C&C : 2024 Annual Financial Report (2025)

C&C Group's portfolio of owned/exclusive brands include: Bulmers, the leading Irish cider brand; Tennent's, the leading Scottish beer brand; Magners, the premium international cider brand; as well as a range of fast-growing, premium and craft ciders and beers, such as Heverlee, Menabrea, Five Lamps and Orchard Pig.

C&C exports its Magners and Tennent's brands to over 40 countries worldwide.

C&C has owned brand and contract manufacturing/packing operations in Co. Tipperary, Ireland and Glasgow, Scotland.

C&C is the No. 1 drinks distributor to the UK and Ireland hospitality sectors. Operating through the Matthew Clark, Bibendum, Tennent's and Bulmers Ireland brands, the Group has a market leading range, scale and reach including an intimate understanding of the markets it serves. Together this provides a key route- to-market for major international beverage companies.

C&C Group plc is headquartered in Dublin and is listed on the London Stock Exchange.

Contents

Strategic Report

2 Chair's Statement

1. Vision, Purpose and Values
2. Divisional Structure
3. Our Engagement with Stakeholders

1. Chief Executive Officer's Review

1. Operating Review

1. Group Strategy

1. Business Model

1. How we create sustainable value

1. Key Performance Indicators

1. Management of Risks and Uncertainties

1. Task Force for Climate Related Financial Disclosures

1. Chief Financial Officer's Review

1. Sustainability Report

Governance Report

1. Governance at a Glance
2. Directors and Officers

1. Corporate Governance Report

1. Directors' Report

1. Audit Committee Report

1. Environmental, Social and Governance Committee Report

1. Nomination Committee Report

1. Directors' Remuneration Committee Report

1. Statement of Directors' Responsibilities

Financial Statements

1. Independent Auditor's Report

1. Consolidated Income Statement
2. Consolidated Statement of Comprehensive Income
3. Consolidated Balance Sheet
4. Consolidated Cash Flow Statement
5. Consolidated Statement of Changes in Equity
6. Company Balance Sheet
7. Company Statement of Changes In Equity
8. Statement of Accounting Policies

1. Notes Forming Part of the Financial Statements

1. Financial Definitions

Additional Information

275 Shareholder and Other Information

Financial Highlights

Results

Net Revenue

€1,652.5m

Decrease of 1.5% on a constant currency basis

Operating Profit before Exceptional Items

€60.0m

Operating Loss after Exceptional Items

€84.4m

Balance Sheet

Liquidity

€390.1m

Net Debt/Adjusted EBITDA Including Leases

1.8x

Net Debt Including Leases

€168.0m

Cash

Free cash flow conversion excluding Exceptional items

91.4%

Free cash flow conversion

68.1%

Leverage and capital allocation

Leverage(vii) was 1.8x at the year-end, within our target range of 1.5x-2.0x, reflecting the strong underlying cash flow of the business and despite the one-off costs of the ERP implementation and restructuring costs. Capital investment during FY2024 continued to be focused on our brands, our systems, and in ensuring that our supply chain operates to high standards of legislative compliance and efficiency, and that they meet rigorous environmental and sustainability targets.

The business generates surplus cash after appropriate levels of brand marketing, capital investment and other necessary uses of funds. We have previously communicated our intention to deliver €150m to Shareholders over the next three years ending in February 2025, 2026 and 2027 through an appropriate mix of share buybacks, dividends and special dividends depending upon circumstances at the time. We commenced a €15m share buyback programme on 1 March 2024 and subject to Shareholder approval, the Directors have proposed a final dividend of 3.97 cent per share to be paid on 23 August 2024 to ordinary Shareholders registered at the close of business on 19 July 2024. An interim dividend of 1.89 cent per share was paid in December, making a full year dividend of 5.86 cent per share.

Our current intention is to return €50m to shareholders in the current financial year ending February 2025. At the same time, we remain alert to the potential for other organic or acquisitive growth opportunities which strengthen our market position, improve performance and create value for Shareholders.

Governance

During the year, we made several key appointments to the Board.

Andrew Andrea joined as Chief Financial Officer and Executive Director on 1 March 2024, and Angela Bromfield, Chris Browne OBE and Sarah Newbitt joined as independent Non-Executive Directors in July 2023; August 2023, and October 2023 respectively. Their backgrounds and experience are described in detail on pages 92 to 93 of this report. I am delighted that we have been able to strengthen the Board with these key appointments.

After serving almost nine years on the Board Vincent Crowley, Non-Executive Director, will step down from the Board at the conclusion of the Company's 2024 Annual General Meeting. Vincent stepped down from his role as Senior Independent Director with effect from 15 February 2024 and was succeeded by Chris Browne OBE with effect from the same date. I would like to thank Vincent for his dedication to C&C and his significant contribution to the Board over that period, and for his support to me as Chair over the last two years.

In addition, we made several changes to the composition of Board Committees, with effect from 6 December 2023, as outlined in detail in the Directors and Officers report on pages 108 to 113.

During the year I served as Executive Chair, reverting to Non-Executive Chair following Andrew Andrea's appointment to the Board on 1 March 2024. On 6 June this year, Patrick McMahon stepped down as CEO and I was appointed as CEO with immediate effect. It is expected that I will perform the role of CEO for between 12 to 18 months to ensure stability within the senior leadership team and execution of strategy, while remaining as Chair of the Board. On 6 June 2024 I stepped down as Chair of the Nomination Committee and Chris Browne was appointed to this position.

It is important that the performance of the Board, its committees and individual Directors is rigorously reviewed. This year, an internal Board Performance Review was conducted by the Company Secretary, following on from last year's external review and the results were encouraging. Key areas of Board strength continue to be its strong composition, shared passion, and the open and collaborative culture within the Board. Our progress against last year's areas of focus, as well as the outcome

of this year's effectiveness review can be found on pages 105 and 106.

We believe that your Board has the necessary skills, experience, and diversity to support the management of the business as it executes our strategy, and we are committed to maintaining the highest standards of governance principles and practice, an overview of which is included on pages 94 to 107.

People and Culture

We are a business with a manufacturing footprint and depot network close to the customers and consumers we serve. We have world-class facilities and a network that is unrivalled in terms of reach and scale across the UK and Ireland. Undoubtedly, our people are at the very heart of our success, and I reiterate my sincere thanks to every one of my colleagues for their dedication and support in navigating the many challenges that we faced in FY2024.

We have recently made several key leadership appointments who will each bring necessary experience and expertise to C&C in their respective areas. A Chief Technology Officer, a Chief Marketing Officer, a Chief Human Resources Officer and a Director of Health & Safety have recently joined our business. All are external appointments and are key leadership roles. I welcome them to the business.

We remain committed to supporting our colleagues' physical and mental wellbeing and initiated several developments. This year we reached our target number of colleagues who have trained as Mental Health First Aiders to support each other, and proudly have 120 who can offer confidential support and advice across our business. In May 2023, C&C participated in Learning at Work week, designed to foster a culture of continuous learning, empower employees, and drive innovation. We continue to focus on developing the skills and capabilities of our colleagues, through broadening the number of apprenticeship level development programmes available and offering professional development. This year, this has been supported by

the launch of our Management Academy which provides a group-wide approach to developing all our line managers.

Our two-year Diversity, Equity and Inclusion plan, launched this year, is set to champion gender diversity and employment opportunities for people from underrepresented and disadvantaged backgrounds, as well as creating opportunities for all our colleagues to fulfil their potential and take responsibility for their careers. To help inform our actions we are working in partnership with Diversity in Grocery and WiHTL, both external organisations, which support companies in creating inclusive environments.

The Board recognises the need to take regular temperature checks of employee engagement to continue to develop our people, culture, and values. At least two employee engagement surveys take place each year with the support of engagement specialists, Workday Peakon. Employee feedback and comments are reviewed by managers, and our Executive Committee and Board respond to the key areas of focus in order to improve our employees' experience and to ensure we channel resources into the most significant areas.

This year has been a challenging one for our colleagues, and I thank each of them for their commitment, dedication, and enthusiasm for the business.

Environmental and Social Responsibility Commitments

We recognise the important role that our industry plays in wider society but acknowledge and understand the key role we play in social responsibility within the local communities we serve. We take our responsibility seriously. In terms of strategic oversight, the Board has an ESG (Environment, Social and Governance) Committee that works alongside our ESG team to develop and execute our ESG strategy. Our ESG team includes representation from colleagues at all levels across the business to ensure varied and diverse inputs and a balanced strategy. This year's Sustainability Report is set out on pages 59 to 89.

We are members of the Portman Group and Drinkaware, organisations which raise awareness of the potential for alcohol harm and to promote the responsible consumption of alcohol both with our customers and colleagues. We utilise both charities' training resources to educate our colleagues through online and virtual group training sessions. We also produce a range of 'no and low' alcohol variants of our leading brands which we continue to develop.

Our work with communities continues through our partnership with The Big Issue Group and in line with our commitment we have made ten offers of employment to those Vendors who are ready to return to employment. We have also provided several Sheltered Pitch opportunities at our sites, providing a safe and warm place to sell the Big Issue whilst supporting vendors to hone their selling skills and build relationships with our colleagues.

Care for the environment remains an integral part of the Group's strategy. For this reason, ESG considerations are now part of our Executive remuneration policy, with an environmental target being included in the performance conditions of the 2023 Long Term Incentive Plan ('LTIP'). More details can be found in the Remuneration Committee Report on pages 136 to 163.

We are committed to transitioning our operations to clean energy sources in line with our carbon reduction targets. 100% of the electricity across the Group's main sites in the UK and Ireland comes from renewable sources., covering 95% of the Group's total electricity use. In 2023 we installed Ireland's largest rooftop solar array at our manufacturing facility in Clonmel and confirmed a Corporate Purchase Power Agreement ('PPA') obtaining electricity from the Cronalaght Wind Farm in Donegal. Whilst most of our electricity consumption is renewable; the Group recognises that this only constitutes a proportion of its operational emissions. To mitigate our Scope 1 emissions, the Group has invested heavily in decarbonisation projects including the implementation of electric Forklift Trucks ('FLTs') to our fleet, anaerobic digestion and biogas projects at our Wellpark Brewery, and the commissioning of a 1MW heat pump at our Clonmel manufacturing facility. At Wellpark, Boiler house Energy Recovery and Anaerobic Digestion Heat Recovery delivered a c.1,000 tonne CO2 reduction per annum. The Group's waste reduction programme across our operations includes recycling and reducing packaging waste. This year we again met our target of sending zero waste to landfill. 100% of our products are sold in containers that can be recycled and 28% is already in returnable units.

Looking Forward

We look forward to putting FY2024 behind us and building on the foundations for growth that we have laid down.

The improvements to systems and the enhanced capability of our teams will benefit our customers and performance. We target further development building on the inherent strength of our brands and distribution network and have a clear view of strategy and capital allocation.

Trading in the first quarter of FY2025 has been encouraging and in line with our expectations. Whilst we remain cautious about the consumer outlook for the year, the market dynamics indicate that consumers are seeking affordable treats including visits to pubs and restaurants. At this stage therefore there is no change to our expected earnings for FY25 and future years. We are a highly cash generative business and are well-positioned to execute our long-term strategy.

Ralph Findlay

Chair & Chief Executive Officer

Notes

1. FY2023 numbers have been restated to reflect the impact of a number of prior period adjustments as outlined in Note 31 of the Financial Statements.
2. FY2023 comparatives have been represented to be on a constant currency basis (FY2023 translated at FY2024 FX rates).
3. Adjusted basic/diluted earnings per share ('EPS') excludes exceptional items. Please also see note 9 of the financial statements.
4. Underlying numbers exclude the impact of exceptional items
5. CGA OPM 52 w/e 24.02.24; IRI Circana, Total Grocery - Scotland, 52 w/e 24.02.24.
6. ROI CGA OPM 29.02.23; Nielson IQ Total off- trade including Dunnes & Discounters 52 weeks to week ended 25.02.24 vs 52 weeks to end Feb 2023.
7. Leverage is Net Debt/Adjusted EBITDA.
8. Net debt comprises borrowings (net of issue costs) less cash plus lease liabilities capitalised under IFRS 16 Leases. Net debt excluding leases comprises borrowings (net of issue costs) less cash.

6 C&C Group plc Annual Report 2024

Vision, Purpose and Values

We are committed to building a company that delivers long-term value, an organisation that has an affinity to the markets in which it operates, with sustainability and social responsibility at its forefront.

With our Bulmers and Tennent's brands, as well as our Matthew Clark business, C&C has a long and rich history at the core of the Company, augmented by continually evolving our offer to meet the demand of our consumers, customers and partner suppliers.

Our Values

To respect people and our planet and aim to bring joy to life, ensuring quality is at the core of everything we do.

Our Culture

Vision

To be the pre-eminentbrand-led drinks distribution platform, serving the UK and Ireland drinks markets, generating stable margins, delivering strong free cash flow and returns for our Shareholders.

Purpose

Play a role in every drinking occasion, delivering joy to our customers and consumers with remarkable brands and service.

Divisional Structure

Great Britain (GB)

This segment includes the financial results from sale of the Group's own branded products in Scotland, with Tennent's, Caledonia Best, Heverlee and Magners the main brands. This division includes the sale of the Group's portfolio of owned cider brands across the rest of GB, including Magners, Orchard Pig, K Cider and Blackthorn which are distributed in partnership with Budweiser Brewing Group. Our primary manufacturing plant is the Wellpark Brewery in Glasgow, with major distribution and administration centres in Glasgow, Bristol and London.

The division includes Tennent's Direct, Scotland's leading drinks distributor which serves the Scottish on-trade with an unrivalled range of drinks led by beer and cider, and includes exclusive distribution of Moët Hennessy products, such as Moët and Glenmorangie, and UK distribution of international brands Tsingtao and Menabrea.

The segment includes the financial results from Matthew Clark, the largest independent distributor to the GB on-trade drinks sector. Matthew Clark delivers a market leading composite drinks range across Wine, Spirits, beer, cider, and soft drinks including a number of exclusive distribution agreements with wine producers and third-party brands.

In addition, it includes Bibendum, the UK's leading independent wine specialist servicing customers across the on-trade, independent retail (through Walker & Wodehouse) and off-trade nationwide. Delivering a market leading range of premium wine, a selection of exclusive globally recognised artisan and innovative wine producers.

The Group's Tennent's Direct, Matthew Clark and Bibendum distribution businesses operate a nationwide distribution network serving the independent free trade, national accounts, independent retail and off- trade customers.

This segment also includes the financial results from the sale and distribution of the Group's own branded products, principally Magners and Tennent's outside of the UK and Ireland. The Group exports to over 40 countries globally, notably in continental Europe, North America, Asia and Australia.

The Group operates mainly through local distributors in these markets and regions. This segment also includes the sale of the Group's cider and beer products in the US and Canada.

C&C's Ireland division includes the financial results from the sale of the Group's own branded products across the Island of Ireland, principally Bulmers, Magners, Tennent's, Five Lamps, Clonmel 1650 and Heverlee. The Group also operates the Bulmers Ireland drinks distribution business, a leading distributor of third-party drinks to the licensed on and off-trades

in Ireland. The Group distributes San Miguel and Budweiser Brewing Group's portfolio of beer brands across the Island

Area of Focus

Employees

Our colleagues and contractors who work in our business

Health, safety, and wellbeing

Investment in learning and development

Promotion of equality, diversity, and inclusion

Recognition and careers

C&C strategy, culture, and values

Sustainability

Fair employment and equal opportunities

Local causes and issues

We support local and national charities and community groups to raise awareness and funds to help deserving causes. Building on our existing outreach work and initiatives which have empowered people from marginalised communities, in September 2022 the Group announced a three-year partnership with the Big Issue Group. This tie up is with

a social enterprise that aims to change lives through enterprise and is aligned to C&C's charitable agenda around tackling the complex social issues of homelessness, addiction, poverty, and mental health. We have also introduced a Group wide volunteering policy, allowing all colleagues time off to volunteer, whether it be for our Big Issue Community Partnership, or local charities, community initiatives and causes that are of personal interest or relevant to our brands and Business Units.

Create joyful moments as consumers enjoy one of our drinks with family, friends and loved ones

Staying ahead of changing consumer lifestyles and habits which impact how people want to drink

Making sure that our beverage offer is sustainable and good for the planet

Safe products and environments

We strive to build lasting bonds with consumers built on quality, relevance, authenticity, and trust.

On occasions when consumers choose alcohol, we want them to "drink better, not more."

Using our in-house data and insight capabilities, we develop powerful and unique brand positions that engage consumers.

We invest in and nurture our brands, to develop campaigns, experiences and associations that resonate with consumers.

We utilise the appropriate experiences and channels to reach our consumers.

Our brands are available and visible in the correct outlets and in the correct formats to meet every drinking occasion.

We are committed to responsible advertising and marketing. By training staff and via active engagement and education of consumers, C&C promotes moderation to reduce the harmful use of alcohol.

C&C's core brands are rooted in their communities, and we adopt the highest Ethical and Sustainable standards in sourcing our products and services.

The Group continuously innovates by sourcing and developing new products that meet consumer needs and preferences.