receivable, a $52.5 million increase in inventories, a
$28.2 million increase in prepaid expenses and other assets, a $10.9 million
decrease in deferred revenue and a $10.8 million decrease in accrued
compensation.



For the six-months ended June 30, 2020, cash provided by operating activities
was primarily attributable to net income earned of $590.2 million and
adjustments for certain non-cash expenses, consisting of $33.0 million of
stock-based compensation, $32.1 million of depreciation and amortization and
$4.0 million of intangible asset impairment. For the six-months ended June 30,
2020, cash provided by operating activities also increased due to a $31.7
million increase in accrued liabilities, a $14.2 million decrease in
inventories, an $8.3 million increase in income tax payable,  a $7.2 million
decrease in prepaid income taxes and a $3.1 million increase in accrued
promotional allowance. For the six-months ended June 30, 2020, cash used in
operating activities was primarily attributable to a $231.8 million increase in
accounts receivable, a $23.4 million increase in prepaid expenses and other
assets, a $10.9 million decrease in accrued compensation, a $10.4 million
decrease in deferred revenue and a $6.8 million decrease in accounts payable.



Cash flows (used in) provided by investing activities. Cash used in investing
activities was $180.2 million for the six-months ended June 30, 2021 as compared
to cash provided by investing activities of $250.7 million for the six-months
ended June 30, 2020.



For both the six-months ended June 30, 2021 and 2020, cash provided by investing
activities was primarily attributable to sales of available-for-sale
investments. For both the six-months ended June 30, 2021 and 2020, cash used in
investing activities was primarily attributable to purchases of
available-for-sale investments. For both the six-months ended June 30, 2021 and
2020, cash used in investing activities also included the acquisitions of fixed
assets consisting of vans and promotional vehicles, coolers and other equipment
to support our marketing and promotional activities, production equipment,
furniture and fixtures, office and computer equipment, computer software,
equipment used for sales and administrative activities, certain leasehold
improvements, as well as acquisitions of and/or improvements to real property.
We expect to continue to use a portion of our cash in excess of our requirements
for operations for purchasing short-term and long-term investments, leasehold
improvements, the acquisition of capital equipment (specifically, vans, trucks
and promotional vehicles, coolers, other promotional equipment, merchandise
displays, warehousing racks as well as items of production equipment required to
produce certain of our existing and/or new products) to develop our brand in
international markets and for other corporate purposes. From time to time, we
may also use cash to purchase additional real property related to our beverage
business and/or acquire compatible businesses.



Cash flow provided by (used in) financing activities. Cash provided by financing
activities was $14.3 million for the six-months ended June 30, 2021 as compared
to cash used in financing activities of $553.6 million for the six-months ended
June 30, 2020. The cash used in financing activities for both the six-months
ended June 30, 2021 and 2020 was primarily the result of the repurchases of our
common stock. The cash provided by financing activities for both the six-months
ended June 30, 2021, and 2020 was primarily attributable to the issuance of our
common stock under our stock-based compensation plans.



Purchases of inventories, increases in accounts receivable and other assets,
acquisition of property and equipment (including real property, personal
property and coolers), leasehold improvements, advances for or the purchase of
equipment for our bottlers, acquisition and maintenance of trademarks, payments
of accounts payable, income taxes payable and purchases of our common stock are
expected to remain our principal recurring use of cash.



Of our $1.58 billion of cash and cash equivalents held at June 30, 2021, $539.7 million was held by our foreign subsidiaries. No short-term or long-term investments were held by our foreign subsidiaries at June 30, 2021.





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The following represents a summary of the Company's contractual commitments and related scheduled maturities as of June 30, 2021:






                                        Payments due by period (in thousands)
                                         Less than       1­3        3­5        More than
      Obligations             Total        1 year       years       years       5 years

Contractual Obligations1    $ 219,205    $  156,735    $ 61,224    $ 1,246    $         -
Finance Leases                  1,770         1,751          19          -              -
Operating Leases               22,557         3,575       4,863      3,332         10,787
Purchase Commitments2          67,344        67,344           -          -              -
                            $ 310,876    $  229,405    $ 66,106    $ 4,578    $    10,787

1Contractual obligations include our obligations related to sponsorships and other commitments.

2Purchase commitments include obligations made by us and our subsidiaries to various suppliers for raw materials used in the production of our products. These obligations vary in terms, but are generally satisfied within one year.





In addition, approximately $0.4 million of unrecognized tax benefits have been
recorded as liabilities as of June 30, 2021. It is expected that the amount of
unrecognized tax benefits will not significantly change within the next 12
months. As of June 30, 2021, we had $0.1 million of accrued interest and
penalties related to unrecognized tax benefits.



Critical Accounting Policies



There have been no material changes to our critical accounting policies from the
information provided in Item 7, "Management's Discussion and Analysis of
Financial Condition and Results of Operations", included in our Annual Report on
Form 10-K for the fiscal year ended December 31, 2020 ("Form 10-K").



Recent Accounting Pronouncements





The information required by this Item is incorporated herein by reference to the
Notes to Condensed Consolidated Financial Statements - Note 2. Recent Accounting
Pronouncements, in Part I, Item 1, of this Quarterly Report on Form 10-Q.



Inflation


We believe inflation did not have a significant impact on our results of operations for the periods presented.





Forward-Looking Statements



Certain statements made in this report may constitute forward-looking statements
(within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended) (the
"Exchange Act") regarding the expectations of management with respect to
revenues, profitability, adequacy of funds from operations and our existing
credit facility, among other things. All statements containing a projection of
revenues, income (loss), earnings (loss) per share, capital expenditures,
dividends, capital structure or other financial items, a statement of
management's plans and objectives for future operations, or a statement of
future economic performance contained in management's discussion and analysis of
financial condition and results of operations, including statements related to
new products, volume growth and statements encompassing general optimism about
future operating results and non-historical information, are forward-looking
statements within the meaning of the Exchange Act. Without limiting the
foregoing, the words "believes," "thinks," "anticipates," "plans," "expects,"
and similar expressions are intended to identify forward-looking statements.



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Management cautions that these statements are qualified by their terms and/or
important factors, many of which are outside our control, and involve a number
of risks, uncertainties and other factors, that could cause actual results and
events to differ materially from the statements made including, but not limited
to, the following:


The human and economic consequences of the COVID-19 pandemic, including new

variants, as well as the measures taken or that may be taken in the future by

? governments, and consequently, businesses (including the Company and its

suppliers, bottlers/ distributors, co-packers and other service providers) and

the public at large to limit the COVID-19 pandemic;

Fluctuations in growth and/or growth rates and/or decline in sales of the

domestic and international energy drink categories generally, including in the

? convenience and gas channel (which is our largest channel) and the impact on

demand for our products resulting from deteriorating economic conditions and/or

financial uncertainties due to the COVID-19 pandemic;

The impact of temporary plant closures, production slowdowns and disruptions in

? operations experienced by our suppliers, bottlers/distributors and/or

co-packers as a result of the COVID-19 pandemic, including any material

disruptions on the production and distribution of our products;

The impact of the reduction in our sponsorship and endorsement activities as

? well as our sampling activities as a result of COVID-19 on our future sales and

market share;

The impact on consumer demand of the recent resurgence of the COVID-19

? pandemic, including new variants, in many of the countries and territories in

which we operate;

? The impact of countries being in lockdown due to the COVID-19 pandemic at

various times;

? Delays in the availability and/or administration and/or acceptance of vaccines

may prolong the COVID-19 pandemic;

? Closures of, and continued restrictions on, on-premise retailers and other

establishments which sell our products as the result of the COVID-19 pandemic;

? The limitation or reduction by our suppliers, bottlers/distributors and/or

co-packers of their activities and/or operations during the COVID-19 pandemic;

? The impact of the COVID-19 pandemic on our product sampling programs;

? Our ability to introduce new products and the impact of the COVID-19 pandemic

on our innovation activities;

Our ability to successfully adapt to the changing landscape of advertising,

? marketing, promotional, sponsorship and endorsement opportunities created by

the COVID-19 pandemic;

? Other effects of the COVID-19 pandemic on our employees, such as mental health

challenges that employees may face;

? The impact of any reductions in productivity and disruptions to our business

routines while most office-based employees of the Company are working remotely;

? The impact of logistical issues, including shortages of shipping containers,

port of entry congestion and increased freight costs;

We have extensive commercial arrangements with TCCC and, as a result, our

? future performance is substantially dependent on the success of our

relationship with TCCC;

The impact of TCCC's bottlers/distributors distributing Coca-Cola brand energy

? drinks and possible reductions in the number of our SKUs carried by such

bottlers/distributors and/or such bottlers/distributors imposing limitations on

distributing new product SKUs;

? The effect of TCCC being one of our significant stockholders and the potential

divergence of TCCC's interests from those of our other stockholders;

? Our ability to maintain relationships with TCCC system bottlers/distributors

and manage their ongoing commitment to focus on our products;

Disruption in distribution channels and/or decline in sales due to the

? termination and/or insolvency of existing and/or new domestic and/or

international bottlers/distributors;

? Lack of anticipated demand for our products in domestic and/or international

markets;

? Fluctuations in the inventory levels of our bottlers/distributors, planned or

otherwise, and the resultant impact on our revenues;

Unfavorable regulations, including taxation requirements, age restrictions

? imposed on the sale, purchase, or consumption of our products, marketing

restrictions, product registration requirements, tariffs, trade restrictions,


   container size limitations and/or ingredient restrictions;


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The effect of inquiries from, and/or actions by, state attorneys general, the

Federal Trade Commission (the "FTC"), the Food and Drug Administration (the

"FDA"), municipalities, city attorneys, other government agencies,

quasi-government agencies, government officials (including members of U.S.

? Congress) and/or analogous central and local agencies and other authorities in

the foreign countries in which our products are manufactured and/or

distributed, into the advertising, marketing, promotion, ingredients, sale

and/or consumption of our energy drink products, including voluntary and/or

required changes to our business practices;

Our ability to comply with laws, regulations and evolving industry standards

? regarding consumer privacy and data use and security, including with respect to

the General Data Protection Regulation and the California Consumer Privacy Act

of 2018;

? Our ability to achieve profitability and/or repatriate cash from certain of our

operations outside the United States;

Our ability to manage legal and regulatory requirements in foreign

? jurisdictions, potential difficulties in staffing and managing foreign

operations and potentially higher incidence of fraud or corruption and credit

risk of foreign customers and/or bottlers/distributors;

Changes in U.S. tax laws as a result of any legislation proposed by the new

? U.S. Presidential Administration or U.S. Congress, which may include efforts to

change or repeal the 2017 Tax Cuts and Jobs Act and the federal corporate

income tax rate reduction;

? Our ability to produce our products in international markets in which they are

sold, thereby reducing freight costs and/or product damages;

? Our ability to absorb, reduce or pass on to our bottlers/distributors increases

in commodity costs generally as well as increases in freight costs;

? Our ability to effectively manage our inventories and/or our accounts

receivables;

Our foreign currency exchange rate risk with respect to our sales, expenses,

? profits, assets and liabilities denominated in currencies other than the U.S.

dollar, which will continue to increase as foreign sales increase;

? The long-term impact of the United Kingdom's departure from the European Union

(or "Brexit");

? Changes in accounting standards may affect our reported profitability;

? Implications of the Organization for Economic Cooperation and Development's

base erosion and profit shifting project;

Any proceedings which may be brought against us by the Securities and Exchange

? Commission (the "SEC"), the FDA, the FTC or other governmental agencies or

bodies;

The outcome and/or possibility of future shareholder derivative actions or

? shareholder securities litigation that may be filed against us and/or against

certain of our officers and directors, and the possibility of other private

shareholder litigation;

The outcome of product liability or consumer fraud litigation and/or class

action litigation (or its analog in foreign jurisdictions) regarding the safety

? of our products and/or the ingredients in and/or claims made in connection with

our products and/or alleging false advertising, marketing and/or promotion, and

the possibility of future product liability and/or class action lawsuits;

? Exposure to significant liabilities due to litigation, legal or regulatory

proceedings;

? Intellectual property injunctions;

? Unfavorable resolution of tax matters;

? Uncertainty and volatility in the domestic and global economies, including risk

of counterparty default or failure;

? Our ability to address any significant deficiencies or material weakness in our

internal controls over financial reporting;

? Our ability to continue to generate sufficient cash flows to support our

expansion plans and general operating activities;

Decreased demand for our products resulting from changes in consumer

preferences, including changes in demand for different packages, sizes and

? configurations, obesity and other perceived health concerns, including concerns

relating to certain ingredients in our products or packaging, product safety


   concerns and/or from decreased consumer discretionary spending power;

Adverse publicity surrounding obesity and health concerns related to our

? products, product safety and quality, water usage, environmental impact and

sustainability, human rights, our culture, workforce and labor and workplace

laws;

Changes in demand that are weather related and/or for other reasons, including

changes in product category and/or package consumption and changes in cost and

? availability of certain key ingredients including aluminum cans, as well as

disruptions to the supply chain, as a result of climate change and extreme

weather conditions;

The impact of unstable political conditions, civil unrest, large scale

? terrorist acts, the outbreak or escalation of armed hostilities, major natural

disasters and extreme weather conditions, or widespread outbreaks of infectious

diseases (such as the COVID-19 pandemic);

The impact on our business of competitive products and pricing pressures and

our ability to gain or maintain our share of sales in the marketplace as a

? result of actions by competitors, including unsubstantiated and/or misleading


   claims, false advertising claims and tortious interference, as well as
   competitors selling misbranded products;


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   The impact on our business of trademark and trade dress infringement

proceedings brought against us relating to our brands, including our Reign

? Total Body Fuel® high performance energy drinks, which could result in an

injunction barring us from selling certain of our products and/or require

changes to be made to our current trade dress;

? Our ability to implement and/or maintain price increases;

? An inability to achieve volume growth through product and packaging

initiatives;

Our ability to sustain the current level of sales and/or achieve growth for our

? Monster Energy® brand energy drinks and/or our other products, including our

Strategic Brands;

The impact of criticism of our energy drink products and/or the energy drink

market generally and/or legislation enacted (whether as a result of such

criticism or otherwise) that restricts the marketing or sale of energy drinks

? (including prohibiting the sale of energy drinks at certain establishments or

pursuant to certain governmental programs), limits caffeine content in

beverages, requires certain product labeling disclosures and/or warnings,

imposes excise and/or sales taxes, limits product sizes and/or imposes age

restrictions for the sale of energy drinks;

Our ability to comply with and/or resulting lower consumer demand and/or lower

profit margins for energy drinks due to proposed and/or future U.S. federal,

state and local laws and regulations and/or proposed or existing laws and

regulations in certain foreign jurisdictions and/or any changes therein,

including changes in taxation requirements (including tax rate changes, new tax

laws, new and/or increased excise, sales and/or other taxes on our products and

revised tax law interpretations) and environmental laws, as well as the Federal

Food, Drug, and Cosmetic Act and regulations or rules made thereunder or in

? connection therewith by the FDA, as well as changes in any other food, drug or

similar laws in the United States and internationally, especially those changes

that may restrict the sale of energy drinks (including prohibiting the sale of

energy drinks at certain establishments or pursuant to certain governmental

programs), limit caffeine content in beverages, require certain product

labeling disclosures and/or warnings, impose excise taxes, impose sugar taxes,

limit product sizes, or impose age restrictions for the sale of energy drinks,

as well as laws and regulations or rules made or enforced by the Bureau of

Alcohol, Tobacco, Firearms and Explosives and/or the FTC or their foreign

counterparts;

? Disruptions in the timely import or export of our products and/or ingredients

due to port strikes and related labor issues;

Our ability to satisfy all criteria set forth in any model energy drink

guidelines, including, without limitation, those adopted by the American

? Beverage Association, of which we are a member, and/or any international

beverage associations and the impact of our failure to satisfy such guidelines

may have on our business;

? The effect of unfavorable or adverse public relations, press, articles,

comments and/or media attention;

Changes in the cost, quality and availability of containers, packaging

materials, aluminum cans, the Midwest and other premiums, raw materials and

? other ingredients and juice concentrates, and our ability to obtain and/or

maintain favorable supply arrangements and relationships and procure timely

and/or sufficient production of all or any of our products to meet customer

demand;

Any shortages that may be experienced in the procurement of containers and/or

? other raw materials including, without limitation, aluminum cans generally, PET

containers used for our Monster Hydro® energy drinks, 24-ounce aluminum cap

cans and 550ml BRE aluminum cans with resealable ends;

Due to limitations being experienced in securing the supply of sufficient

quantities of aluminum cans, we are currently, and may continue, focusing on

? producing higher volume products. As a result, certain of our lower volume

products may be temporarily discontinued by our bottlers/distributors and/or

their retail customers, and we may not be able to reinstate all, or any, of


   such lower volume products in the future;


   In order to secure sufficient quantities of aluminum cans and sufficient

co-packing availability in the future, we may be required to commit to minimum

? purchase volumes and/or minimum co-packing volumes. In the event that we

over-estimate future demand for our products and therefore may not purchase

such minimum quantities in full, or utilize such minimum co-packing volumes in

full, we may incur claims and/or costs or losses in respect of such shortfalls;

? The impact on our cost of sales of corporate activity among the limited number

of suppliers from whom we purchase certain raw materials;

Our ability to pass on to our customers all or a portion of any increases in

? the costs of raw materials, ingredients, commodities and/or other cost inputs

affecting our business;

Our ability to achieve both internal domestic and international forecasts,

which may be based on projected volumes and sales of many product types and/or

? new products, certain of which are more profitable than others; there can be no

assurance that we will achieve projected levels of sales as well as forecasted

product and/or geographic mixes;

Our ability to penetrate new domestic and/or international markets and/or gain

? approval or mitigate the delay in securing approval for the sale of our

products in various countries;

The effectiveness of sales and/or marketing efforts by us and/or by the

? bottlers/distributors of our products, most of whom distribute products that


   may be regarded as competitive with our products;


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Unilateral decisions by bottlers/distributors, buying groups, convenience

chains, grocery chains, mass merchandisers, specialty chain stores, e-commerce

retailers, e-commerce websites, club stores and other customers to discontinue

? carrying all or any of our products that they are carrying at any time,

restrict the range of our products they carry, impose restrictions or

limitations on the sale of our products and/or devote less resources to the

sale of our products;

The impact of possible trading disputes between our bottler/distributors and

? their customers and/or one or more buying groups which may result in the

delisting of certain of the Company products, temporarily or otherwise;

? The effects of retailer consolidation on our business and our ability to

successfully adapt to the rapidly changing retail landscape;

? Our ability to adapt to the changing retail landscape with the rapid growth in

e-commerce retailers;

? The effects of bottler/distributor consolidation on our business;

? The costs and/or effectiveness, now or in the future, of our advertising,

marketing and promotional strategies;

? The success of our sports marketing, social media and other general marketing

endeavors both domestically and internationally;

? Unforeseen economic and political changes and local or international

catastrophic events;

Possible product recalls and/or reformulations of certain of our products

? and/or market withdrawals of certain of our products due to defective and/or

non-compliant formulas or production in one or more jurisdictions;

Our ability to make suitable arrangements and/or procure sufficient capacity

? for the co-packing of any of our products both domestically and

internationally, the timely replacement of discontinued co-packing arrangements

and/or limitations on co-packing availability, including for retort production;

? Our ability to make suitable arrangements for the timely procurement of

non-defective raw materials;

Our inability to protect and/or the loss of our intellectual property rights

? and/or our inability to use our trademarks, trade names or designs and/or trade

dress in certain countries;

Volatility of stock prices which may restrict stock sales, stock purchases or

? other opportunities as well as negatively impact the motivation of equity award

grantees;

Provisions in our organizational documents and/or control by insiders which may

? prevent changes in control even if such changes would be beneficial to other

stockholders;

? The failure of our bottlers and/or co-packers to manufacture our products on a

timely basis or at all;

Any disruption in and/or lack of effectiveness of our information technology

? systems, including a breach of cyber security, that disrupts our business or

negatively impacts customer relationships, as well as cybersecurity incidents

involving data shared with third parties; and

? Recruitment and retention of senior management, other key employees and our


   employee base in general.




The foregoing list of important factors and other risks detailed from time to
time in our reports filed with the SEC is not exhaustive. See the section
entitled "Risk Factors" in our Form 10-K and in Item 1A of this Quarterly Report
for a more complete discussion of these risks and uncertainties and for other
risks and uncertainties. Those factors and the other risk factors described
therein are not necessarily all of the important factors that could cause actual
results or developments to differ materially from those expressed in any of our
forward-looking statements. Other unknown or unpredictable factors also could
harm our results. Consequently, our actual results could be materially different
from the results described or anticipated by our forward-looking statements, due
to the inherent uncertainty of estimates, forecasts and projections and may be
better or worse than anticipated. Given these uncertainties, you should not rely
on forward-looking statements. Forward-looking statements represent our
estimates and assumptions only as of the date that they were made. We expressly
disclaim any duty to provide updates to forward-looking statements, and the
estimates and assumptions associated with them, after the date of this report,
in order to reflect changes in circumstances or expectations or the occurrence
of unanticipated events except to the extent required by applicable securities
laws.

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