Monster Beverage Corp 8-K, filed Jan 13, 2023
Monster Beverage Corp (MNST)
About this 8-K
Monster Beverage Corp filed this 8-K on January 13, 2023, reporting on events of January 11, 2023.
Items reported
- Item 4.01: Change of auditor
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.01. Changes in Registrant’s Certifying Accountant.
The Audit Committee of the Board of Directors (the “Audit Committee”) of Monster Beverage Corporation (the “Company”) has completed a process to review the appointment of the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
As a result of this process, on January 11, 2023, the Audit Committee approved the engagement of Ernst & Young LLP (“EY”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023, subject to the execution of an engagement letter. Deloitte & Touche LLP (“Deloitte”), the Company’s current independent registered public accounting firm, will continue as the Company’s independent registered public accounting firm for the year ended December 31, 2022.
The audit reports of Deloitte on the Company’s consolidated financial statements for each of the two most recent fiscal years ended December 31, 2021 and 2020 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
During the Company’s fiscal years ended December 31, 2021 and 2020, and the subsequent interim period through January 13, 2023, (i) there were no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions thereto) between the Company and Deloitte on any matter of accounting principles or practices, financial statement disclosures, or auditing scope or procedures, which, if not resolved to Deloitte’s satisfaction, would have caused Deloitte to make reference to the subject matter of the disagreements in connection with its reports on the Company’s consolidated financial statements for such fiscal years, and (ii) there were no reportable events (as described in Item 304(a)(1)(v) of Regulation S-K).
In accordance with Item 304(a)(3) of Regulation S-K, the Company provided Deloitte with a copy of this Current Report on Form 8-K and requested that Deloitte furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company herein and, if not, stating the respects in which it does not agree. A copy of Deloitte’s letter, dated January 13, 2023, is attached as Exhibit 16.1 to this Current Report on Form 8-K.
During the fiscal years ended December 31, 2021 and 2020, and during the subsequent interim period through January 13, 2023, neither the Company nor anyone on its behalf consulted with EY regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report nor oral advice was provided to the Company that EY concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue, (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instruction thereto), or (iii) any reportable event (as described in Item 304(a)(1)(v) of Regulation S-K). On January 13, 2023, the Company issued a press release announcing the above-described matters. A copy of the press release is furnished as Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit 16.1 | Letter from Deloitte & Touche LLP to the Securities and Exchange Commission dated January 13, 2023. | |
| Exhibit 99.1 | Press Release dated January 13, 2023. | |
| Exhibit 104 | The cover page from this Current Report on Form 8-K, formatted in iXBRL (Inline eXtensible Business Reporting Language). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Monster Beverage Corporation | |
| Date: January 13, 2023 | /s/ Hilton H. Schlosberg |
| Hilton H. Schlosberg | |
Vice Chairman of the Board of Directors and Co-Chief Executive Officer |
Exhibit 16.1
January 13, 2023
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read Item 4.01 of Monster Beverage Corporation’s Form 8-K dated January 11, 2023, and have the following comments:
| 1. | We agree with the statements made in the first through fifth paragraphs. |
| 2. | We have no basis on which to agree or disagree with the statements in the sixth paragraph. |
Yours truly,
/s/ DELOITTE & TOUCHE LLP
Exhibit 99.1
|
PondelWilkinson Inc. 2945 Townsgate Road, Suite 200 Westlake Village, CA 91361 |
| Investor Relations | T | (310) 279 5980 | |
| Strategic Public Relations | W | www.pondel.com |
NEWS RELEASE |
CONTACTS: | Rodney C. Sacks
Hilton H. Schlosberg
Roger S. Pondel / Judy Lin Sfetcu |
MONSTER BEVERAGE ANNOUNCES AUDITOR CHANGE
-- Audit Committee Approves Ernst & Young LLP as Auditor for Fiscal Year Ending December 31, 2023 --
-- Deloitte & Touche LLP Continues as Auditor for Fiscal Year Ended December 31, 2022 --
Corona, CA – January 13, 2023 – Monster Beverage Corporation (NASDAQ: MNST) today announced that, as a result of a review process, the Audit Committee of its Board of Directors has approved the engagement of Ernst & Young LLP (“EY”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023, subject to the execution of an engagement letter. Deloitte & Touche LLP (“Deloitte”), the Company’s current independent registered public accounting firm, will continue as the Company’s independent registered public accounting firm for the year ended December 31, 2022. The review process was not related to any disagreement between the Company and Deloitte.
Monster Beverage Corporation
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 develop and market energy drinks, including Monster Energy® energy drinks, Monster Energy Ultra® energy drinks, Juice Monster® Energy + Juice energy drinks, Java Monster® non-carbonated coffee + energy drinks, Espresso Monster® non-carbonated espresso + energy drinks, Rehab® Monster® non-carbonated energy drinks, Monster Hydro® Energy Water non-carbonated refreshment + energy drinks, Monster Hydro Super Sport® Superior Hydration non-carbonated refreshment + energy drinks, Monster HydroSport Super Fuel® non-carbonated advanced hydration + energy drinks, Monster Dragon Iced Tea® non-carbonated energy teas, Muscle Monster® non-carbonated energy shakes, Monster Energy® Nitro energy drinks, Reign Total Body Fuel® high performance energy drinks, Reign Inferno® thermogenic fuel high performance energy drinks, True North® Pure Energy Seltzer energy drinks, NOS® energy drinks, Full Throttle® energy drinks, Burn® energy drinks, Samurai® energy drinks, Relentless® energy drinks, Mother® energy drinks, Play® and Power Play® (stylized) energy drinks, BU® energy drinks, Nalu® energy drinks, BPM® energy drinks, Gladiator® energy drinks, Ultra Energy® energy drinks, Live+® energy drinks, Predator® energy drinks and Fury® energy drinks. The Company acquired CANarchy Craft Brewery Collective LLC in February 2022 and added a number of craft beers and hard seltzers to its product portfolio. For more information visit, www.monsterbevcorp.com.
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