Exhibit 99.2

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION OF KDP

On August 24, 2025, KDP entered into the Merger Protocol with JDE Peet’s. Pursuant to the Merger Protocol, on January 16, 2026, KDP commenced the Offer to acquire all of the issued and outstanding ordinary shares of JDE Peet’s, excluding treasury shares of JDE Peet’s, for €31.85 per share in cash, without interest. Upon the terms and subject to the conditions set forth in the Merger Protocol, KDP will acquire JDE Peet’s.

At the effective time of the JDE Peet’s Acquisition (the “Effective Time”), each JDE Peet’s ordinary share issued and outstanding immediately prior to the Effective Time (other than treasury shares of JDE Peet’s) will be converted into the right to receive the Offer in cash. Acorn Holdings B.V., an affiliate of JAB Holding Company S.à.r.l., together with certain directors of JDE Peet’s, collectively holding approximately 69% of the outstanding shares, have entered into irrevocable undertakings to tender their shares in the Offer and to vote in favor of the related resolutions at the extraordinary general meeting of JDE Peet’s.

Following completion of the JDE Peet’s Acquisition, KDP intends to separate into two independent, US-listed publicly traded companies pursuant to the Separation. One of the resulting US-listed public companies, Global Coffee Co., will combine the KDP Coffee Business and the business of JDE Peet’s and its subsidiaries as described under “Business of JDE Peet’s.” The remaining business, New Beverage Co., will operate as a scaled North American refreshment beverage company.

Financing of the JDE Peet’s Acquisition

JV Investment

On October 26, 2025, KDP entered into a commitment letter with the JV Investors, under which the JV Investors have committed to making, subject to certain conditions, a strategic minority investment into KDP’s wholly-owned subsidiary, the “Pod Manufacturing JV.” On February 23, 2026, KDP entered into a JV Transaction Agreement by and among the Pod Manufacturing JV, Keurig Partners and the JV Investor Partner in connection with the previously announced commitment letter relating to the JV Investment. 

The JV Transaction Agreement provides that, upon its terms and subject to certain conditions, at the closing of the JV Investment, (i) KGMM will merge with and into the Pod Manufacturing JV, with the Pod Manufacturing JV surviving, (ii) Keurig Lux Partner will contribute 100% of the equity interests of Keurig Canada ULC as a capital contribution to the Pod Manufacturing JV and (iii) the JV Investor Partner will make a capital contribution of $4.0 billion to the Pod Manufacturing JV in exchange for limited partnership units representing a 49% interest in the Pod Manufacturing JV. The remaining 51% ownership interest in the Pod Manufacturing JV will remain under the ownership of KDP and its affiliates. Following completion of the transactions contemplated by the JV Transaction Agreement, the Pod Manufacturing JV will own or otherwise have access to KDP’s and its affiliates’ manufacturing assets and facilities used in the manufacture of K-Cup pods and other unbrewed single-serve beverages in the United States and Canada.

The JV Investor Partner will be entitled to 49% of the Pod Manufacturing JV’s distributions until it achieves a target internal rate of return equal to 6.375% in each of the first five years, which is assumed to be met based on the income of the Pod Manufacturing JV for the periods presented on the unaudited pro forma condensed combined statement of income of KDP. The JV Investor Partner will receive 49% of distributions in years thereafter which are classified as non-controlling interest on the unaudited pro forma condensed combined statements of income of KDP.

The JV Transaction Agreement provides that, at the closing of the JV Investment, the Keurig Partners and the JV Investor Partner will enter into the A&R LPA. The A&R LPA sets forth each partner’s rights and responsibilities with respect to the Pod Manufacturing JV, including with respect to the limited partner committee (a majority of the members of which will be appointed by the Keurig Partners), certain unanimous approval rights in favor of the JV Investor Partner, mechanisms for capital contributions to be made to the Pod Manufacturing JV, limitations on transfers by the partners, a call right exercisable by the Keurig Partners beginning on the eighth anniversary of the closing of the JV Investment and ending on the fifteenth anniversary of the closing of the JV Investment (or earlier upon the occurrence of certain triggering events), a conversion right exercisable by the JV Investor Partner after the fifteenth anniversary of the closing of the JV Investment but before the thirtieth anniversary of the closing of the JV Investment whereby the JV Investor Partner may elect to convert its interest in the Pod Manufacturing JV into publicly traded shares of common stock of Global Coffee Co. or its successor based on the JV Investor Partner’s remaining economic interest (subject to the call right) with related registration rights for such shares of common stock, and tag-along rights for the JV Investor Partner if the Keurig Partners desire to transfer their units. The A&R LPA also sets forth distribution mechanics, pursuant to which the Pod Manufacturing JV shall make quarterly distributions of available cash (subject to certain limitations, including for operating costs and reserves) to its partners generally in proportion to their ownership interests. 

KDP intends to use the net proceeds from the contribution of the JV Investor Partner to fund a portion of the consideration for the JDE Peet’s Acquisition and related fees and expenses. See “Use of Proceeds” and “Description of the Transactions.” The JV Investors will receive certain transaction fees upon closing. See “Summary—Financing of the JDE Peet’s Acquisition” and “Description of the Transactions” for more information about the JV Investment.

Preferred Investment

On October 27, 2025, KDP entered into the Preferred Investment Agreement with the Preferred Investors. Pursuant to the Preferred Investment Agreement, on the terms and subject to the conditions set forth therein, KDP agreed to issue and sell to the Preferred Investors, and the Preferred Investors agreed to purchase from KDP, 3,000,000 shares of the Convertible Preferred Stock of KDP for a purchase price per share of $1,000 and an aggregate purchase price of $3.0 billion, in a transaction exempt from the registration requirements of the Securities Act.

On February 23, 2026, KDP entered into an amendment to the Preferred Investment Agreement, pursuant to which KDP agreed to issue and sell to the Preferred Investors, and the Preferred Investors agreed to purchase from KDP, 4,500,000 shares of the Convertible Preferred Stock of KDP for a purchase price per share of $1,000 and an aggregate purchase price of $4.5 billion, representing an increase of 1,500,000 shares of Convertible Preferred Stock, or $1.5 billion in aggregate purchase price. The Convertible Preferred Stock will rank senior to the common stock of KDP, with respect to dividend rights and rights on the distribution of assets on any voluntary or involuntary liquidation, dissolution or winding up of the affairs of KDP.

Preferred Investors will be entitled to dividends on the Convertible Preferred Stock at a rate of 4.75% per annum, which amount will increase by 0.25% per annum on the day after the tenth anniversary of the Preferred Issue Date. The Preferred Investors will be entitled to participate in dividends declared or paid on the common stock on an as-converted basis; provided that any such dividends on the common stock on an as-converted basis received by Preferred Investors will reduce, on a dollar-for-dollar basis, the dividends such Preferred Investors are entitled to receive on the Convertible Preferred Stock. Such dividends will be payable on a quarterly basis in cash; provided, that KDP may, in its sole discretion, on one or more occasions, defer payment of all or part of any dividend otherwise due on the Convertible Preferred Stock.

Preferred Investors may convert the Convertible Preferred Stock, (A) at any time and from time to time, up to, in the aggregate, 50% of the Convertible Preferred Stock issued on the Preferred Issue Date and allocated among the Preferred Investors and their permitted transferees pro rata and (B) at any time and from time to time on the earliest of (i) the 18-month anniversary of the Preferred Issue Date, (ii) the completion of the Separation, (iii) upon foreclosure by a lender under a bona fide loan or other financing arrangement and (iv) if the completion of the Separation has not occurred by the 12-month anniversary of the date of consummation of the Beverage Co. IPO, the 12-month anniversary of the date of consummation

 

2

of the Beverage Co. IPO. The Convertible Preferred Stock will be convertible into common stock at an initial conversion price equal to $37.25 per share of common stock, which is subject to adjustment (i) for customary anti-dilution protections and (ii) in the event that KDP completes the Separation. At any time after the third anniversary of the Preferred Issue Date, KDP will have the option to require that all or any portion of the then-outstanding shares of Convertible Preferred Stock be converted into common stock at the then applicable Conversion Price when certain conditions apply. At any time on or following the seventh anniversary of the Preferred Issue Date, KDP may redeem all or any portion of the outstanding Convertible Preferred Stock at the applicable redemption price plus accrued and unpaid dividends thereon. Upon the occurrence of a fundamental change of KDP, KDP will be obligated to offer to redeem all of the Convertible Preferred Stock.

KDP intends to use the net proceeds from the Preferred Investment to fund a portion of the consideration for the JDE Peet’s Acquisition and related fees and expenses. Unless specified otherwise, in this section and the section immediately following, the term “Equity Transactions” refers to the JV Investment and the Preferred Investment. The unaudited pro forma condensed combined financial statements solely give effect to the issuance of the Convertible Preferred Stock, the associated cash proceeds and the related impact of the Convertible Preferred Stock on earnings per share, as described in the Equity Transactions adjustments below. See “Summary—Financing of the JDE Peet’s Acquisition” and “Description of the Transactions” for more information about the Preferred Investment.

Bridge Credit Facility

Concurrently with the entry into the Merger Protocol, KDP also entered into the Bridge Credit Agreement, dated August 24, 2025 with the lenders party thereto and MSSF as administrative agent. Under the Bridge Credit Agreement, KDP obtained commitments for a 364-day senior unsecured bridge loan facility of up to €16.2 billion to fund the JDE Peet’s Acquisition, which has since been reduced to €5.85 billion (“Bridge Facility”). The unaudited pro forma condensed combined financial information does not reflect the Bridge Facility except for the fees and expenses already incurred, as the combination of the borrowing under the Delayed Draw Term Loan Agreement, the Equity Transactions and the offering of the Notes and the Euro Notes will provide the funding necessary to consummate the JDE Peet’s Acquisition.

KDP does not expect to draw on the Bridge Facility to finance the JDE Peet’s Acquisition; however, the timing, terms, and final amounts of the financing have not yet been determined. As a result, actual outcomes could differ materially from those presented in the unaudited pro forma condensed combined financial information if the refinancing is completed on different terms, at different interest rates, or through alternative funding sources. KDP anticipates that commitments under the Bridge Credit Facility will be reduced by the net proceeds received from the JV Investment, the Preferred Investment, the Notes and the Euro Notes, as applicable. See “Description of Certain Other Indebtedness” for more information about the Bridge Credit Facility.

Delayed Draw Term Loan Agreement

On December 18, 2025, KDP entered into the Delayed Draw Term Loan Agreement with the lenders party thereto and MSSF, as administrative agent, pursuant to which each lender committed, subject to satisfaction of certain conditions set forth in the Delayed Draw Term Loan Agreement, to provide KDP with financing under a term loan facility in an aggregate amount not to exceed €10.35 billion.

Borrowings under the Delayed Draw Term Loan Agreement will bear interest at a rate per annum equal to the EURIBO rate plus a margin of 0.750% to 1.750% depending on the rating of certain index debt of KDP. The undrawn commitments under the term loan facility will be subject to a commitment fee commencing on December 23, 2025 at a per annum rate of 0.060% to 0.200% depending on the rating of certain index debt of KDP.

The Issuer expects to borrow approximately $3.9 billion U.S. Dollar equivalent in euros under the Delayed Draw Term Loan Agreement to fund a portion of the JDE Peet’s Acquisition. See “Use of Proceeds,” “Description of the Transactions” and “Description of Certain Other Indebtedness” for more information about the Delayed Draw Term Loan Agreement.

 

3

USD Notes

The Issuer is offering an aggregate principal amount of $3.0 billion of notes, which will consist of $    million aggregate principal amount of the 2029 Notes, $    million aggregate principal amount of the 2031 Notes, $    million aggregate principal amount of the 2036 Notes and $    million aggregate principal amount of the 2056 Notes. See “Description of the Notes” for additional information regarding the Notes.

KDP intends to use the net proceeds from the Notes, together with the proceeds from the sale of the Euro Notes, the Equity Transactions and the borrowing under the Delayed Draw Term Loan Agreement, to fund the JDE Peet’s Acquisition and to pay related fees and expenses. See “Use of Proceeds” and “Description of the Transactions.”

In this section and the section immediately following, both “USD Notes” and the “Notes” are used to refer to the Notes.

Euro Notes

Substantially concurrently with the offering of the Notes, the Issuer also expects to issue one or more additional series of notes pursuant to one or more indentures, on terms substantially consistent with the Notes, in an aggregate principal amount of approximately $3.0 billion-equivalent denominated in euros, which will consist of €     million aggregate principal amount of    % senior notes due 2028, €     million aggregate principal amount of    % senior notes due 2030, €     million aggregate principal amount of    % senior notes due 2032, and € million aggregate principal amount of    % senior notes due 2035. See “Description of Certain Other Indebtedness” for additional information regarding the Euro Notes.

KDP intends to use the net proceeds from the Euro Notes, together with the proceeds from the sale of the Notes offered hereby, the Equity Transactions and the borrowing under the Delayed Draw Term Loan Agreement, to fund the JDE Peet’s Acquisition and to pay related fees and expenses. See “Use of Proceeds” and “Description of the Transactions.” Unless specified otherwise, in this section, the term “Debt Financing Transactions” refers to the Bridge Facility, the Delayed Draw Term Loan Agreement, the Notes and the Euro Notes. See “Description of Certain Other Indebtedness.”

The following unaudited pro forma condensed combined financial information is based on or derived from the historical financial statements of KDP, which are incorporated by reference into this offering memorandum, and JDE Peet’s, which is included elsewhere in this offering memorandum. The unaudited pro forma condensed combined balance sheet as of December 31, 2025, gives effect to adjustments reflecting the accounting for the Transactions (other than the Separation) as if those adjustments were made on December 31, 2025. The unaudited pro forma condensed combined statement of income of KDP for the year ended December 31, 2025, gives effect to adjustments reflecting the accounting for the Transactions (other than the Separation) as if those adjustments were made on January 1, 2025. The unaudited pro forma condensed combined financial information combines the historical financial statements of KDP, prepared in accordance with U.S. GAAP, with the historical financial statements of JDE Peet’s, prepared in accordance with IFRS Accounting Standards. Certain adjustments have been made to JDE Peet’s historical financial statements to reflect the conversion from IFRS Accounting Standards to U.S. GAAP, align accounting policies and financial statement presentation to KDP, and to translate the historical financial statements from euro to U.S. Dollar.

The historical financial statements of KDP and JDE Peet’s have been adjusted in the accompanying unaudited pro forma condensed combined financial information to give effect to adjustments reflecting the accounting for the Transactions (other than the Separation) in accordance with U.S. GAAP accounting principles (the “KDP Transaction Accounting Adjustments”). The KDP Transaction Accounting Adjustments are based upon currently available information and certain assumptions that KDP management believes are reasonable.

 

4

The unaudited pro forma condensed combined financial information was derived from:

The accompanying notes to the unaudited pro forma condensed combined financial information;

The audited consolidated financial statements of KDP contained in the Annual Report and the related notes, which are incorporated by reference in this offering memorandum; and

The audited consolidated financial statements of JDE Peet’s and the related notes, included elsewhere in this offering memorandum.

The unaudited pro forma condensed combined financial information and the related notes are being provided for illustrative purposes only and do not purport to represent what KDP’s actual results of operations or financial position would have been had the Transactions (other than the Separation) been completed on the dates indicated, nor are they necessarily indicative of KDP’s future results of operations or financial position for any future period. Future results may vary significantly from the results reflected due to various factors and risks discussed in the section entitled “Risk Factors.”

The following unaudited pro forma condensed combined financial information and related notes have been prepared to give the effect to the following:

Application of the acquisition method of accounting under the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 805, Business Combinations (“ASC 805”), where assets and liabilities of JDE Peet’s will be recorded by KDP at their respective fair values at the date of completion of the JDE Peet’s Acquisition;

Adjustments to reflect the Debt Financing Transactions used to fund a portion of the JDE Peet’s Acquisition, including related fees and expenses;

Adjustments to reflect the Equity Transactions used to fund a portion of the JDE Peet’s Acquisition, including related fees and expenses;

Adjustments to reflect KDP’s transactions costs in connection with the JDE Peet’s Acquisition;

Adjustments to reconcile JDE Peet’s historical financial statements prepared in accordance with IFRS Accounting Standards to U.S. GAAP;

Adjustments to conform accounting policies and financial statement presentation of JDE Peet’s to those of KDP, based upon a preliminary assessment by KDP; and

Adjustments to reflect the related tax effects for the preliminary KDP Transaction Accounting Adjustments.

The KDP Transaction Accounting Adjustments and unaudited pro forma condensed combined financial information are preliminary and are subject to change as additional information becomes available and additional analysis is performed. The preliminary KDP Transaction Accounting Adjustments have been made solely for the purpose of providing the unaudited pro forma condensed combined financial information and are prepared in accordance with Article 11 of Regulation S-X. KDP estimated the fair value of JDE Peet’s assets and liabilities based on certain publicly available information and limited data provided to KDP management, as there are limitations on the information

 

5

that can be exchanged between KDP and JDE Peet’s prior to the closing of the JDE Peet’s Acquisition. A final determination of the fair value of JDE Peet’s acquired assets, non-controlling interests, and assumed liabilities will be performed. Any changes in the fair values of the net assets or total purchase consideration as compared with the information shown in the unaudited pro forma condensed combined financial information may change the amount of the total purchase consideration allocated to goodwill and other assets and liabilities and may impact KDP’s statements of income; therefore the final purchase consideration allocation may be materially different than the preliminary purchase consideration allocation presented in the unaudited pro forma condensed combined financial information.

 

6

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET

As of December 31, 2025

(In millions of U.S. Dollars)

 

		KDP Historical (As Reported)				Historical JDE Peet’s as Converted (Note 2)				Transaction Accounting Adjustments – Acquisition				Note 4		Transaction Accounting Adjustments – Equity: Pod Manufacturing JV				Transaction Accounting Adjustments – Equity: Preferred Investment				Transaction Accounting Adjustments – Debt Financing				Note 4		Pro Forma Combined
Assets
Current assets:
Cash and cash equivalents		$	1,026			$	2,093			$	(18,241	)		(a)		$	3,909			$	4,426			$	9,859			(j)		$	3,072
Restricted cash and restricted cash equivalents			18				29				—						—				—				—						47
Trade accounts receivable, net			1,671				847				(15	)		(b)			—				—				—						2,503
Inventories			1,733				2,328				450			(c)			—				—				—						4,511
Prepaid expenses and other current assets			818				537				—						—				—				—						1,355
Total current assets			5,266				5,834				(17,806	)					3,909				4,426				9,859						11,488
Property, plant and equipment, net			3,230				1,888				—						—				—				—						5,118
Investments in unconsolidated affiliates			1,660				—				—						—				—				—						1,660
Goodwill			20,247				14,640				(4,264	)		(d)			—				—				—						30,623
Intangible assets, net			23,725				5,020				11,455			(e)			—				—				—						40,200
Other non-current assets			1,295				900				—						—				—				—						2,195
Deferred tax assets			36				82				—						(19	)			—				—			(p)			99
Total assets		$	55,459			$	28,364			$	(10,615	)				$	3,890			$	4,426			$	9,859					$	91,383
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable		$	2,996			$	4,139			$	(17	)		(b)		$	—			$	—			$	—					$	7,118
Accrued expenses			1,379				989				9			(i)			—				—				—						2,377
Structured payables			25				1,050				—						—				—				—						1,075
Short-term borrowings and current portion of long-term obligations			3,105				881				—						—				—				895			(k)			4,881
Other current liabilities			785				869				—						—				—				—						1,654
Total current liabilities			8,290				7,928				(8	)					—				—				895						17,105
Long-term obligations			13,036				5,276				(234	)		(f)			—				—				8,964			(k)			27,042
Deferred tax liabilities			5,526				1,428				2,976			(g)			—				—				(44	)		(l)			9,886
Other non-current liabilities			3,091				435				—						—				—				—						3,526
Total liabilities			29,943				15,067				2,734						—				—				9,815						57,559
Convertible preferred stock			—				—				—						—				4,426				—			(m)			4,426
Stockholders’ equity:
Common stock			14				6				(6	)		(h)			—				—				—						14
Additional paid-in capital			19,778				11,303				(11,303	)		(h)			—				—				—						19,778
Retained earnings			5,622				2,858				(2,954	)		(h)			(110	)			—				44			(o)			5,460
Accumulated other comprehensive income (loss)			102				(914	)			914						—				—				—						102
Total stockholders’ equity			25,516				13,253				(13,349	)					(110	)			—				44						25,354
Non-controlling interest			—				44				—						4,000				—				—			(n)			4,044
Total equity			25,516				13,297				(13,349	)					3,890				—				44						29,398
Total liabilities, convertible preferred stock and equity		$	55,459			$	28,364			$	(10,615	)				$	3,890			$	4,426			$	9,859					$	91,383

See accompanying notes to the unaudited pro forma condensed combined financial information.

 

7

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF INCOME

Year Ended December 31, 2025

(In millions of U.S. Dollars, except per share data)

 

																Transaction				Transaction
						Historical										Accounting				Accounting				Transaction
		KDP				JDE Peet’s				Transaction						Adjustments –				Adjustments				Accounting
		Historical				as				Accounting						Equity: Pod				– Equity:				Adjustments
		(As				Converted				Adjustments				Note		Manufacturing				Preferred				– Debt				Note		Pro Forma
		Reported)				(Note 2)				–Acquisition				5		JV				Investment				Financing				5		Combined
Net sales		$	16,603			$	11,194			$	(47	)		(a)		$	—			$	—			$	—					$	27,750
Cost of sales			7,604				7,560				357			(a),(b)			—				—				—						15,521
Gross profit			8,999				3,634				(404	)					—				—				—						12,229
Selling, general, and administrative expenses			5,351				2,647				296			(c)			—				—				—						8,294
Impairment of intangible assets			78				2				—						—				—				—						80
Other operating (income) expense, net			(5	)			17				—						—				—				—						12
Income from operations			3,575				968				(700	)					—				—				—						3,843
Interest expense, net			754				94				66			(d)			—				—				396			(f)			1,310
Other (income) expense, net			134				(285	)			—						—				—				—						(151	)
Income before provision for income taxes			2,687				1,159				(766	)					—				—				(396	)					2,684
Provision for income taxes			608				187				(178	)		(e)			(19	)			—				(99	)		(g),(h),(i)			499
Net income including non-controlling interest		$	2,079			$	972			$	(588	)				$	19			$	—			$	(297	)				$	2,185
Less: Net income attributable to non-controlling interest			—				8				—						249				—				—			(j)			257
Net income attributable to KDP		$	2,079			$	964			$	(588	)				$	(230	)		$	—			$	(297	)				$	1,928
Earnings per common share																																			Note 6
Basic		$	1.53																											$	1.25
Diluted			1.53																												1.25
Weighted-average common shares outstanding
Basic			1,358.1																												1,358.1
Diluted			1,362.8																												1,362.8

See accompanying notes to the unaudited pro forma condensed combined financial information.

 

8

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Note 1 – Basis of Presentation

The accompanying unaudited pro forma condensed combined financial information and related notes are prepared in accordance with Article 11 of Regulation S-X. The unaudited pro forma condensed combined financial information and related notes are prepared to give effect to adjustments reflecting the accounting for the Transactions other than the Separation. KDP’s financial statements were prepared in accordance with U.S. GAAP and presented in U.S. Dollars while JDE Peet’s historical financial statements were prepared in accordance with IFRS Accounting Standards and presented in euro. Details regarding the conversion of the JDE Peet’s historical financial statements from IFRS Accounting Standards to U.S. GAAP and to translate the historical financial statements from euro to U.S. Dollar are included within Note 2 — Reclassifications and Conversion Adjustments.

The unaudited pro forma condensed combined balance sheet as of December 31, 2025, and the unaudited pro forma condensed combined statement of income for the year ended December 31, 2025 are based on the historical financial statements of KDP and JDE Peet’s.

The unaudited pro forma condensed combined balance sheet as of December 31, 2025, is presented to give effect to adjustments reflecting the accounting for the Transactions (other than the Separation) assuming those adjustments were made on December 31, 2025, and combines the historical balance sheet of KDP as of December 31, 2025, with the historical balance sheet of JDE Peet’s as of December 31, 2025.

The unaudited pro forma condensed combined statement of income for the year ended December 31, 2025, has been prepared to give effect to adjustments reflecting the accounting for the Transactions (other than the Separation) assuming those adjustments were made on January 1, 2025, and combines KDP’s historical statement of income for the year ended December 31, 2025, with JDE Peet’s historical income statement for the year ended December 31, 2025.

The historical financial information of JDE Peet’s has been reclassified to conform to KDP’s financial statement presentation, converted from IFRS Accounting Standards to U.S. GAAP, adjusted for KDP’s accounting policies where material differences exist and translated from euro to U.S. Dollar. As discussed in Note 2, certain reclassifications were made to align KDP and JDE Peet’s financial statement presentation. KDP is currently in the process of evaluating JDE Peet’s accounting policies, which will be finalized upon completion of the JDE Peet’s Acquisition, or as more information becomes available. As a result of that review, additional differences could be identified between the accounting policies of the two companies.

The JDE Peet’s Acquisition reflected in this unaudited pro forma condensed combined financial information was prepared using the acquisition method of accounting in accordance with ASC 805, with KDP as the accounting acquirer, using the fair value concepts defined in ASC 820, Fair Value Measurement and based on the historical financial statements of KDP and JDE Peet’s. ASC 805 requires that the assets, liabilities and non-controlling interests in a business combination be recognized at their fair values as of the JDE Peet’s Acquisition date. For purposes of the unaudited pro forma condensed combined balance sheet, the estimated acquisition consideration has been allocated to the assets acquired and liabilities assumed from JDE Peet’s based upon KDP management’s preliminary estimate of their fair values. KDP has not completed the valuation analysis and calculations in sufficient detail necessary to arrive at the required estimates of the fair value of JDE Peet’s assets to be acquired or liabilities assumed. For the preliminary estimate of the fair value of certain intangible assets and inventory, KDP performed an analysis based on publicly available data and limited information provided to KDP management. For the preliminary estimate for the fair value of the assumed debt, KDP performed an assessment based on publicly available information on the terms of the debt instruments, market yield curves, as well as yields for JDE Peet’s traded debt.

 

9

Remaining JDE Peet’s assets, liabilities and non-controlling interests are presented at their respective historical carrying amounts and should be treated as preliminary values. Any differences between the fair value of the consideration transferred and the fair value of the assets acquired, liabilities assumed and non-controlling interests will be recorded as goodwill. Accordingly, the allocation of the consideration transferred and related adjustments reflected in this unaudited pro forma condensed combined financial information are preliminary and subject to revision based on a final determination of fair value as additional information becomes available and as additional analyses are performed. The KDP Transaction Accounting Adjustments represent KDP management’s best estimates and are based upon currently available information and certain assumptions that KDP believes are reasonable under the circumstances and are subject to revision as additional information becomes available. 

Note 2 – Reclassification and Conversion Adjustments

During the preparation of this unaudited pro forma condensed combined financial information, KDP management performed an analysis of the JDE Peet’s financial information to identify differences in the JDE Peet’s accounting policies applied in accordance with IFRS Accounting Standards compared to KDP’s accounting policies applied in accordance with U.S. GAAP. The historical results have been translated from euro to U.S. Dollar using the closing exchange rate of 1.1746 as of December 31, 2025, and the average exchange rate of 1.1293 during the year ended December 31, 2025.

Refer to the table below for a summary of reclassification adjustments made to present JDE Peet’s Balance Sheet as of December 31, 2025, to conform to KDP’s Balance Sheet for the same period:

 

																										Historical
												Historical				Accounting Policy						Historical				Reclassified and
KDP		Historical JDE		Historical JDE								Reclassified				/ Conversion						Reclassified JDE				Converted JDE
(As Reported)		Peet’s		Peet’s				Reclassifications				JDE Peet’s				Adjustments						Peet’s				Peet’s
Presentation		Presentation		(Euro)				(Euro)				(Euro)				(Euro)				Note		Total (Euro)				(USD)
Assets
Current assets:
Cash and cash equivalents													1,782				—			vi			1,782				2,093
		Cash and cash equivalents			1,807				(25	)
Restricted cash and restricted cash equivalents													25				—			vi			25				29
		Cash and cash equivalents			—				25
Trade accounts receivable, net													720				—			x			720				847
		Trade and other receivables			969				(249	)
Inventories													1,982				—						1,982				2,328
		Inventories			1,982				—
Prepaid expenses and other current assets													445				12			ii, ix, x			457				537
		Trade and other receivables			—				406
		Derivative financial instruments			109				(109	)
		Income tax receivable			48				(48	)
		Assets classified as held-for-sale			39				—
Total current assets					4,954				—				4,954				12						4,966				5,834
Property, plant and equipment, net													1,848				(241	)		v, vii, viii, ix			1,607				1,888
		Property, plant & equipment			1,787				61

 

10

																										Historical
												Historical				Accounting Policy						Historical				Reclassified and
KDP		Historical JDE		Historical JDE								Reclassified				/ Conversion						Reclassified JDE				Converted JDE
(As Reported)		Peet’s		Peet’s				Reclassifications				JDE Peet’s				Adjustments						Peet’s				Peet’s
Presentation		Presentation		(Euro)				(Euro)				(Euro)				(Euro)				Note		Total (Euro)				(USD)
Goodwill													12,448				16			iii, x			12,464				14,640
		Goodwill and other intangible assets			16,783				(4,335	)
Intangible assets, net													4,274				—			vii, x			4,274				5,020
		Goodwill and other intangible assets			—				4,274
Other non-current																				i, viii, ix,
assets													523				243			x			766				900
		Other non-current assets			53				469
		Derivative financial instruments			11				(11	)
		Retirement benefit asset			459				(458	)
Deferred tax assets .													84				(14	)		ii			70				82
		Deferred income tax assets			84				—
Total assets					24,131				—				24,131				16						24,147				28,364
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable													4,436				(912	)		x, xi			3,524				4,139
		Trade and other payables			5,532				(1,096	)
Accrued expenses													842				—			x			842				989
		Trade and other payables			—				842
Structured payables													—				894			xi			894				1,050
		Trade and other payables			—				—
Short-term borrowings and current portion of long-term obligations													750				—			x			750				881
		Borrowings			812				(62	)
Other current liabilities													749				(8	)		ii, x			741				869
		Trade and other payables			—				740
		Derivative financial instruments			284				(284	)
		Income tax liability			61				(61	)
		Provisions			79				(79	)
		Liabilities classified as held for sale			9				—
Total current liabilities					6,777				—				6,777				(26	)					6,751				7,928
Long-term obligations													4,494				(2	)		iii, x			4,492				5,276
		Borrowings			4,688				(194	)
Deferred tax																				ii, iii,
liabilities																				viii, ix,
													1,213				3			xi			1,216				1,428
		Deferred income tax liabilities			1,213				—
Other non-current liabilities													413				(43	)		x			370				435
		Other non-current liabilities			11				401
		Derivative financial instruments			35				(35	)
		Provisions			40				(40	)
		Retirement benefit liabilities			133				(132	)
Total liabilities					12,897				—				12,897				(68	)					12,829				15,067

 

11

																										Historical
												Historical				Accounting Policy						Historical				Reclassified and
KDP		Historical JDE		Historical JDE								Reclassified				/ Conversion						Reclassified JDE				Converted JDE
(As Reported)		Peet’s		Peet’s				Reclassifications				JDE Peet’s				Adjustments						Peet’s				Peet’s
Presentation		Presentation		(Euro)				(Euro)				(Euro)				(Euro)				Note		Total (Euro)				(USD)
Commitments and contingencies
Stockholders’ equity:
Common stock													5				—						5				6
		Share capital			5				—
Additional paid-in capital													9,647				(25	)		x			9,622				11,303
		Share premium			9,661				(14	)
		Treasury stock			(82	)			82
Retained earnings
		Retained earnings			2,232				—				2,232				200			i, ii, iii, viii, ix, xi			2,432				2,858
Accumulated other comprehensive (loss) income													(691	)			(87	)		i, ii, iii, viii, x			(778	)			(914	)
		Other reserves / (deficits)			(623	)			(68	)
Total stockholders’ equity					11,193				—				11,193				88						11,281				13,253
Non-controlling interest													41				(4	)		v			37				44
		Non-controlling interest			41				—
Total equity					11,234				—				11,234				84						11,318				13,297
Total liabilities and equity				$	24,131				—			$	24,131			$	16					$	24,147			$	28,364

Refer to the table below for a summary of reclassification adjustments made to present JDE Peet’s Statement of Income for the year ended December 31, 2025, to conform to KDP’s Statement of Income for the same period:

 

																Accounting						Historical				Historical
												Historical				Policy /						Reclassified JDE				Reclassified and
KDP		Historical JDE		Historical JDE								Reclassified				Conversion						Peet’s				Converted JDE
(As Reported)		Peet’s		Peet’s				Reclassifications				JDE Peet’s				Adjustments						Total				Peet’s
Presentation		Presentation		(Euro)				(Euro)				(Euro)				(Euro)				Note		(Euro)				(USD)
Net sales													9,921				(9	)		v, ix			9,912				11,194
		Revenue			9,921				—
Cost of sales													6,824				(130	)		iv, v, ix			6,694				7,560
		Cost of sales			6,824				—
Gross profit		Gross profit			3,097				—				3,097				121						3,218				3,634
Selling, general, and administrative expenses													2,250				94			ii, v, viii, x			2,344				2,647
		Selling, general and administrative expenses			2,340				(90	)
Impairment of other intangible assets													2				—			v, x			2				2
		Selling, general and administrative expenses			–				2

 

12

																Accounting						Historical				Historical
												Historical				Policy /						Reclassified JDE				Reclassified and
KDP		Historical JDE		Historical JDE								Reclassified				Conversion						Peet’s				Converted JDE
(As Reported)		Peet’s		Peet’s				Reclassifications				JDE Peet’s				Adjustments						Total				Peet’s
Presentation		Presentation		(Euro)				(Euro)				(Euro)				(Euro)				Note		(Euro)				(USD)
Other operating (income) expense, net													54				(39	)		viii, x, xi			15				17
		Selling, general and administrative expenses			—				54
Income from operations		Operating profit			757				34				791				66						857				968
Interest expense, net																				iii, iv, v, viii,
																				ix, x,
													205				(122	)		xi			83				94
		Finance income			(385	)			18
		Finance expense			164				408
Other (income) expense, net													(390	)			138			i, iii, iv, v, x			(252	)			(285	)
		Selling, general and administrative expenses			—				34
		Finance expense			—				(424	)
		Share of net (profit) / loss of associates			2				(2	)
Income before provision for income taxes		Profit before income taxes			976				—				976				50						1,026				1,159
Provision for income taxes													173				(7	)		i, ii, iii, v, ix, xi			166				187
		Income tax expense			173				—
Net income		Profit for the period			803				—				803				57						860				972
Net income attributable to non-controlling interest					—				—				7				—						7				8
		Attributable to non- controlling interests			7				—				—				—						—				—
Net income attributable to KDP Coffee Co		Profit for the period attributed to owners of the Company		$	810							$	810			$	57					$	867			$	980

The historical financial statements of JDE Peet’s have been converted from IFRS Accounting Standards to U.S. GAAP. As IFRS Accounting Standards differ in certain respects from U.S. GAAP, the following adjustments have been made to align JDE Peet’s historical accounting policies under IFRS Accounting Standards to KDP’s accounting policies under U.S. GAAP for purposes of this pro forma presentation.

 

(i)

Record the difference in pension valuation from IFRS Accounting Standards to U.S. GAAP, and corresponding deferred tax adjustment. This resulted in a decrease of $83 million in accumulated other comprehensive (loss) income and an increase of $81 million to retained earnings;

 

(ii)

Reflect the tax effects of adjustments made to conform with U.S. GAAP, including items related to intra-entity transfers of inventory, recognition of deferred taxes on non-qualifying assets, the reversal of backward tracing, outside basis differences, and uncertain tax positions;

 

(iii)

Reflect the impact of business combination foreign exchange and fair value interest rate hedges not eligible for hedge accounting under U.S. GAAP, reclassifying amounts from other comprehensive income to the Statement of Income;

 

13