Enjoying Life’s
Everyday Moments
Annual Report and Accounts 2024
An international business
rich in history, heritage
and innovation
Founded in England in the 1930s, we’re a soft
drinks business that has grown into a global
organisation with 39 much-loved brands sold
in over 100 countries. Built on innovation and
entrepreneurial flair, our dynamism comes from
our people. Their unparalleled energy, spirit and
creativity keep us constantly in motion, seizing
opportunities to innovate sustainably, and
driving us forward to create a better tomorrow.
Our purpose,
vision and values
We’re a purpose-driven
organisation with a clear vision
and distinct values. Our purpose
is to bring joy to life’s everyday
moments through our brands,
and the way we do business is
fundamental to our success in
becoming the most dynamic
soft drinks company, creating
a better tomorrow. Our values
drive our behaviour and
decision‑making, ensuring we
prioritise people, planet and
financial performance equally.
Our
vision
To be the most
dynamic soft
drinks company,
creating a better
tomorrow
Our
values
We care
We’re courageous
Own it
Stronger together
Act with pace
Britvic.com/2024
@Britvicplc
In this report
Strategic report
Measuring success
2
Business at a glance
4
Healthier People
6
Healthier Planet
8
Strong Performance
10
Chair’s statement
12
Chief Executive Officer’s statement
14
Market trends and opportunities
18
Business model
20
Strategy
22
Stakeholder engagement
24
Section 172 statement
28
Sustainable business
30
Task Force on Climate-related Financial Disclosures
52
Chief Financial Officer’s review
68
Risk management
72
Viability statement
81
Corporate governance
Corporate governance report
82
Nomination Committee report
96
Audit Committee report
99
Directors’ remuneration report
105
Directors’ report
118
Statement of Directors’ responsibilities
122
Financial statements
Independent Auditor’s Report
123
Consolidated financial statements
130
Company financial statements
177
Additional information
Shareholder information
185
Non-GAAP reconciliations
187
Glossary
190
To find out more visit:
Britvic plc
Our
purpose
Enjoying life’s
everyday moments
1
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Measuring success
Performance
A year of
accelerated
growth
Why do we measure this?
Revenue growth measures our ability to increase price
and/or increase volumes sold.
Performance
Underlying revenue increased by 9.5%, adjusted for
constant currency, through both volume and price/mix
growth. Reported revenue increased by 8.6%.
Revenue
£1,899.0m
1,748.6
1,899.0
2022
2023
2024
1,618.3
2021
1,405.1
2020
1,412.4
Why do we measure this?
Free cash flow measures the cash we generate to fund
payments to our shareholders and acquisitions.
Performance
Free cash flow was £85.5m, with the decrease from
2023 primarily driven by changes in working capital
and timings of supplier payment runs.
129.8
85.5
2022
2023
2024
128.8
2021
132.7
2020
90.0
Free cash flow
£85.5m
Why do we measure this?
Adjusted EBIT measures our underlying profitability
excluding any one-off costs.
Performance
Adjusted EBIT increased by 15.2%, adjusted for
constant currency, reflecting a 60 basis points
improvement in adjusted EBIT margin. Reported
adjusted EBIT increased by 14.9%.
218.4
250.9
2022
2023
2024
206.0
2021
176.5
2020
165.8
Adjusted earnings before interest
and taxes (EBIT)
£250.9m
Why do we measure this?
Profit after tax is a statutory measure of financial
performance which considers adjusted EBIT, interest,
taxation and adjusting items.
Performance
Profit after tax increased by 1.8%, adjusted for
constant currency, reflecting the increase in adjusted
EBIT offset by the impact of adjusting items.
Why do we measure this?
Adjusted earnings per share measures the profit per
share of the Company and is used by investors to
compare our performance against our peers.
Performance
Adjusted EPS increased by 13.9%, primarily due to
higher adjusted EBIT.
Why do we measure this?
The dividend per share measure enables shareholders
to calculate the amount of profit that we return to
them in cash.
Performance
Interim dividend of 9.5p per share paid. A final dividend
for 2024 has not been proposed in light of the proposed
acquisition of the Group by Carlsberg, under which
shareholders will receive a special dividend of 25p per
share. The special dividend combined with the interim
dividend represents a total value of 34.5p per share.
124.0
125.8
61.0
69.5
30.8
9.5
2022
2022
2022
2023
2024
2023
2024
2023
2024
140.2
57.3
29.0
2021
2021
2021
96.5
44.3
24.2
2020
2020
2020
94.6
43.2
21.6
Profit after tax
£125.8m
Adjusted earnings per share (EPS)
69.5p
Dividend per share
9.5p
Link to strategy
1 Healthier People, Healthier Planet
2 Build local favourites and global premium brands
3 Flavour billions of water occasions
4 Access new growth spaces
Financial, non-financial and
sustainability information
Amounts presented at constant currency and as adjusted
metrics throughout this section are alternative
performance measures and are not determined in
accordance with International Financial Reporting
Standards but provide relevant and comparative reporting
for readers of these financial statements. See non-GAAP
reconciliation section of the financial statements for
alternative performance measures reconciliations.
The information on page 3, along with the information
incorporated by cross-reference, complies with the
relevant non-financial reporting regulations. The People
and Planet information fulfils the requirements under
Section 414CB of the Companies Act for content on
environmental matters, our employees and social matters.
Further information about targets, outcomes
and impact in these areas can be found in the
Sustainable business section on pages 30–51
Our business model can be found on pages 20–21
Read our Task Force on Climate-related Financial
Disclosures on pages 52–67
Content on anti-bribery and corruption and a
description of our approach to policy compliance
can be found on page 120
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Corporate governance
Strategic report
Measuring success continued
People
Planet
2022
2022
2022
2023
2024
2023
2024
2023
2024
2021
2021
2021
2020
Alignment to strategy
1 2 3 4
Why do we measure this?
Providing healthier consumer choices is at the
heart of our strategy. Measuring calories per serve
is a lead indicator of success in this area.
Performance
Calories per serve decreased by 4% year on year.
Alignment to strategy
1
Why do we measure this?
Ensuring our employees feel energised and happy
is not only the right thing to do, but research shows
companies with engaged employees perform better.
Performance
Our Employee Heartbeat* engagement score
increased seven points, taking Britvic into the upper
quartile against the external benchmark.
Alignment to strategy
1
Why do we measure this?
Measuring employee wellbeing helps us to ensure that
our employees feel physically and psychologically well.
Performance
Our Employee Heartbeat* wellbeing score increased
by seven points, with a double-digit increase in our
other international markets.
Healthier consumer choices
(average calories per 250ml serve)
20.8†
Recycled plastic (rPET) content (exit rate)
29% 28%
Great Britain
Ireland
Water intensity ratio
1.94m3/tonne production
Manufacturing energy from renewable sources
60%
Employee engagement
85%
Employee wellbeing
77%
21.7
20.8†
78%
85%
70%
77%
24.4
77%
68%
24.8
81%
73%
25.5
2022
2022
2022
2023
2024
2023
2024
2023
2024
2021
2021
2021
2020
2020
2020
22%
26%
29%
29%
2.05
1.94
2.00
2.05
2.01
59%
60%
57%
54%
47%
4%
Alignment to strategy
1 2 3 4
Why do we measure this?
Measuring rPET enables us to track our progress on
our journey to a circular economy to ensure packaging
never becomes waste.
Performance
rPET content has increased by three percentage points
but availability of high quality food-grade recycled PET
that meets our required ethical and environmental
standards remains a market challenge.
Alignment to strategy
1 2 3 4
Why do we measure this?
Measuring water intensity enables us to track the
improvement in water efficiency in our operations**.
Performance
Water ratio improved by 5%. This was driven by
optimisation of waste treatment and cleaning
processes, along with enhanced water reuse practices.
Alignment to strategy
1 2 3 4
Why do we measure this?
Measuring energy from renewable sources enables
us to track progress towards creating a zero
carbon economy.
Performance
Manufacturing energy from renewable sources
increased by one percentage point.
* Employee Heartbeat is a regular employee survey, providing
us with valuable insights on employee engagement, what
works well in the organisation, and what we can improve.
Employees respond to statements on a five point scale
ranging from strongly disagree to strongly agree. Results
show the percentage of employees who answered favourably
(agree or strongly agree) to the statement. All historical data
has been mapped to favourability percentages to ensure
results are comparable.
** Water ratio includes water used by our fruit processing
business, Be Ingredient, in Brazil.
† Deloitte LLP were engaged to provide independent limited
assurance in accordance with International Standard
on Assurance Engagements 3000 (Revised) Assurance
Engagements Other than Audits or Reviews of Historical
Financial Information (“ISAE 3000 (Revised)”) and International
Standard on Assurance Engagements 3410 Assurance
Engagements on Greenhouse Gas Emissions (“ISAE 3410”)
on selected metrics which have been indicated with a † in
this Annual Report. Deloitte’s full assurance report can be
found at britvic.com/sustainability/sustainability-reports.
We have delivered an
excellent financial
performance this year, with
strong consumer demand
for our portfolio of brands.”
Simon Litherland
Chief Executive Officer
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Financial statements
Additional information
Corporate governance
Strategic report
A global
portfolio of
market leading
brands
Business at a glance
Britvic is the largest supplier of
branded still soft drinks in Great
Britain. We’re an industry leader
in Ireland with favourites such as
MiWadi and Ballygowan, in France
with brands including Teisseire and
Pressade, and in Brazil with Maguary,
Dafruta and Bela Ischia.
Healthier People
81 billion
calories removed from diets
since 2020 through innovation
and reformulation
Find out more on page 32
Healthier Planet
75%
of the grid electricity we use in
Great Britain is generated by the sun
Find out more on page 50
Strong Performance
9.5%
underlying revenue growth
Find out more on page 68
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Additional information
Business at a glance continued
Great Britain
Great Britain is the birthplace of Britvic plc
and home to some of our most iconic brands.
Founded in the 1930s as The British Vitamin
Products Company, we used soft drinks to
bring an affordable source of vitamins to the
nation. Today, our purpose is to make life’s
everyday moments more enjoyable by helping
consumers make healthier choices with drinks
that taste great.
We’re dedicated to creating and building
brands that people can trust. Firm favourites
include Fruit Shoot, J2O, Purdey’s, Robinsons
and Tango. In Great Britain, we have exclusive
agreements to make, market and sell global
brands on behalf of PepsiCo, including 7UP,
Lipton Ice Tea, Pepsi MAX and Rockstar Energy.
As we continue to grow, we’ve expanded our
presence in growing categories through exciting
product innovation including new Plenish health
shots and Jimmy’s Iced Coffee Myprotein.
Brazil
Our Brazilian business continues to grow as we
expand through a series of company and brand
acquisitions. Brazil has an important role in our
long-term growth strategy. We now play in the
energy drinks category with the acquisition
of Extra Power and Flying Horse, and have
expanded our presence in the fruit juice category
with the acquisition of Juxx and Amazoo.
This expansion is supported by a strong national
presence for our concentrate and fruit juice
brands, including Maguary, Dafruta and Bela
Ischia, which continue to grow through product
innovation. Launches this year include Seleção
apple juice, Natural Tea Pineapple & Mint and a
Cocoa variety in our Nuts plant m*lk range.
Supporting growth ambitions in Brazil,
we operate a fruit processing company,
Be Ingredient, which provides natural
ingredients to the Group and the export market.
Other international markets
With major operations in Ireland and France and
offices in the US, Benelux, Asia and the Middle
East, we’re distributing and exporting to more
than 100 countries worldwide.
As well as being the global leader in branded
flavoured concentrates, we manufacture local,
iconic brands steeped in hundreds of years of
heritage. In France, Teisseire sits at the heart
of our Company with a rich history dating
back to 1720.
In Ireland, we have a proud brand history that
spans more than 250 years. We continue to
invest in iconic products including Ballygowan
Mineral Water and Club. We’re also licensed
to make PepsiCo brands.
Further afield in the Middle East and Asia, we
continue to expand our footprint, with Mathieu
Teisseire securing new listings and winning
international awards for its bold flavours.
% share
by region
Million
litres
Great Britain
70
1,781.9
Brazil
14
355.0
Other international
16
402.1
Volume
by region
% share
by region
£m
Great Britain
76
541.2
Brazil
9
61.2
Other international
15
110.6
Brand
contribution
by region
% share
by region
£m
Great Britain
68
1,288.7
Brazil
10
200.5
Other international
22
409.8
Revenue
by region
Our markets and 39 brands
To find out more, visit our website: britvic.com/our-brands
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Strategic report
Healthier
People
Our Healthier People strategy is focused on our consumers,
employees and communities. We’re building a business
where work is inclusive, purposeful and rewarding, and
we’re providing consumers with a choice of great tasting
drinks that are better for them.
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Healthier People continued
Healthier consumer choices
Consumer health and wellness are central to our mission as
we continue to offer healthier choices without compromising
on taste. In 2024, we achieved 21 calories per serve globally,
down from 22 calories last year, with significant reductions
in Great Britain.
To accelerate this mission, we launched a number of exciting
sugar-free flavour innovations, from Tango Mango and Pepsi
Electric in Great Britain, to Ballygowan Hint of Fruit Watermelon
in Ireland.
While reducing calories remains key, we’ve also expanded our
offering to add functional benefits to our products. Our Plenish
health shots range now boasts B1, B2 and D vitamins, since
launching two new flavours this year – Mango Sunshine and Beet
Balance. These join Ginger Immunity, Berry Gut Health, Turmeric
Recovery and Spirulina Detox, offering consumers a daily shot for
a variety of health needs.
We also now offer electrolytes in our Aqua Libra Flavour Taps,
giving people that extra boost in retail, hospitality and the workplace.
Jimmy’s Iced Coffee partnered with the UK’s leading online sports
nutrition brand Myprotein, to meet consumers’ on-the-go protein
and coffee needs. In spring, this saw the brand launch Original
and Caramel flavoured protein enriched milk, boasting 5.6g of
protein per 100ml.
Healthier employees
We know that a happy and healthy workforce is vital to our
success. To support this, we champion initiatives and policies
that give our people the opportunity to support causes close to
their hearts, build a safe and inclusive place to work and make
sure everyone feels comfortable to be themselves every day.
To further promote the breadth of resources available to
employees, we successfully extended our wellbeing roadshows
to Ireland. Resources include employee-led network groups and
financial and emotional support from industry charity, GroceryAid.
Investing in career development, LinkedIn Learning is being
made accessible to all employees worldwide. In Great Britain,
our Squiggly Careers programme launched to help employees
embrace non-linear careers and growth opportunities. With
a large proportion of our workforce working night shifts, we
collaborated with Night Club – an organisation who specialise
in improving the health and wellbeing of night shift workers
– offering workshops to over 400 employees across our
British factories.
To support our employees’ physical and mental wellbeing, we
covered employee entry costs for one of the largest running
events in Brazil, Circuito das Estações. In France, over 60
employees participated in Quality of Life and Working Conditions
Week, with activities like breathing exercises, reflexology and
yoga. Due to its success, these sessions are now held fortnightly.
Sustainable communities
We believe in giving back to the communities we serve – from
employee volunteer days and fundraising events, to providing work
experience opportunities to people from underprivileged communities.
Over the last two years, we’ve supported Bounce Forward as our
corporate charity, equipping parents, teachers and students with
the tools and resources to strengthen mental health in schools. Since
joining forces, we’ve supported 100 schools with expert training.
Breaking down barriers to employment, we welcomed new
starters on our apprenticeship scheme and invited students to
shadow employees in partnership with social mobility charity,
upReach. As we continue to champion young people in work, this
year marked our second year supporting The King’s Trust, raising
over £260,000 for the charity.
Building sustainable communities, we’ve redistributed 293,200
250ml serves to 2,283 charities since 2019 through FareShare
in Great Britain and Northern Ireland and supported Restos
du Cœur in France, donating over 600 pallets of stock worth
approximately €460,000.
In Brazil, a team of over 70 volunteers took part in a fire brigade
event – learning how to safely respond to incidents on our sites
and contribute to local efforts as the country combats deadly
fires and floods. In Ireland, we celebrated 11 years of MiWadi’s
Trick or Treat for Sick Children campaign, which has raised more
than €3.9m for the Children’s Health Foundation.
Read more on page 37
Read more on page 33
Read more on page 32
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Healthier
Planet
Our Healthier Planet strategy is helping us to build a
resilient Britvic and use natural resources responsibly.
We’re focusing on four key areas of our business where
we believe we can have the greatest impact:
packaging, water, nature and carbon.
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Corporate governance
Strategic report
Healthier Planet continued
Reimagining packaging
We remain focused on creating a world where great packaging
never becomes waste – and investing in innovative alternatives.
Ahead of the expected Deposit Return Scheme (DRS) launch in
Great Britain in October 2027, we’ve embraced it in Ireland this
year. With Britvic Ireland Managing Director, Kevin Donnelly, on the
Re-turn Board, we’re proud to champion the initiative which has
already resulted in half a billion bottles and cans being returned
for recycling.
In Great Britain, the Aqua Libra Flavour Tap is leading the way
in Beyond the Bottle solutions, dispensing still, sparkling and
flavoured water with zero calories – reducing packaging waste
by 99%. Since its introduction, over two million packaging-free
drinks have been served. Following a successful trial at the 2023
Blue Earth Summit in Bristol, Aqua Libra partnered with Ocean Co.
to remove ocean plastic, funding the collection of plastic that’s
equivalent to more than 500,000 ocean-bound bottles.
Our leading global concentrates portfolio continues to champion
healthy hydration, reducing packaging per serve while delivering
great tasting drinks for all occasions. In France, Teisseire
sponsored the Women’s Tour de France and Robinsons
sponsored The Hundred cricket competition in Great Britain –
putting concentrates in the spotlight at major sporting events.
In Great Britain, Fruit Shoot entered the concentrates category
with its new Fruit Shoot Squash, launched on Amazon and Ocado.
Valuing water and nature
Water is a key ingredient for our soft drinks and we’re committed
to protecting this natural resource through water stewardship
initiatives and improving our operations.
Through our partnership with The Rivers Trust, we’ve funded
the restoration of Chellow Dean Wetlands, seven miles from our
Leeds factory. Completed this year, the project recreated a natural
flood plain to protect the area during periods of heavy rainfall.
Employees have also taken part in volunteering opportunities to
improve the waterways near our British sites.
As we improve and reduce water use in our operations, we
worked with water pump specialists Grundfos. By installing their
systems at our Beckton factory in London, we’ve increased the
speed of our water treatment process. In Rugby, we set up a
student mentoring project with the Rugby High School for Girls
– a partnership that led to an amazing 34.6 million litres of water
savings per year, worth over £87,000. Find out more on page 48.
Since securing the Alliance for Water Stewardship certification
for one of our factories in Brazil last year, we’ve made progress
with our water intensity ratio decreasing to 1.94 compared to
2.05 last year. This has been driven by more effective planning
of production procedures, reducing cleaning in place cycles and
reusing water in all sites including using treated waste water to
supply cooling towers and clean the floors.
Path to net zero
We’re committed to achieving net zero carbon emissions
by 2050 and made good progress in reducing our footprint
this year.
Since February, 75% of grid electricity used to make our
drinks in Great Britain comes from a 160-acre solar farm in
Northamptonshire. A 10-year solar power agreement signed in
2023 provides clean energy to factories in Rugby, London, and
Leeds, covering three quarters of the grid electricity needed.
The land is now benefiting from an intense rewilding project to
support biodiversity.
In March, our three-year purchasing power agreement with
Flogas Enterprise came into effect in Ireland, ensuring Ballygowan
is produced using 100% renewable electricity harnessed from
wind energy.
We continue to collaborate with suppliers to make improvements
in our value chain to address climate change. Logistics
improvements have reduced trucks on roads and trials of
electric vehicles are planned for 2025. In Ireland, using a 30%
hydrogenated vegetable oil and diesel blend saves the equivalent
of 600—700 tonnes of carbon dioxide annually.
Recognising our efforts in this space, our heat recovery system
in Beckton won the NetZero Champion accolade for reducing
emissions and saving energy at the Engineering & Manufacturing
Awards 2024.
Read more on page 50
Read more on page 46
Read more on page 44
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Strategic report
Strong
Performance
With a strong portfolio of trusted brands and
continued investment in innovation, capacity and
capability, our highly talented team is delivering
excellent returns to all our stakeholders.
10
Britvic Annual Report and Accounts 2024
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Strategic report
Family favourites
This year we’ve continued to see much-loved family favourite
brands go from strength to strength.
We’ve seen strong performance from Fruit Shoot in Great Britain
and France and continued innovation from the brand. In Great
Britain, Fruit Shoot expanded into the squash category with
two new fruity flavours and, in Great Britain, Ireland and France,
ready-to-drink Fruit Shoot switched to a new cap which uses less
plastic and is more easily recycled. The brand teamed up with
the National Autistic Society to create a suite of free resources
and worked with influencers to explain the change. Find out more
on page 36.
When it comes to carbonates, Britvic brought the global Pepsi
rebrand to Great Britain and Ireland with a comprehensive
marketing campaign across all channels. Footballers Jack
Grealish and Leah Williamson signed for the blue team as brand
ambassadors and as part of Pepsi MAX’s ongoing partnership
with the Champions League. This year also saw the launch of
limited-edition Pepsi Electric – an eye-catching blue cola.
Tango continued to excite consumers with the introduction
of Tango Mango, the return of Tango Cherry in a sugar-free
format and an irreverent TV advertising featuring a dancing
prison warden.
Brazil
In Brazil we continue to grow our brands and expand our
presence with a supercharged portfolio.
At the start of the financial year, we acquired four brands: Extra
Power and Flying Horse energy drinks, juice brand Juxx and acai
smoothie brand Amazoo.
Since then, we’ve continued to raise the profile of our brands with
increased spending on advertising and promotion.
This included sponsoring Carnival in Rio de Janeiro, where we
created limited-edition themed cans of Maguary Cashew for
the celebrations and gave out samples on Copacabana Beach.
This year has also seen music events backed by Extra Power
and brands such as Maguary and Natural Tea championing
sporting events.
As we continue to grow, so do the number of flavours we offer
consumers. Recent additions include our Nuts plant m*lk brand
adding Cocoa to its line-up, Maguary Seleção introducing apple
juice after the success of its grape juice and Natural Tea adding
White Tea with Jabuticaba and Pineapple and Mint to its range.
Flying Horse, the first energy drink brand to operate in Brazil back
in 1997, has undergone a contemporary rebrand – with a new
look and feel and two new flavours (a zero sugar version of the
original and Mango Juice) joining an existing line-up that includes
Tropical, Watermelon and Pitaya.
New spaces
We’re continuing to build scale in fast-growing categories.
Millions of people across the UK are waking up to Plenish, our
plant-powered m*lk, cold-pressed juices and health shots range
– with the brand sponsoring Channel 4 breakfast and revenue
increasing by 101.6%.
We’ve also entered the cold/hot drinks category with the
acquisition of Jimmy’s Iced Coffee last summer. Since then,
we’ve started to scale the brand by introducing a larger 380ml
BottleCan, pricemarked packs for discounters and a multipack
format to complement the existing range.
Shaking up the iced coffee category, the brand introduced a
seasonal twist to its popular line-up, launching a limited-edition
Cinnamon Roll flavour.
Benefiting from our innovation capability, distribution model and
strong customer relationships we also saw packaged Aqua Libra
revenue increase by 109.5%.
When it comes to the global premium brands, London Essence
mixers saw a 37.6% increase in revenue this year and introduced
a new look and feel across all its packaging. There are now 2,000
installed Freshly Infused dispense founts – offering premium
tonic on tap – and 50 new hospitality contracts including Center
Parcs have been secured by the brand.
Find out more on page 17
Find out more on page 16
Find out more on page 15
Strong Performance continued
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Strategic report
Chair’s statement
A year to
be proud of
2024 has been an excellent and eventful year for
the business. Both revenue and adjusted EBIT
are significantly ahead of last year. Consistently
strong business performance combined with clear
growth potential led to an offer to acquire Britvic
by Carlsberg UK Holdings Limited, a wholly owned
subsidiary of the Carlsberg Group (Carlsberg A/S).
Overview
The external environment over the last four years has been
challenging for so many people: first, the COVID-19 pandemic
and then the effect of high inflation and rising interest rates,
resulting in the cost of living crisis that has dominated the
news. Throughout this period Britvic has continued to make
strong progress on its strategic priorities, has invested in the
business and has delivered an excellent financial performance.
Revenue and adjusted EBIT this year represent our best ever
set of results.
Britvic Annual Report and Accounts 2024
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Strategic report
Chair’s statement continued
Proposed acquisition by Carlsberg A/S
On 8 July, the boards of Carlsberg and Britvic announced that
they had reached an agreement on the terms of a recommended
cash offer. Under the terms of the acquisition, Britvic shareholders
shall be entitled to receive 1,315 pence for each Britvic share,
comprising 1,290p in cash for each Britvic share and a special
dividend payment of 25p per Britvic share, which is expected
to be paid by Britvic within 14 days of the effective date
(the special dividend).
At the shareholder meetings on 27 August 2024, the
recommended offer was conclusively approved by Britvic
shareholders. We are currently waiting for approval from the
UK Competition and Markets Authority and the European
Commission. If approved, the acquisition is anticipated to close
in quarter one of calendar year 2025.
People, planet and performance overview
Key moments from the last 12 months include:
• Both revenue and adjusted EBIT are significantly ahead of last year
• Our execution of the Pepsi global rebrand, which came to our
markets in March
• Successful innovation launches including new flavours of
Tango, Pepsi, London Essence and Robinsons cordials
• The acquisition and subsequent integration of the Extra Power
business in Brazil
• Investing in new production capacity with a new can line in
Rugby and increased capacity for Ballygowan water and Hint
of Fruit in Ireland
• Continued soft performance in France
• Introduction of Deposit Return Scheme in Ireland
• Continued strong progress on our Healthier People, Healthier
Planet strategy, including a long-term solar power agreement
in Great Britain, our leadership role in the launch of the Deposit
Return Scheme in Ireland, as well as water stewardship
initiatives across our markets
People and culture
Since joining the Board last year, I have continued to be impressed
by the Britvic team’s energy, expertise and commitment, as well
as its passion for the business and brands. This is a testament
not only to the leadership that Simon Litherland, as CEO, has
shown over the years, but also to the extended leadership team
in inspiring people and executing a clear and compelling growth
strategy. On behalf of the Board, I want to recognise all the
hard work the entire Britvic team has put in that underpinned
this performance.
Board
This year, we announced two new appointments to the Board.
Georgina Harvey joined as a Non-Executive Director and Chair
of the Remuneration Committee in January 2024. Georgina has
many years of experience in advertising and media and delivering
successful transformational change. After stepping down
from her executive career in newspapers, Georgina has built a
successful career as a non-executive director, with a particular
focus on remuneration committee chair roles, transferring her
skills across a wide range of sectors and situations. As a senior
board member, she currently serves on one board of Capita and
on the board of M&C Saatchi, having previously served on the
boards of Superdry plc, McColl’s Retail Group plc, Big Yellow
Group plc and William Hill.
Romeo Lacerda joined in March 2024 as a Non-Executive Director
and member of the Audit Committee and Nomination Committee.
Romeo brings 35 years of extensive commercial experience in the
FMCG sector, having started his career at Unilever before moving
to Kraft Foods in 1995, which later became Mondelez. During
this time, Romeo spent 15 years working in commercial strategy
and sales roles in Brazil before taking on numerous Mondelez
President roles across Europe, the Middle East and Africa. In 2021,
he joined Inchcape plc as Chief Executive Officer Americas.
Also, during the year, Sue Clark and Euan Sutherland stood down
from the Board. I would like to thank them for their contributions
to Britvic and wish them both well for the future.
Capital allocation
Britvic has a clear and consistent capital allocation policy, including
a long-standing commitment to a progressive dividend policy of
a 50% payout of earnings, a disciplined approach to mergers and
acquisitions, as well as investing in the business and maintaining
a robust balance sheet. As a result of the proposed acquisition
by Carlsberg, there will be a special dividend of 25p per share,
which is expected to be paid within 14 days of the effective
date. The share buyback programme was suspended shortly
after the announcement of the proposed acquisition. The Board
will evaluate the recommencement of the programme should
circumstances change.
Carlsberg offer at a glance
In July the Board recommended an offer from Carlsberg
of 1,315 pence for each Britvic share to acquire Britvic.
In August, Britvic shareholders voted overwhelmingly in
favour to accept the offer. Currently, we wait the outcome
of the competition authorities’ review. If approved, we
anticipate the transaction will complete in Q1 2025.
£3.3 billion
Buy out value
Conclusion
I am proud of the holistic business performance and growth
Britvic delivered in 2024. The team has worked consistently
hard to achieve this amid all manner of external challenges. At
the same time, a takeover process is always intense and can be
highly distracting for a business. I am impressed by how focused
the team has been on running the business during a period of
uncertainty, with some individuals and teams navigating the
proposed acquisition in parallel. I would similarly like to thank the
Board for its engagement and support during this process so far.
Should the acquisition complete next year, I have every
confidence that Britvic and its branded soft drinks portfolio will
continue to thrive as part of the Carlsberg organisation. Likewise,
should Britvic remain an independent company, the business has
a clear growth strategy for the future, and I have every confidence
in our current and future prospects and our ability to deliver for all
our stakeholders going forward.
Ian Durant
Non-Executive Chair
19 November 2024
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Corporate governance
Strategic report
A year of
excellent
performance
Performance highlights
Today, we present our results for the year ending 30 September 2024.
It’s a year of which we can be exceptionally proud, as Britvic
has not only delivered its best-ever financial performance but
also made significant strides in our strategic priorities. The
Britvic team has once again demonstrated their unwavering
commitment to our overarching ambitions, even in the face of
challenging markets and a prospective change of ownership,
with the proposed acquisition of Britvic by Carlsberg Group. I
want to publicly acknowledge the Britvic team’s efforts, which
have been instrumental in our outstanding performance.
Overall, revenue is ahead of last year by +9.5% (+8.6% on
a statutory basis) at £1,899.0 million. Encouragingly, this
was achieved through growth in both volume and price/
mix, reflecting strong consumer demand for our brands and
appropriate revenue growth management actions. Volume
increased +3.1%, driven by both organic growth and the Extra
Power and Jimmy’s brand acquisitions. Average Realised Price
grew +6.2%, benefiting from price realisation and positive pack
and brand mix. We have reported our highest-ever adjusted
EBIT, £250.9m, 15.2% ahead of last year (+14.9% on a statutory
basis), with adjusted EBIT margin of 13.2%, 60 basis points (bps)
ahead of last year (+70bps on a statutory basis). Profit after tax
increased 1.8% (1.5% on a statutory basis) to £125.8 million.
Chief Executive Officer’s statement
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Chief Executive Officer’s statement continued
Performance highlights continued
Our outstanding holistic performance, detailed in our annual
report, is even more impressive given the challenging
summer weather conditions across Great Britain and our
European markets.
At the same time, total A&P spending increased by 30.9%
to £87.2m as we continued to invest in the equity of our
brand portfolio.
Our disciplined approach to cash has enabled us to invest in
the business for sustainable growth. We have continued to
invest in our people and planet programmes, demonstrating
our commitment to sustainability, while building capacity and
investment in technology. We have also used the cash to acquire
Extra Power in Brazil and to increase shareholder returns through
our dividend policy and the share buyback programme, which
was suspended following the announcement of the proposed
acquisition of Britvic plc by the Carlsberg Group towards the end
of the year, a process that is ongoing at the time of writing.
Irrespective of the outcome of this process, I remain confident of
Britvic’s current and future prospects, driven by our compelling
and proven growth algorithm.
Our compelling approach to growth
In our 2023 preliminary results and strategy presentation, we
shared our growth algorithm, as a framework of where we
believed our future revenue growth and category outperformance
would come from. The growth accelerators we identified were:
• Outperforming the market with our broad portfolio of family
favourite brands
• Double-digit growth in Brazil
• Strong double-digit growth in new growth brands such as
Plenish, Jimmy’s, Aqua Libra and London Essence
• Underpinned by underlying category volume growth
and price/mix
This year, we have made excellent progress against these
opportunities, with revenues growing across our portfolio of
family favourite brands by +5.5%, Brazil by +35.3% and new
growth brands by +52.1%. Our growth strategy has underpinned
this success, providing us with a clear framework for sustainable
performance. Each market has an important role: with Great
Britain to lead market growth, Brazil to accelerate and expand our
presence, in other international markets to globalise our premium
brands, and to improve profitability in Western Europe.
Market highlights
Great Britain
Our performance in Great Britain has been strong, with robust
volume growth and favourable price/mix. The volume growth
was driven by the retail channel, with a weaker hospitality channel.
From a revenue perspective, both channels delivered revenue
growth, as did our owned and PepsiCo brands. Encouragingly, we
have delivered volume growth across all quarters, with quarter
four volume +2.0%, despite the poor summer weather.
Investment in our supply chain continued this year. In the spring,
we commissioned another can line to enable us to unlock
consumer demand through increased capacity and access
margin benefits by bringing the production of certain co-packed
products in-house. In August, we completed a £25 million upgrade
investment in our national distribution centre in Lutterworth,
Leicestershire. This state-of-the-art, lights-out facility now boasts
17 new automatic cranes, 18 despatch lanes, and 20 automated
cars, enhancing our capacity to move 600 pallets an hour.
In March, we activated the unmissable brand refresh of Pepsi,
which was supported by a significant increase in investment
behind a nationwide 360-degree marketing campaign, including
billboards, digital takeovers, in-store activation, a new bold TV
advertisement and engaging social media content. Pepsi MAX
continued its successful association with Champions League
football, adding new signings such as Jack Grealish and Leah
Williamson as brand ambassadors. May also saw the launch
of the limited-edition Pepsi Electric, a zesty, citrus cola with a
striking blue liquid.
Tango continued to excite consumers with great-tasting, sugar‑free
innovation. In August, Tango brought back, by popular demand, a
new and improved sugar-free Cherry flavour and launched a bold
new advertising campaign, “Warden,” supported by social content
across Instagram and out-of-home activation.
Robinsons continued its association with The Hundred Cricket,
rolling out an on-pack promotion across the squash range for
the first time alongside the ready-to-drink format. Robinsons
expanded its cordials range with two exciting new flavours,
Elderflower and Ginger & Orange.
We have also successfully delivered significant growth in our
emerging categories this year. Plenish, our plant-based milk
and shots brand, had an excellent year, with revenue +101.6%
compared to last year. The plant-based milk range, unique in its
combination of all-natural organic ingredients, is now the clear
number three brand in the category. The Plenish Shots range
benefited from new launches such as Mango Sunshine and
Beet Balance, offering consumers an easy route to improving
their nutritional balance through great-tasting products.
New Shots listings have been achieved across retail, grocery,
and hospitality channels; distribution has nearly doubled, and
Plenish Shots grew value this year faster than any other shots
brand. Building Plenish brand awareness has extended to TV
for the first time, with a six-month partnership as the sponsor
of Channel 4’s breakfast programming.
£1,899.0m
Revenue
£125.8m
Profit after tax
15
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Strategic report
Chief Executive Officer’s statement continued
Market highlights continued
Great Britain continued
Jimmy’s Iced Coffee was acquired last summer, giving us access to
the fast-growing cold/hot drinks category. During the year, we added
a larger 380ml BottleCan and a multipack format to complement
the existing pack range. Leveraging our innovation capability, we
also launched a new offering in conjunction with Myprotein and
a new limited edition, Cinnamon Roll flavour. New listings were
secured across the Grocery, Hospitality, and Wholesale channels,
providing a solid foundation for the future and driving Jimmy’s brand
value growth of +15.0% in the latest 26 weeks, versus category
growth of 1.7%.
London Essence has made excellent progress this year, with
revenue in Great Britain growing +37.6% on last year and
increased distribution points in retail and hospitality channels. Our
unique offering of premium soft drinks on dispense has resulted
in 2,000 Freshly Infused dispense fountains being installed. In
the hospitality channel, we won over 50 new contracts, including
Center Parcs, Barons Pub Company, and The Belfry.
Brazil
At the start of the financial year, we completed the acquisition
of Extra Power and three supporting brands to access the high
margin and fast-growing energy category. The acquisition also
gave us a more significant presence in the centre-west region.
The integration was completed earlier this year, and we are
already realising the anticipated cost synergies and commercial
benefits. It has allowed us to accelerate the presence of our
existing brands in the Goiás region and to roll out the acquired
brands into our existing regions.
In France, volumes declined compared to last year. While
branded volumes improved in the second half of the year, total
volume declined as we took a strategic decision to exit private
label contracts, and we faced stiff competition in the juice
category. While volume was down, revenue was slightly up on
last year at 0.1%. Brand contribution materially improved due to
the favourable product mix. In the second half of the year, we
activated a significant marketing campaign for the Teisseire
brand. As well as TV and social media campaigns, the brand
sponsored the Women’s Tour de France, supported by in-store
activation and on-pack promotion of the sponsorship. A&P
investment increased by nearly 80% on last year as we continued
to invest in our brands.
In other international markets, Mathieu Teisseire was in strong
growth. This was offset by a softer performance in the USA
as Fruit Shoot transitioned to a new bottling partner and some
weakness for our brands in other export markets.
Healthier People, Healthier Planet
Our sustainability strategy, Healthier People, Healthier Planet, is
a central and integrated part of our business strategy. While full
details of our Healthier People, Healthier Planet performance
this year can be found on page 30 of the Annual Report, I am
particularly proud of some key highlights.
Healthier People
We continue to build our portfolio of healthier consumer choices,
with a range of great tasting, low calorie offerings, giving us an
impressive average of only 21 calories per serve. Our people are
our biggest asset, and we continue to invest in building capability
by launching new online learning tools and investing in expanded
graduate and apprenticeship schemes across the business to
develop the next generation. Our active equity, diversity and
inclusion programme continues and is ably stewarded by our
employee-led network groups. We have supported the team’s
well-being with an innovative example this year: our partnership
with the award-winning sleep-science experience, the Night Club.
They are helping our shift workers across the supply chain to be
happier and healthier at home and work.
In Ireland, MiWadi is celebrating eleven years of supporting its
Trick or Treat for Sick Children campaign, helping raise funds of
over €3.9m for sick children, and supporting all Children’s Health
Foundation hospitals and urgent care centres.
Performance in Brazil was very strong, with both existing brands
and acquired brands contributing to revenue growth of 35.3%.
A combination of factors underpinned the growth. We have
continued to focus on categories and regions which enable us to
build scale and grow profitability. Growth was achieved across our
Concentrates range as well as RTD formats such as Fruit Shoot
and Grape juice. We have focused on compelling store execution,
increasing investment in the merchandising team, feature and
display, and in-store campaigns. We have also focused on winning
in the stores close to our factories, optimising supply chain costs to
serve, and realising margin benefits.
Building awareness of our brand portfolio has continued this
year, with increased A&P spend. This has included Carnival
sponsorship in Rio de Janeiro, music events with Extra Power,
and sports sponsorship, such as encouraging sports among
state school children in the Minas Gerais region and sponsoring
volleyball and football teams.
Other International markets
Performance in Ireland remained strong, with revenue up
7.8%, driven by price realisation and mix, offsetting a modest
volume decline of 1.8% in the year. Pepsi and Ballygowan were
the main drivers, with both the core water offering and Hint of
Fruit delivering strong growth. February saw the launch of the
Deposit Return Scheme (DRS) for PET bottles and cans in the
Republic of Ireland. As anticipated, we saw a volume decline in
the early months following the scheme’s launch. In quarter four
however, we saw a return to volume growth, up 5.9% on last year.
At the end of 2023, we completed a supply chain programme to
release additional production capacity in the Irish factories by
introducing new work rosters while simultaneously implementing
cost-efficiency savings within the manufacturing and warehouse
operations. This has enabled us to reduce the cost and
complexity created by introducing a DRS. In July, we introduced
tethered caps, which align with EU legislation. We also expanded
our production capacity for the fast-growing Ballygowan Hint of
Fruit flavoured variant.
21
calories per 250ml serve
9.5%
revenue increase
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Chief Executive Officer’s statement continued
Healthier People, Healthier Planet continued
Healthier Planet
This year, we announced a power purchase agreement to deliver
clean energy, meaning that 75% of the National Grid electricity
used to make our brands in Great Britain comes from solar
generation, thanks to a 160-acre solar farm in Northamptonshire.
At our Beckton site, the heat recovery system we announced last
year is now fully operational, and we anticipate a 50% reduction in
the site’s carbon emissions. To date we have reduced our Group
carbon emissions by 35%, in-line with our science-based targets.
In Ireland, Britvic has actively campaigned and supported the
introduction of a DRS. Over 600 million drinks containers have
been returned since the launch of the Deposit Return Scheme on
February 1, 2024, with over €70,000 raised in deposit donations
for the Return for Children charity initiative.
At our Rugby site, we have invested in new systems for our
water processing plant. We can treat the water used and reduce
energy consumption by 60%. True water stewardship means we
must look beyond our operations to the catchments we operate.
Our Astolfo Dutra plant in Brazil has become the first Britvic
manufacturing site to receive the Alliance for Water Stewardship
standard certification.
A track record of generating shareholder value
Since I was appointed CEO in February 2013, following a turbulent
period for Britvic plc, the Group has benefitted from a rejuvenated
leadership team and a clear strategy. We set about restoring
confidence in Britvic, with the ambition of making the business
future-fit to win in a changing world. Since then, I have been
consistently proud of what Team Britvic has achieved. Some key
highlights include:
• The Business Capability Programme investment of c.£250m
in our supply chain capacity and capability
• Entering Brazil with the initial acquisition of Ebba and the
subsequent expansion of our presence in one of the world’s
largest soft drinks markets
• Revitalising our owned brands portfolio, including Tango,
MiWadi and Robinsons
• Continuing our long-standing relationship with PepsiCo with a
new 20-year bottling agreement
• Accessing new growth spaces through both innovation
and acquisition with brands such as Plenish, Aqua Libra,
and Jimmy’s
• Leadership in healthier consumer choices by investing
in our portfolio of family favourite brands that offer great
tasting, low-calorie soft drinks that are better for you, with
an industry-leading 21 average calories per serve
• Becoming the first UK-listed soft drinks company to sign up
to science-based carbon reduction targets
• Building the capability and diversity of the Britvic team to
release the Company’s full potential, and
• Establishing and maintaining a strong market and stakeholder
reputation for delivering on our promises and punching above
our weight
The relentless energy, focus and commitment demonstrated by
the Britvic team over these past 12 years have generated superior
returns for shareholders. Together, we have delivered Total
Shareholder Returns of 341.8%, significantly outperforming the
FTSE350 (105.7%). I am incredibly proud of what this business
has delivered. I sincerely thank the team for their achievements,
just as I thank the Board and our shareholders for their support
over the years. I have every confidence that our brands and our
Britvic people will go from strength to strength in the years ahead.
Simon Litherland
Chief Executive Officer
19 November 2024
£250m
investment in our supply chain
capacity and capability
35%
reduction in Group carbon emissions
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Strategic report
Market trends and opportunities
Britvic’s strategy is
informed by consumer
and commercial insights
Our insights teams track what’s
important to consumers and analyse
the societal, environmental and market
trends influencing the soft drinks
industry. While this work is often highly
targeted to each market or consumer
category, here we highlight the key
trends and how we’re capitalising on
the opportunities they create.
18
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Strategic report
Health, wellness
and wellbeing
Industry trends
• Low sugar and low
calorie offerings
• Functional or fortified drinks
– soft drinks with added
health benefits
• On-the-go hydration – still,
sparkling and flavoured water
• Natural, organic and
plant-powered
Britvic’s response:
Healthier consumer choices
• Focusing on great tasting low and
no calorie offerings and reducing
our calories per serve across
our portfolio
• Adding functional health and
vitality benefits to our soft drinks
• Flavouring billions of drinking
water occasions in the home and
on the go
• A range of organic, natural brands
across our markets, including
plant-based m*lks
Value for money
Industry trends
• Affordability and overcoming
inflationary cost pressures
• Quality and taste, even at
lower prices
• The democratisation of drinks
with added health benefits
Britvic’s response: Making
quality affordable
• Pack and promotional activity to
offer great value
• Smart procurement to minimise
the effect on consumers
• Never compromising on
quality or taste
• Offering healthier choices at
affordable prices
Climate change
Industry trends
• Ethical and sustainable sourcing
• Recyclable and
sustainable packaging
• Circular economies
Britvic’s response: Minimising
our footprint per serve
• Working with suppliers towards
minimising our carbon footprint
• Reducing the environmental
impact of our packaging on a per
serve basis
• Investing in dispense
technologies and drinking
solutions Beyond the Bottle,
and proactively supporting the
introduction of a Deposit Return
Scheme (DRS)
Making the most of
energy and water
Industry trends
• Investment behind
renewable energy
• Optimised production processes
• Collaboration with industry
experts and new technologies
• Water stewardship and
reuse projects
Britvic’s response: Path to
net zero and valuing water
• Moved to 100% renewable
purchased certified electricity
• Switching equipment from gas
powered to electric powered
• Installation of heat recovery
system in our Beckton site
• Upgrading equipment to
enhance efficiency and reduce
carbon emissions
• Entering long-term power
purchase agreements in Great
Britain and Ireland
• Progressed with Alliance
for Water Stewardship
certification in Brazil
Digital, social media
and e-commerce
Industry trends
• Diverse retail landscape
• Direct-to-consumer portals
• Companies increasing their social
media presence
• Increased use of Artificial
Intelligence (AI)
Britvic’s response:
Thinking digital first
• Ensuring our brands are
available where and when the
consumer shops
• Offering a range of pack formats
to suit different occasions
• Tailoring our brands’ social
media presence
• Using AI to automate the
processing of customer orders
in Great Britain, Ireland and
internationally
1
2
3
4
5
Market trends and opportunities continued
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Strategic report
It’s why our sustainable approach,
which we call Healthier People,
Healthier Planet, is embedded in
every part of our business model
and growth strategy. We see this as
integral to our resilience, to growing
the business, to being a force for
good and ultimately to delivering
value for all our stakeholders.
The way we
do business is
fundamental
to our success
Business model
Efficiency
Fuel growth with the right
focus on efficiencies across
the business.
Culture and capabilities
Transform our culture and
capabilities to be fit for
the future.
Mergers and
acquisitions
Selective deals to speed up
progress towards our goals.
Consumer insights
Our enablers help turn our strategy into action
Our business drivers
Planet
Performance
People
Sourcing
Manufacturing
and distribution
Research and
development
Marketing
and sales
Customers
Read more about how we mitigate risks associated with our supply chain on page 77
20
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Strategic report
Consumer insights
Our starting point is understanding how we can best meet the
diverse needs of our consumers and customers. We aim to build
a longer-term view, assessing emerging trends and the broader
context of the categories in which we operate. By putting
the consumer and customer at the heart of what we do, we
can innovate and develop brands that consumers love and
deliver scalable products and services that maximise growth
opportunities for our customers. Our insight informs our Healthier
People, Healthier Planet ambitions to help consumers make more
informed, healthier choices.
Sourcing
We are committed to producing high quality soft drinks that are
sourced and manufactured in a fair, ethical and environmentally
responsible way. Our sustainable procurement strategy aligns
with the UN Sustainable Development Goals.
It focuses on four core priorities:
1. Low carbon supply chain
2. Sustainable packaging
3. Regenerative agriculture
4. Ethical sourcing
Business model continued
Marketing and sales
We invest in and deliver advertising and marketing campaigns
to build brand awareness and support sales growth. Each of our
much‑loved household brands has a clear identity and purpose.
Many, such as Teisseire, R. White’s and Ballygowan, have deep-rooted
histories going back hundreds of years. As custodians of these
brands, it’s our privilege to innovate and grow our proposition
while remaining true to their heritages. We use our flavour and
marketing expertise to create, establish and develop new brands
such as London Essence. Our Healthier People, Healthier Planet
ethos is embedded in our marketing strategies. Through clear
and consistent campaigns and labelling, we aim to increase
consumer understanding of the need to create a circular economy
for packaging. We always promote and market healthier options
that align with our marketing code to encourage people to make
choices that are better for them.
We work closely with our suppliers to understand the environmental
and social footprint of our collective activities and find solutions
to support the efficient use of natural resources, reducing carbon
emissions throughout the value chain.
Research and development
Our experts ensure that our drinks evolve so we have a competitive
brand portfolio that stays relevant to consumers’ needs. We want
to guarantee that people continue to enjoy our drinks for many
years. Our team is at the forefront of science, technology and
innovation. Made up of scientists, engineers, and consumer and
sensory specialists, together they have deep technical expertise
and understanding of consumer preferences and behaviours.
We bring fresh thinking, curiosity and a problem-solving mindset
to everything we do. This covers all aspects from new products
and consumer experiences, through adaptation and innovation in
our current portfolio, to exploring future opportunities and trends.
Innovation depends on collaboration, and we are proud to work in
partnership with suppliers, industry bodies and academia to share
and explore cutting edge science and technology.
Manufacturing and distribution
We have invested in state-of-the-art technology across our
manufacturing sites to ensure we make the most of our capabilities
– volumes, resilience and agility – and operate to the highest
standards. We work with distribution companies to transport
our products, rather than operating an in-house fleet of vehicles.
Our employees’ safety, health and wellbeing are paramount, and
so is our commitment to manufacturing our drinks sustainably.
We are committed to reducing our operational footprint by
reducing our water ratio and cutting our greenhouse gas emissions
as we transition to a low carbon business. We have clear targets
for water use, waste and carbon emissions annually through our
Healthier People, Healthier Planet sustainability strategy.
Customers
Our customers are essential stakeholders and we take pride in
our strong relationships with them. They are not only our primary
route to market but also partners in joint business plans, through
which we collaborate to create shared value. As such, we engage
with them regularly and share our expertise to influence growth in
soft drinks sales.
Additionally, we offer tailor-made websites for customers that
provide ideas and advice, from creating the perfect serve for the
consumer to interpreting and implementing government policy.
We share a commitment with them to establish and implement
a sustainable approach to business. This includes sharing
knowledge and best practices across packaging innovation trends
and solutions to minimise our collective environmental impact.
21
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Strategic report
Our strategic pillars
Strategy
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Our purpose, vision and values
Our purpose is dedicated to enjoying life’s everyday moments.
Every day is made up of many small moments that can be
made all the more enjoyable with a quality soft drink. We see
our purpose as a driver of engagement with our stakeholders,
performance, innovation and culture.
Our purpose is supported by our vision: to be the most dynamic
soft drinks company, creating a better tomorrow. Our dynamism
enables us to act with agility and pace. It comes from our
people, who seize opportunities to accelerate the business with
entrepreneurial spirit rooted in our heritage. We push boundaries
and make things happen. While at the same time, our scale,
market credibility and passion for sustainability mean we can turn
our ideas into commercially successful products that will last
the course. We live and lead by our values, which help us deliver
sustainably for all our stakeholders. So, creating value today helps
us build a better tomorrow.
Our culture
Our talented and dedicated workforce is central to our current and
future growth prospects. Our employees’ health and happiness
are paramount as we embed our culture and grow our capabilities
to deliver our business strategy. We want to continue to build
employee engagement and a great place to work where everyone
feels valued and empowered to thrive.
Our markets
Each of our markets has a role to play in delivering our strategy:
• We continue to see Great Britain as a growth market and plan
to build on our existing momentum to lead growth here
• In Brazil, our ambition is to accelerate growth and expand
our presence
• Our international focus is to globalise our premium brands,
notably The London Essence Company and Mathieu Teisseire.
Across our Western European markets, including Ireland and
France, the priority is to increase margins and profitability
Critical enablers
We have identified three key enablers to underpin our strategy and
help us turn it into action:
1. Efficiency: fuel growth with the right focus on efficiencies
across the business
2. Culture and capabilities: transform our culture and capabilities
to be fit for the future
3. Mergers and acquisitions: selective deals to speed up
progress towards our goals
Healthier People,
Healthier Planet
Britvic acknowledges that it has an impact
on the world and a role to play in it.
Doing good while doing well has been at the heart of our ethos
since the creation of our ancestral business — The British Vitamin
Products Company — back in the 19th century. Today, we
continue to build on that heritage.
A key part of our vision is to create a better tomorrow for all
our stakeholders and this is embedded in our actions and
priorities. We want to make a positive contribution to the
people and the world around us and provide consumers with
the trusted and authentic purpose-driven brands they are
increasingly looking for.
At the same time, we recognise that supply chains and
manufacturing processes are critical drivers of commercial
growth. We strive to embed sustainable practices in every
part of our business. We understand this is how we will deliver
the sustainable and profitable growth that underpins both
our current and future prospects.
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Strategic report
Strategy continued
Build local favourites and
global premium brands
We’re focused on growing our local, family favourite
brands, which are predominantly number one or
number two in their categories.
We’ve got a proven track record of developing, expanding and
revitalising our brands, such as Tango, Robinsons, Club, Fruit
Shoot, Ballygowan and Teisseire. We’ve consistently done
a fantastic job growing PepsiCo brands, focusing on low or
no‑calorie variants, such as Pepsi MAX and 7UP Zero Sugar.
At the same time, our consumers are looking for a wider choice
of premium drinks and elevated experiences when they relax and
socialise. Building a portfolio of global premium brands remains
a big part of our growth strategy. This year, London Essence
revealed a full brand portfolio refresh and a new campaign, and
Mathieu Teisseire also secured new listings in two tea chains
across China and other markets in Asia, Germany and Oman.
Flavour billions of
water occasions
We offer the leading flavour concentrates in each
market, including Robinsons, MiWadi, Teisseire
and Maguary.
We make the most of this leadership and expertise and the
strength of our local favourite brands in each market to flavour
billions of new water occasions. Increased consumer focus on
health, wellbeing and greater water consumption provides us with
additional large-scale opportunities.
We continue to invest in this area of the business by expanding
existing ranges with exciting flavour innovation and added
benefits, as well as championing our concentrates globally
through event sponsorships.
And, while our family favourite flavour concentrates lead this
workstream, we can reach more people on the go with our Aqua
Libra taps. With a simple touch, consumers can fill their glasses
or reusable bottles with delicious flavours and enjoy pure filtered
water with the taste of natural infused fruit, no preservatives,
no sugars, no calories.
Access new
growth spaces
Innovation is central to our commercial
growth strategy.
Traditionally, this means experimenting with new flavours and
categories and exploring new markets. We know that our portfolio
needs to evolve with our consumers so that we can cater for all
needs and occasions.
A key part of this pillar remains our Beyond the Bottle portfolio.
We continue building our dispense offering, delivering consumers
our great tasting drinks without the need for packaging. This offer
includes our Aqua Libra commercial and Flavour Taps, London
Essence Freshly Infused founts and traditional dispense.
As well as looking Beyond the Bottle, through increased investment
in our breakthrough brands, we’re not only boosting commercial
growth but strengthening our portfolio. Through the acquisition
of Jimmy’s Iced Coffee, we can now play in the fast-growing
ready‑to-drink iced coffee category.
Finally, we’re exploring new sales platforms, including direct-to
consumer and the use of social media platforms.
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Stakeholder engagement
Delivering value
to stakeholders
We’re on a mission to build great relationships with all our
stakeholders. Find out how we engage with them, how
our Board considers Section 172 issues when making key
decisions, and how decision making works in action.
Delivering value to our consumers
We give consumers healthier choices to enjoy
life’s everyday moments.
What matters to them
Consumers want to know they can trust our business
and the products we sell. We achieve this by having a
clear and direct way to contact us, enabling them to ask
questions, share concerns and offer feedback, knowing
they will be heard.
Why they are important to us
Building a loyal consumer audience is crucial to growing
and developing our business. With consumers buying and
consuming our products regularly, they provide invaluable
insights and inspiration that allow us to improve, innovate
and thrive in a competitive market.
How we engage at Board level
The Board learns about consumer needs through detailed
brand and category reviews and presentations from
Executive team members about trends in their areas.
The Board also receives market and consumer insight
data on a regular basis.
How we engage across the Company
Through our consumer engagement team, we’re making
sure we engage with consumers through whatever
channel they use – whether it’s telephone, email, post
or social media.
How we delivered on feedback this year
This year, the team engaged with more than 27,000
consumers globally. Everything we learned from this
is tracked, analysed and shared with our research and
development, marketing and quality teams to make sure
consumers remain at the heart of everything we do.
Britvic Annual Report and Accounts 2024
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Stakeholder engagement continued
Delivering value to our suppliers
We strive to meet the highest ethical standards
and expect our suppliers to do the same.
What matters to them
They want to know we’re doing business with respect, integrity
and equality across all of our supply relationships and that we
stick to our ethical business policy.
Why they are important to us
Working with reliable, efficient and trustworthy suppliers
allows us to make sure our entire value chain operates as
smoothly as possible and we deliver on our goals.
How we engage at Board level
Members of the Executive team, including the CEO, regularly
meet with our suppliers in their local geographies. The CEO
reports to the Board the key issues arising from these discussions,
both in reviews at Board meetings and informally in
individual conversations.
How we engage across the Company
We regularly engage with suppliers to address challenges and
make improvements through our procurement and supplier
quality assurance teams and processes. Through conferences
and training sessions, we also make sure we’re maintaining
a collaborative relationship.
This year, we conducted a survey with 91 senior stakeholders
across 73 organisations to understand their views. The survey
included 24 suppliers, 21 investors and 15 customers.
How we delivered on feedback this year
We’ve been working closely with our suppliers to update
contracts to include climate targets and emissions reporting.
This includes signing up to sustainability platforms Sedex and
EcoVadis, setting science-based targets and understanding
the effect on agriculture such as Forest, Land and Agriculture
(FLAG) where necessary. Sustainability is an important pillar of
our growing Supplier Relationships Management programme
and key suppliers are monitored on their progress through this
forum. We’re also incentivising suppliers to collaborate, make
the necessary changes and continuously improve by offering
a sustainable supply chain finance programme.
Delivering value to our customers
Providing a great service makes us a trusted
partner for our customers.
What matters to them
Developing strong, collaborative partnerships built
on a shared passion for success.
Why they are important to us
Customers play a pivotal role in the success of our
business and how we show up in market to our consumers
– so building collaborative and trusting relationship allows
everyone to achieve their goals.
How we engage at Board level
Key dynamics of customer relationships are regularly
reviewed in the context of performance, brand and channel
discussions across our markets. Our CEO meets with
key customers to help maintain important relationships,
connect with the broader supply chain community, discuss
customer strategy and brand portfolio and share expertise
and knowledge. He reports back to the Board on the results
of those discussions.
How we engage across the Company
We’re well known for sharing our expertise with customers
and helping them navigate fresh challenges and legislative
changes. For example, we offer support to businesses
via our digital platform, Sensational Drinks and invaluable
industry insights through the Britvic Soft Drinks Review.
How we delivered on feedback this year
We developed our support for customers with the launch of
Mix with Britvic – an innovative training syllabus designed
to support people with careers in the on-trade. Find out
more on page 39. We’ve also started to share our long
term thinking on the future of the soft drinks category with
customers across trade, focusing on the opportunities we
have identified and working together on solutions to unlock
future category growth.
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Stakeholder engagement continued
Delivering value to our communities
We want the communities we operate in to thrive.
What matters to them
People expect responsible businesses like ours to make a
positive contribution to their community – supporting our
employees to get involved is the right thing to do.
Why they are important to us
Building strong relationships with our communities allows us
to work together to make a positive difference to people’s lives,
the economy and their environments.
How we engage at Board level
The Board engages with communities and considers wider
environmental issues that affect them through reports from
the Environmental, Social and Governance (ESG) Committee,
reviewing and approving objectives and monitoring progress
against them. The CFO reports to the Board on non-financial
measures and the Directors spend time considering the ESG
strategy, which informs investment decisions.
How we engage across the Company
Through our range of support programmes, including
volunteer days, brand and corporate partnerships and
matched fundraising and drinks donations, we offer a
variety of ways our teams can support their communities.
How we delivered on feedback this year
We clocked up 919 volunteering days across Great Britain
and our other international markets in 2024, enabling our
employees to support the causes that matter most to
them. We supported young people through our work with
charities Bounce Forward, The King’s Trust and upReach.
And we provided drinks to those in society who need them
most through the charities FareShare in Great Britain and
Restaurants du Cœur in France.
919
volunteering days
293,200
drinks donated to FareShare
charity since 2019
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Stakeholder engagement continued
Delivering value to our employees
We want our people to thrive in a dynamic
and highly inclusive workplace.
What matters to them
Working in a truly inclusive culture and safe environment
where they can be themselves every day.
Why they are important to us
Our people are our life force and their happiness, wellbeing and
dedication shape how we perform as a business. With happy,
healthy employees, we will continue to accelerate our growth
and achieve success.
How we engage at Board level
The Directors use a variety of channels to engage with employees
and give them a voice in the boardroom. Information about
the activities undertaken by the Board this year can be found
on page 92.
How we engage across the Company
We receive important employee feedback through our annual
Employee Heartbeat and also gather insights from more
regular, informal engagement sessions.
How we delivered on feedback this year
Following feedback that our front-line employees have less
control over their workplace wellbeing, we collaborated
with Night Club – an organisation specialised in improving
the health and wellbeing of night shift workers – to offer
workshops to more than 400 employees in Great Britain.
We’ve also launched our Squiggly Careers programme to
encourage employees to embrace the unexpected routes
(squiggles) their career may take and encouraged continuous
learning by providing employees with access to LinkedIn
Learnings’ online educational resources.
85%
employee engagement score
Delivering value to
our shareholders
We want to deliver strong, sustainable
returns for our investors.
What matters to them
Confidence in our ability navigate a challenging external
environment and continue to deliver strong performance
in a sustainable way.
Why they are important to us
Investors play a pivotal role in the success and growth
of businesses – providing the necessary capital, expertise
and networks needed for Britvic to thrive.
How we engage at Board level
The Chair regularly engages with investors to understand
their views on governance and the performance of the
Company against its strategy. This year, the Chair and CEO
had additional discussions with investors following the
offer from Carlsberg to acquire Britvic. Information about
the activities undertaken by the Board this year can be
found on page 91.
How we engage across the Company
Our Director of Investor Relations is responsible for all
primary contact with shareholders, potential investors and
equities research professionals. The CEO, CFO and Chief
Strategy Officer provide regular engagement support with
other Executive team members and functional specialists.
How we delivered on feedback this year
We have had meetings with major institutional shareholders
to consider our performance and prospects. We report
our financial performance to shareholders four times a
year: half year and full year announcements and Q1 and Q3
trading updates.
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Section 172 statement
Section 172 of the Companies Act 2006 states that
the Board has a duty to promote the success of the
company, and in doing so it must have regard to a
number of matters when making decisions:
a) long-term consequences of the decision;
b) interests of the company’s employees;
c) fostering relationships with suppliers, customers
and others;
d) impact on the community and environment;
e) maintaining a reputation for high standards of
business conduct; and
f) acting fairly between members.
This statement is intended to explain how the Board meets this
requirement in its decision making process.
The Board’s decision making process is outlined in the diagram
opposite. This process is now firmly embedded in our operations
and ensures that there are controls in place to consistently meet the
requirements of Section 172. Under our Statement of Authorities
policy, the Board delegates certain approvals to the PLC Exec and
other business unit executive teams. Decisions made at this level
undergo the same process, for example any approval papers will
include a Section 172 statement documenting how each Section
172 matter has been considered.
An example of the Board’s decision making process is provided
on the next page, which relates to two new agreements entered
into for primary transportation and warehousing services in
Ireland. Further detail is provided on how the Board considered
each Section 172 matter when deciding to approve these contracts.
Engaging with stakeholders
Board papers include a table setting
out Section 172 factors and relevant
information relating to them
Section 172 factors are considered in
the Board’s discussions on strategy,
including how they underpin long-term
value creation
The Executive team provides
information on a timely basis and
assurance where appropriate
The Board is provided with updates
and information on the outcomes
of its decisions
The Board regularly engages
with key stakeholders
The Board ensures that Section 172
factors are taken into consideration in
its decision making
The Board gives due consideration to
the potential impacts of its decisions
on stakeholders and the wider
environment
Actions are taken as a result of
Board engagement and dialogue with
key stakeholders
Board information
The Executive team receives training on Section 172 and Directors’ duties
to ensure awareness of the Board’s responsibilities
Board strategic discussion
Board decision
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Irish logistics contracts
In September 2024, the Board approved two
new contracts for primary transportation and
warehousing services in Ireland with current
supplier DFDS. Both agreements have a contractual
term of seven years and generate both short and
long-term value to the Irish business. In approving
these contracts the Board had due regard to each
Section 172 matter.
Long-term consequences of the decision:
A seven-year term provides long-term security and certainty on
critical services for the Irish business. The contracts produce a
positive commercial outcome both short and long term with an
existing partner. The long-term nature of the contracts will enable
DFDS to make the necessary investments in infrastructure to
support the Irish business long term, and to unlock continuous
improvement opportunities that will benefit both businesses.
The contracts have been future proofed to allow changes to be
made to the operational requirements through structured change
mechanisms. This will ensure the transport and warehousing
services provided by DFDS will continue to be fit for purpose
during the contract term and can evolve with the needs of the
Irish business.
Interests of the company’s employees:
As an outsourced service, the decision to enter these contracts
caused minimal change to Britvic employees. However, the
value generated by the contracts is in the overall interests of the
company and therefore will have an indirect positive result on
employees too.
Fostering relationships with suppliers,
customers and others:
DFDS are the existing partner for transport and warehousing
services in Ireland. By continuing with the same partner, the
aim is to continue to build on the existing positive relationship
between the two businesses, to unlock further value by utilising
the experience and knowledge DFDS will already have of the Irish
business, removing the cost and disruption of change. Transport
and warehousing is also a critical component of ensuring that we
provide excellent service to our customers, the commitments in
these contracts will support us in meeting the needs of our customers.
Impact on the community and the environment:
The transport and warehousing agreements were considered
extensively from a sustainability angle, with the sustainability
team being a key part of the cross-functional project team. The
transport contract includes the ability to switch to Hydrogenated
Vegetable Oil (HVO) fuel which is a low carbon alternative.
There are also sustainability commitments incorporated into
the contract, including a commitment from DFDS to a new zero
plan, and a registration and assessment using EcoVadis and
Sedex sustainability platforms. DFDS have also targeted a 75%
reduction in Scope 3 emissions in transport by 2030. There is a
positive working relationship between both businesses with the
aim of continuing to unlock improvements from a sustainability
perspective throughout the term of the contracts.
Maintaining a reputation for high standards of
business conduct:
In order to assess the business needs for transport and logistics
in Ireland, a cross-functional working group was set up with
representation from supply chain, procurement, finance, legal,
IT and sustainability. A rigorous process was undertaken to
ensure all avenues were considered for the future of transport
and logistics for the Irish business. This included taking external
advice on the cost and implications of changing partners,
benchmarking other providers, site visits and a gap analysis
on the previous arrangements. The contracts were approved
internally by the Board in line with Britvic’s governance framework
under the Statement of Authorities.
Section 172 Statement continued
Acting fairly between members
(i.e. shareholders) of the company:
The value generated by these contracts and the continuation
of transport and warehousing services to the Irish business
is critical to maintaining the operating model in Ireland. It also
aligns with the overall Group 2025 strategy and is therefore in the
interests of all shareholders.
2030 target
75%
reduction in Scope 3 carbon emissions
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Sustainable business
Healthier People, Healthier Planet
This year, we refreshed our ESG strategy,
called Healthier People, Healthier Planet, to
focus on our most material issues and growth
opportunities. We spoke to stakeholders representing
investors, employees, customers, suppliers, the
industry, NGOs and the media. Our aim was to
make sure their views were being appropriately
addressed through our work. Equally, we
recognise all our actions have consequences,
and that we need to respect the delicate balance
between People, Planet and Performance in
everything we do.
Our Healthier People, Healthier Planet strategy
underpins our business in two fundamental
ways. First, Healthier People highlights our
commitment to promoting the health, wellness
and wellbeing of our consumers, and also our
communities and employees. And second,
Healthier Planet aims to limit the impact of our
business and brands on the environment.
Underpinning Healthier People, Healthier Planet
are seven building blocks that range from ‘licence
to operate’ essentials to the uniquely Britvic
elements that make up our ‘licence to win’.
In keeping with our history and performance
track record, offering healthier consumer
choices is a top priority. Whether that’s through
our scale, family favourite brands or in our new
growth spaces, we lead the industry in offering
low and no calories per serve. We’re evolving our
portfolio to offer more products that are better
for you, for example, with functional benefits
such as vitamins.
Fundamental to our business strategy sits
healthier employees. We honour Britvic people
by striving to create a high performance,
inclusive culture and caring for their wellbeing.
We’re also representing and supporting the
communities in which we work.
We’re reimagining packaging so we can reduce
its environmental impact on a per serve basis,
across our entire portfolio. This includes
increasing our recycled content and reducing
dependency on single-use plastic. It means
partnering to deliver our products through
circular and reuse systems including well run
Deposit Return Schemes. And we’re expanding
our expertise in dispense solutions beyond
the bottle.
Valuing water as a precious resource is critical.
We’re looking to constantly make our production
processes more efficient, respecting our local
water catchment areas and working towards
replenishing every drop we use in our factories.
Nature covers a number of aspects across
the value chain. These include sustainable
ingredients and biodiversity, where we’re taking
steps to help the natural environment flourish in
and around our manufacturing sites.
Our strong representation and relationships
in places all over the world mean more people
can enjoy life’s everyday moments, more
often. Through our flagship charity partnership
programmes, we’re tackling social inequality
and building emotional resilience in young
people, supporting sustainable communities.
Cutting carbon emissions is a foundation of any
responsible business operating today, and it’s no
different at Britvic. In December 2019, we were
proud to be the first UK soft drinks company
to have a 1.5°C target verified by the Science
Based Targets initiative. Our commitment to
achieving net zero carbon emissions across
our value chain by 2050 is resolute.
† Deloitte LLP were engaged to provide independent limited assurance in accordance with International Standard on Assurance
Engagements 3000 (Revised) Assurance Engagements Other than Audits or Reviews of Historical Financial Information
(ISAE 3000 (Revised)) and International Standard on Assurance Engagements 3410 Assurance Engagements on Greenhouse
Gas Emissions (ISAE 3410) on selected metrics which have been indicated with a † in this Annual Report. Deloitte’s full
assurance report can be found at britvic.com/sustainability/sustainability-reports.
293,200
250ml serves donated
to FareShare since
2019
919
community days
More than double
our 2025 target
34 million
litres of water saved
through student mentoring
project at Rugby
Healthier consumer choices
Path to net zero
Valuing water
Healthier
employees
Sustainable
communities
Reimagining
packaging
Regenerative
agriculture
Licence
to win
Licence
to operate
We want to have a positive impact in the world, give consumers great tasting,
healthier drinks and nurture our employees. We also want to support our
communities, respect our natural environment and reward our shareholders.
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Sustainable business continued
Summary of performance
Healthier People
Focus area
Sustainable Development Goals
2025 targets
Progress to 2025 goals
Read more
Give consumers healthier choices to
enjoy everyday moments
<30 calories per 250ml serve*
* We continue to reduce the calories per serve across our portfolio. While our
current average is well below our 2025 goal of <30 calories per serve, the
stated goal reflects an expectation that we will see faster volume growth in
markets where products tend to have higher average calories per serve.
Page 32
Make a meaningful contribution to the
communities in which we operate
Double employee community days (vs 2020 baseline)
Page 37
Our employees are empowered to
be their best selves to deliver great
performance
Upper quartile employee engagement score
Page 34
Our employees feel physically and
psychologically well
Upper quartile employee wellbeing score
Page 33
Healthier Planet
Create a world where great packaging
never becomes waste
Packaging 100% recyclable in Great Britain
All bottles in Great Britain and Ireland to be made from
50% rPET and/or sustainably sourced PET**
** 2025 rPET target reduced from 100% to 50% to ensure we only use high
quality food grade rPET sourced from geographies that meet our high ethical
standards while balancing carbon impact.
Page 44
Understand the environmental (water
and biodiversity) and social footprint
of our supply chain and drive efficient
use of natural resources
Reduce manufacturing water intensity ratio (m3/tonne
production) by 20% (vs. 2020 baseline)
Page 46
Transition to a net zero economy by
maximising energy efficiency and
using renewable energy sources
Reduce Scope 1 and 2 carbon emissions by 50% by 2025
(vs 2017 baseline)
Reduce Scope 3 carbon emissions by 35% by 2025
(vs 2017 baseline)
Page 50
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Sustainable business continued
Healthier
People
Our Healthier People strategy is focused on healthier consumer
choices, healthier employees and sustainable communities. At a time
when consumers continue to be price sensitive, we’re providing good
value for money, great tasting drinks that are better for everyone - by
reducing calories and adding vitamins and minerals. We’re building a
diverse and inclusive culture that embraces all, prioritises wellbeing
and rewards dynamism, and we’re working hard to make a positive
contribution in the communities we serve.
Healthier consumer choices
Consumer health and wellness is central to our
mission as we continue to offer healthier choices,
without compromising on taste. In 2024, we
achieved 20.8† calories per serve globally, with
significant reductions in Great Britain.
Cutting calories
Consumer health and wellness is woven into our business DNA
and rich history of offering great tasting, healthier choices. As
we fight to reduce obesity, minimising the number of calories
per drinks serve continues to be a key focus area. In 2024, our
average calories per served average is just 20.8† globally, a
reduction of 4% on last year, and 11.0 in Great Britain – putting us
in a strong position to fulfil our 2025 ambitions.
We’re proud of the difference we’re making in the industry and
we’re committed to offering consumers healthier choices. This is
evidenced through sugar-free product launches, innovations and
reformulations within High in Fat, Salt or Sugar (HFSS) guidance
in Great Britain. A notable product launch in January was Tango
Mango Sugar Free. This third flavour in the Tango Editions
series was a bronze award winner at The Grocer New Product
Awards. Fan favourite Tango Cherry returned in August, following
consumer demand for the iconic flavour, but this time in a sugar-
free format with just 13 calories per 330ml can. Jimmy’s Iced
Coffee launched a protein-enriched drink in collaboration with
Myprotein, offering 5.6g of protein per 100ml.
Calories per 250ml serve
20.8†
2023
2024
2022
2021
2020
2019
2018
2017
35.3
31.3
27.5
25.5
24.8
24.4
21.7
20.8†
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Healthier consumer choices continued
Cutting calories continued
Limited-edition Pepsi Electric also launched in May, with the
bright blue sugar-free flavour seeing Pepsi disrupt the cola market
once again. Reformulations of regular Pepsi and 7UP in Great Britain
saw a small reduction in sugar from 4.6g per 100ml to 4.5g, bringing
them in line with guidelines on HFSS food. A new zero sugar Blueberry
addition to Rockstar Energy’s range was introduced in March,
tapping into consumer trends for low calorie choices in the
category, without sacrificing great taste.
Ballygowan, Ireland’s no.1 branded bottled water introduced a
new sugar-free Watermelon flavour to its popular Hint of Fruit
range in April. With only three calories per 750ml bottle, the
flavoured water is low in calories and big on taste.
Adding benefits
Our innovation brands in Great Britain continue to deliver results for
consumers and the business. Six Shots flavours are now available
in the preservative and additive-free Plenish range. New Spirulina
Detox provides 100% of a consumer’s daily dose of vitamin B1 and B2
in every bottle to protect the body from oxidative stress. Mango
Sunshine offers 100% of the recommended intake of vitamin D
and Beet Balance is designed to support women’s overall health,
containing 100% of the recommended daily intake of vitamin B6.
The new additions give shoppers even more choice to proactively
support their health.
We’re responding to growing consumer
demand for high-quality protein. In spring,
Jimmy’s Iced Coffee launched Original
flavour and Caramel flavoured protein
enriched milk, boasting 5.6g of protein per
100ml, as well as being HFSS-compliant.
The partnership with the UK’s leading
online sports nutrition brand Myprotein,
fulfils consumer demand for on-the-go
protein and coffee needs, whether fuelling
up for a workout or simply looking to add
that bit of extra protein into daily diets.
Aqua Libra continues to reinvent hydration,
introducing electrolytes to its pure filtered
water Flavour Taps, supporting drinkers’
immunity with zinc.
Sustainable business continued
Healthier People continued
Healthier employees
We know that a happy and healthy workforce is
vital to our success. To support this, we champion
initiatives and policies across the business that
give employees the opportunity to support causes
close to their hearts, build a safe and inclusive place
to work, making sure everyone can bring their true
selves to work every day.
This year initiatives have included:
• Taking our wellbeing roadshow to Ireland to ensure
all employees know about the resources and support
available to them
• Providing sleep science sessions to 400+ employees in Great
Britain so they can be their best on the night shift
• Encouraging people around the world to get up and get active,
including taking part in the biggest race in Brazil
Emotional and physical wellbeing
At Britvic we offer considerable practical support to empower all
employees to make healthier choices. Employees who chose to
take part in the healthcare plan in Great Britain continue to have
access to a GP whenever they want, wherever they are, 24 hours
a day, 365 days a year via digital service Doctor Care Anywhere.
The service takes a holistic approach to healthcare, with mental
and physical support provided.
Following the success of wellbeing roadshows held last year
across all sites and shift patterns in Great Britain, we took them
to Ireland in 2024. Volunteers including from our equity, diversity
and inclusion network groups were on hand to demonstrate the
support and resources available to employees.
With a significant proportion of our work force routinely working
nights, sleep is a hot topic which bridges emotional and physical
wellness. In Great Britain, we worked with external experts Night
Club to create a better and healthier shift work experience that
improves the wellbeing of our factory-based employees.
Night Club provided us with a total of 50 sleep workshops that
allowed over 400 employees across three sites, to put the advice
they received into practice.
In Brazil, our Natural Tea brand sponsored Circuito das Estações
– one of the largest and most popular running events in Latin
America. Our sponsorship allowed us to cover the entry costs of
employees who wanted to take part and we encouraged them to
do so. We enhanced the marathon experience with pre-race activities
including stretching sessions, healthy meal tips, motivational talks
and practical advice on how to successfully complete the event,
helping participants prepare both physically and mentally.
There were also a number of smaller scale activities throughout
the year. Employees in Brazil hosted weekly gatherings to discuss
wellbeing and get them involved in the topic. A favourite moment
(Momento Britvicker) was when they were invited to bring their
pets into the São Paulo office.
In France, wellbeing has also been a priority, with more than
60 employees taking part in activities for Quality of Life and Working
Conditions Week in June. Sessions included breathing exercises,
reflexology and yoga. Fresh fruit was given out and, due to the
success of the events, they now take place every two weeks.
Employee wellbeing
77% +7
2024
2023
70%
77%
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Healthier employees continued
Mental health
For several years, employees at our Britvic sites in Great Britain
have supported Movember, the leading charity changing the
face of men’s health, by growing moustaches and raising both
awareness and £3,275 during the month of November. Value
Realisation Director, Nick Jones, who took part, said: “When asked
to be on a men’s health panel I felt a sense of responsibility to
be open and honest so that others who might be struggling with
their mental health realise they are not alone and help is available.
I hope the sharing of my personal experience will help break
the stigma that surrounds mental health issues in the workplace.
Britvic’s support for this initiative is a great example of our Healthier
People strategy in action and it shows our commitment and
ambition to create a culture where being your authentic self is
supported and respected.”
For the fourth year, Britvic was recognised for its work in this area
as GroceryAid Gold Award winners. This leading charity provides
emotional, financial and practical support across the industry and
Britvic employees have championed raising awareness, raising
funds and volunteering for the charity in 2024.
Growing our people
Modern careers are rarely linear and require continuous learning.
That’s why the digital resource LinkedIn Learning is being made
available to all our employees globally.
Available in 14 languages, it offers bitesize videos and daily features
on its app to enable on-the-go learning.
So far almost 41,000 videos have been viewed – with the most
popular topics being AI, leadership, project management and
customer service.
To further support the growth and development of our people,
we encouraged employees in Great Britain to embrace the
unexpected routes (squiggles) their career may take, inspiring
them to be open to new experiences and the fulfilment this may
unlock. The Squiggly Careers launch event, with Helen Tupper
from the company Amazing If, saw nearly 300 employees tuning
in to learn more about confidence, curiosity, resilience and
continuous learning – all essential ingredients for success.
In Great Britain, we’ve seen 25% of our vacancies filled through
internal moves and career progressions. That’s a 7% increase on
last year, meaning 150 more employees have taken exciting new
steps within the business.
Engagement and belonging
Britvic is a people business, where relationships matter, and
where we want everyone to feel they can truly belong. Our
shared purpose, vision and values are what drive us every day
and everywhere. Whether it’s length of service, attracting many
generations of the same family, or people returning to work with
us, there’s something very special about working for Britvic.
Throughout the year, we actively listen to employees. An important
milestone is our comprehensive survey called Employee Heartbeat,
which seeks to understand engagement, belonging and wellbeing
as key metrics to our Healthier Employees strategic goal.
In 2024, we changed our survey provider. This enabled us to
measure ourselves against specific FMCG, manufacturing
and country benchmarks. The rating scale has also moved to
focus on favourability rather than average. Scores for previous
years have been recalculated using the new methodology to
ensure comparability.
The survey continues to be managed confidentially, across all
markets, with 89% participation in 2024 – our highest response
rate since the start of Employee Heartbeat four years ago. The
results show the highest levels of belonging, engagement, and
wellbeing since its launch, with stable intent to stay among
employees. We scored 78% for belonging, 85% for engagement
and 77% for wellbeing. This exceeds global benchmarks.
As well as the quantitative data, Employee Heartbeat provides
qualitative insights through employees’ verbatim comments.
This year an incredible 11,176 were received, up 49% on last
year. Taking action on issues highlighted in employee feedback,
stabilisation following organisational changes in 2023, and good
mid-year business results have all led to positive improvements.
Naturally, wellbeing is a key driver of productivity for all employees.
However, survey results this year reveal our front-line employees
have less control over what affects this than people in other teams.
Actions, such as the Night Club sessions detailed on page 33, are
aimed at improving wellbeing and will continue to be part of our
future engagement programme.
For the second time, we invited employees to share their protected
characteristics in our survey, including ethnicity, gender and sexuality.
In general, those who shared their details have the same
experience when it comes to wellbeing support as their peers.
Last year, we identified that we needed to know more to
understand the needs of our disabled employees. This year
employees who identify as disabled, neurodiverse or having a
long-term health condition were able to disclose this.
Results show that while neurodiverse employees generally
have the same experience as their peers we need to do more to
ensure all disabled employees and those with long-term health
conditions feel equally supported.
Overall, we’re proud that our scores are above the global
benchmark for both consumer companies and manufacturing
organisations but we remain committed to continually improve
and make Britvic an even more dynamic employer.
Belonging
78% +8
Engagement
85% +7
2024
2024
2023
2023
70%
78%
78%
85%
Sustainable business continued
Healthier People continued
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Safety and product quality
The safety of all our employees across our sites is a high priority
and embedding strong operational standards has been a key
focus area this year. To support changes in legislation and reflect
best practice, we’ve refreshed our Britvic internal standards which
have been rolled out with a series of gap analyses and audits to
drive compliance.
While the lost time injury frequency rate (total lost time injuries
per 100,000 hours) has increased slightly from 0.34 to 0.45†
this year, the five-year trend remains positive. We’ve seen good
progress in safety observation completion rates and adherence
to hazard notification processes this year. And we’ve focused on
learning lessons to improve even further.
We remain committed to a strong
quality and safety culture, so
introduced a number of targeted
campaigns to raise awareness
throughout the year. We also published
a library of ‘safety moments’ to support
a safety first approach which is being
used at the start of meetings.
Race, ethnicity and culture
Genuinely experiencing a sense of belonging is central to our
approach to wellbeing at Britvic.
The B-Yourself network groups are pivotal to us fostering an
inclusive culture and celebrating different customs, traditions
and experiences across the board. We’re proud of the members,
allies and broader employees who’ve participated in a variety of
activities, particularly in a year in which there’s been unrest in
Great Britain and globally.
In August, B-Diverse hosted a Chit Chat Chai panel discussion in
celebration of South Asian Heritage Month at our head office in
Great Britain.
Business Executive Juliet Joseph said: “My first year at Britvic has
been incredibly rewarding and heightened my sense of belonging.
Quite early on I was exposed to the B-Diverse initiatives led by
Sandeep and Lois and quickly realised I needed to be part of the
team to educate and celebrate the amazing parts of our culture.”
“Being part of the team to organise the panel for South Asian
Heritage Month was the experience that made a difference. We
had this amazing opportunity to collectively share our challenges
and fun memories of being South Asian, creating a positive
environment. Having senior members at Britvic on the panel
explaining their journey was incredibly inspiring, especially for
someone like me, who has just started their career.”
B-Diverse promotes increased racial, ethnic and cultural
diversity in the business and supports Black, Asian
and ethnically diverse employees in bringing their true
selves to work.
B-Empowered champions gender equity and gender
parity. It supports the attraction, development and
retention of great female talent.
B-Proud connects and supports LGBTQIA+ employees
and straight allies.
B-Seen is passionate about Britvic attracting, retaining and
championing employees with disabilities and diverse abilities.
B-Well is our supportive network of Mental Health First
Aiders and Wellbeing Warriors. It brings together different
support programmes across Britvic, to create a caring work
environment, where we all feel supported and understood.
Diversity network groups
Fifty years of dedicated service
As we recognise Britvic’s incredible team, we’re celebrating
one outstanding long and successful relationship:
Shafaq Mohammed has worked for Britvic at our Beckton
manufacturing site for nearly 50 years.
Joining in 1975, his tireless dedication to
service, depth of knowledge and experience,
impeccable attention to detail and curious
nature have sustained his long career.
A proud family man and devout
Muslim, Shafaq, known as Pops to his
colleagues, is a highly valued member
of the team and local community,
– we’re grateful for his continued
commitment to the company.
Healthier employees continued
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Disability and diverse abilities
Embracing unique talents benefits us all. Actions we’ve taken this
year to support consumers, employees and communities include:
• Working across the business in Great Britain and in partnership
with the National Autistic Society to create the most accessible
and inclusive Fruit Shoot packaging change ever. Read more in
the case study opposite
• Offering the first set of immersive sessions at our factories to
understand physical disabilities and neurological differences
• Providing a partner company in France with more than 100
electronic devices to be reconditioned and recycled by disabled
employees – emphasising the natural bond between Healthier
People and Healthier Planet
In Great Britain, employees at our Rugby factory were invited to
attend a B-Seen experience. Hosted across two days and two
shifts, the aim was to raise awareness and celebrate the unique
differences that make our workplaces vibrant and inclusive.
Members of the B-Seen community shared their own stories and
through interactive activities gave employees the opportunity to
experience how it feels to live with musculoskeletal conditions,
hearing loss, ADHD, autism and dyslexia.
In France, we’ve now worked with partner company AfB for more
than seven years. It helps us recycle our IT equipment while also
training and employing disabled people, including those who have
experienced long-term unemployment.
AfB resells suitable devices at solidarity prices to charities and
schools. This year, AfB collected more than 100 computers,
printers, keyboards and mice from Britvic and, in support of the
circular economy, was able to recondition and resell 65 devices.
The remaining equipment was broken down into parts and
appropriately recycled, with materials including metals and
plastics being reused in the manufacturing of insulation
and piping.
In February, Fruit Shoot introduced a new
sports cap across Fruit Shoot bottles.
However, this wasn’t an ordinary change. We took
extraordinary steps to make sure everyone could continue
to enjoy this much-loved brand.
We became aware of the effect alterations to Fruit Shoot
packaging can have on consumers, particularly those in the
neurodivergent community, after a previous design switch
from coloured to transparent bottles left kids questioning
whether it was the same product they’d previously loved.
This became a particular issue for parents of autistic
children, with many who use Fruit Shoot to keep their
families hydrated struggling, as their kids rejected the
new bottles.
With over 700,000 autistic youngsters in the UK, Fruit Shoot
wanted to make sure that the transition to the new cap was
as easy as possible for everyone.
To ensure maximum support was in place during the
change, Fruit Shoot partnered with relevant experts
including the National Autistic Society, parent influencer
of two boys with autism, James Hunt and our employee
network, B-Seen.
The new cap is easier to recycle and easier for smaller
hands to drink from, and the tethered design helps keep the
spout clean between uses.
Case study
Critically, the liquid remained exactly the same. This was a key
message the campaign needed to land.
Launching the collaboration, Fruit Shoot and the National Autistic
Society created freely available online resources, including the
popular social story tool – a cartoon strip style explanation of what
was changing and why, for families to use at home and on the go.
Several influencers, popular within neurodiverse communities,
were engaged to help make sure we reached as many people who
may be affected as possible.
This case study and insights have been shared via the Business
Disability Forum with its 250+ members. Taking inspiration from
the campaign, social stories have been created for younger visitors
to Britvic factories to help prepare them for tour experiences.
@StoriesAboutAutism
Social media influencer James Hunt is a dad to two boys,
Tommy and Jude, who are both autistic and non-verbal.
James shares his everyday life to help other parents not
feel so alone. James advocates for autism awareness
through his content and blog. He has won
two Bloody Awesome Parents Awards
and has been a brilliant partner in
developing this campaign, really
championing proactive brand
approaches to product changes
and helping Fruit Shoot support
the community as much as
possible. Resources are still
available on the Fruit Shoot
website and include a short
video of James explaining
the changes.
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Gender equity
Britvic continues to strive for gender equity with increased female
representation in leadership, a gender pay gap that does not see
women at a disadvantage and transparent parental leave policies
that are available for the public to view online.
This year, these efforts were recognised by external organisation
Women in Work who accredited us with the Gender Equity
Measure – putting us in the top 100 UK businesses that are doing
the most to close the gender equity gap.
Read our pay gap reporting on page 40.
Our B-Empowered group continues to lead on these changes
and for International Women’s Day, members of the steering
committee hosted an employee webinar. The event focused on
the importance of both equity in Science, Technology, Engineering
and Mathematics (STEM) and in sport, with a special appearance
from English cricketer, Marie Kelly.
Director of Engineering, Emma Knowles comments: “I really
enjoyed having the chance to speak to such a broad audience
about the importance of women in STEM. The talk had ripple
effects too – months later I still receive messages from parents
within the business who have taken their children to STEM groups
that I suggested. Having an impact on the longer-term goal of
getting women into STEM is great, and is one way we can help
mitigate the global shortage of engineers into the future.”
LGBTQIA+ inclusion
We’ve continued to support the LGBTQIA+ community this year,
with customer activity in Great Britain seeing Sainsbury’s and
Robinsons Fruit Creations raising funds for charities Sparkle and
akt (formerly the Albert Kennedy Trust).
Our allies in Ireland along with the Ballygowan team sponsored
Limerick Pride festival for the third year. In Great Britain, we
proudly delivered brand activations at Pride celebrations in
Glasgow and Nottingham with London Essence and Aqua Libra.
During Pride month, hospitality venues were decked out with
branded menus, point-of-sale materials and offered exclusive
giveaways, with shoutouts from drag queens on the Britvic stage.
This also helped us raise additional money for akt, the only
national charity specialising in LGBTQ+ youth homelessness.
Sustainable business continued
Healthier People continued
Sustainable communities
We believe in giving back to the communities
we serve – from employee volunteer days and
fundraising events, to providing work experience
that supports social mobility.
This year’s diverse highlights include:
• Hitting the quarter of a million mark when it comes to drinks
donated to anti-food waste charity FareShare in Great Britain
and Northern Ireland. Since the partnership began in 2019,
we’ve given 293,200 250ml serves to over 2,280 charities
• Donating more than €460,000 of drinks in France to Restos du
Cœur since the start of our partnership, supporting a charity
that provides everyday essentials, from toiletries to hot meals,
to those in need
• Tackling extreme conditions in Brazil by donating drinking
water and energy drinks to help flood efforts and employees
stepping up to become volunteer firefighters
• Spending more 919 days volunteering, with employees in our
Great Britain and other international markets supporting causes
that matter to them most
At Britvic our vision is to create a better tomorrow and, to balance
the average age of our workforce in Great Britain and Ireland, we
know we need to increase the opportunities we offer to the next
generation. So, we’ve been:
• Equipping parents, teachers and students with the tools and
resources they need to strengthen mental health at 100 schools,
thanks to our corporate charity partnership with Bounce Forward
• Breaking down barriers to employment by welcoming new
starters on our apprenticeship schemes and inviting students
to shadow employees, in partnership with social mobility
charity upReach
• Funding thousands of hours of counselling, education and
careers advice with more than £260,000 donated over three
years to youth charity The King’s Trust.
Young people
Our head office has been in Hemel Hempstead, Hertfordshire in
Great Britain since 2012. This year we have continued to work
with the Hertfordshire Community Foundation, which offers
businesses like ours support to achieve their charitable giving
objectives and helps local projects to thrive. Since the Britvic
fund’s formal inception in 2013, we’ve supported 11 projects,
awarding over £42,000 with over 777 local beneficiaries.
Meanwhile, this summer, for the second year running, our early
careers team in Great Britain invited six students to shadow employees
for a week, in a variety of functions from legal to engineering. This
was in partnership with the upReach, an award-winning social
mobility charity that wants everyone to have an equal opportunity
to realise their full career potential, regardless of their background.
Two significant brand activations for Tango in Great Britain
and MiWadi in Ireland underlined the power of consumer brands
working with social purpose. Both successfully supported
young people in our local communities and effectively
engaging audiences. Read more on page 39.
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Bounce Forward
Over the last two years Britvic has proudly supported
the charity Bounce Forward. Focused on prevention, not
crisis management, its tireless work is concentrated on
transforming the approach to mental health in the education
system. It’s been inspirational for our employees and raising
our collective understanding of psychological fitness has
connected brilliantly to our internal passion for wellness.
Employees got involved in many ways including over 180
individuals nominating local schools to access the training,
as well as fundraising and taking part in the employee lottery
which raises charitable funds. Our Group Corporate Affairs
Director Kathryn Partridge has served as a trustee to the
charity since March 2023.
Its founder Lucy Bailey says:
“Bounce Forward’s partnership with Britvic has been immense
and we couldn’t be prouder of what’s been achieved. Over
17,000 children across UK schools are regularly being taught
the skills of psychological fitness, contributing to happier and
healthier school communities which does not go unnoticed
by the school leaders. The support we receive extends
beyond the exchange of funding. We feel part of the Britvic
family and knowing we can reach out for support, as a small
charity is priceless. To me, it has been a partnership that has
felt truly aligned from day one, and the ripple effect has been
infectious and above and beyond.”
We regularly hear back from employees, parents and the
benefiting schools, as illustrated by headteacher Suki
Edwards at Eastlands Primary School in Rugby: “Resilience
is needed so much, and what a great way to help children
develop. Thank you so much. I look forward to getting
started with it.”
And from Abbots Farm Junior School, again, nominated by an
employee based at our Rugby site: “It’s so lovely to hear that
someone has nominated us as this totally fits with our school
ethos and values.”
One of our IT project managers, Frances Stevens-Bulmer,
based in our head office in Hemel Hempstead explains
why she got involved and nominated local school Gade
Valley Primary:
“For me, it’s important that our children get the training we
didn’t get and the earlier we can start it the better. I know it’s
a way off until my little one starts but I wanted the school to
benefit from it and it to be ingrained and a part of the culture
by the time my one hopefully attends there.”
Case study
14
18
12
3
1
1
6
2
27
16
100
schools
have benefited from
Bounce Forward
sessions thanks
to Britvic support
Industry partnerships
Unfortunately, fires and floods continue to be a significant
concern for our employees and operations in Brazil.
Devastatingly, in May, deadly floods affected our community and
saw the site of our manufacturing facility in Flores da Cunha in
Rio Grande do Sul temporarily closed. Employees immediately
stepped up to volunteer in response to the crisis and we donated
energy drinks and much needed drinking water to support the
ongoing efforts of municipal workers.
Rodrigo Grando, working in Agro-industrial Purchasing, explains:
“It’s with great pride and satisfaction to witness Britvic supporting
and making itself available during these challenging times. I felt
honoured by the tremendous concern and effort that Britvic has
shown in helping those affected by this catastrophe.”
As part of our involvement in the communities surrounding our
four factories, every year, we have a volunteer fire brigade event
involving over 70 employees. Employees are trained on how to
safely respond to incidents on our sites and support local efforts
to minimise the impact of fires.
In addition, when it comes to industry partnerships, in Great Britain
and Northern Ireland, we’ve partnered with and supported the anti-food
waste charity FareShare since 2019, through volunteering and
donating products. To date 293,900 250ml serves of Britvic products
have been redistributed to over 2,280 charities, reaching those in
need attending older people’s lunch clubs, community centres,
homelessness organisations and more.
In France, we continue to support Restos du Cœur, a charity
that provides everyday essentials, from toiletries to hot meals, to
those in need. Since the start of the partnership, we’ve donated
more than 600 pallets of stock worth approximately €460,000,
providing drinks including Fruit Shoot, Moulin de Valdonne,
Teisseire, Pressade and London Essence.
This has been bolstered by generous donations from employees
who gave almost 200 toiletry items in the 2023 calendar year.
Recognising the pressures many independent retailers faced and
continue to face, especially during the current cost of living crisis,
we launched our initiative in March for five customers in Great
Britain to win £1,000 each towards their store’s energy bills.
Sustainable communities continued
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Industry partnerships continued
Tango wins award for youth support
Tango was recognised by The King’s Trust for its continued
support, winning the charity’s commercial award. The
brand’s Find Your Fearlessness campaign and a donation
of £220,000 were called out as making a significant
difference to the Trust’s vital work. Employees also got
involved, raising a further £40,000, through events including
a masquerade ball.
Case study
A decade plus of support for sick kids
In Ireland, MiWadi’s long-standing Trick or Treat for Sick
Children campaign provides Children’s Health Foundation
hospitals and urgent care centres with vital fundraising. It’s
raised €3.9m to date. Caroline Hyde, MiWadi’s Marketing
Manager, commented: “We’re so proud of our Trick or Treat
partnership and how support for the campaign has grown
over the past 12 years. Each year we build on previous
successes to try and make Trick or Treat for Sick Children
the best it can be for the children and families who need the
services of the Children’s Health Foundation.”
Case study
Anil Sundavadra from Witchford Village Store & Post Office in
Ely, Cambridgeshire, shared his feedback on winning: “We had
a delightful experience with Britvic. The money we received has
made a huge difference in covering our electricity bills this month,
and we truly appreciate it. We look forward to participating in any
future competitions with Britvic.”
Providing similar support for the hospitality sector in Great Britain
is the Licensed Trade Charity and it was one of the fundraising
beneficiaries of a VIP cricket experience day in September, in
association with the Robinsons’ sponsored Lashings World XI.
Only A Pavement Away was the other beneficiary. The charity’s
mission is to help people out of homelessness and into the
hospitality trade. Britvic’s General Counsel Mollie Stoker is one of
the organisation’s trustees. Mollie spoke more about the work she
does with them on the charity’s podcast, the first series of which
was sponsored by Britvic.
In May, we launched an innovative training syllabus to support
the retention and development of people with careers in the on-
trade sector. The Mix with Britvic training programme is delivered
via a new free-to-use membership platform in partnership with
the British Institute of Innkeeping. Offering support, training,
development and career guidance for everyone across the pub
sector and beyond, we’re committed to industry collaborations
that innovate to nurture the talent and passion of employees
across hospitality.
This year we have started working with non-profit organisation
Forum for the Future, in the development of a tool kit to help
businesses shift the dial on the dual crises of climate change and
ill health, supporting their work to accelerate the shift toward a
sustainable future.
Volunteering
Employees in our Great Britain and other international markets are
given time to volunteer for chosen charities or to give back to the
community in some way. This year, volunteering increased by 17%
to 919 days.
We updated our policy to specifically address urgent blood
donations, enabling employees to take just a half day each
time they donated. Specific communications and local drives were
undertaken in Great Britain and Brazil to support the blood services.
Patients having access to safe blood and blood products, such
as platelets, in sufficient quantity is key to effective healthcare,
there’s also been a drive to increase donations in both countries.
Later in this report, we describe how valuing water is fundamental
to our Healthier Planet strategy. There’s a clear link to our
Healthier People approach too, particularly when it comes to
providing employees with volunteering opportunities.
Since 2021, we’ve worked with The Rivers Trust to improve river
health and water quality near production and business sites
in Great Britain. As well as our stewardship commitments, the
partnership provides many rewarding volunteering opportunities
for our teams.
In June, 19 employees from our Beckton factory, spent the
day working with Rivers Trust partner Thames 21 to improve
the River Roding in the nearby Wanstead Park. In September,
ten employees from our head office waded into the River
Bulbourne, to clear invasive species floating pennywort and
Himalayan balsam.
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Sustainable business continued
Healthier People continued
At Britvic we know that equity, diversity
and inclusion are critical components
that drive our sustained high performance
and overall business growth. While we
are pleased to report the steady year on
year progress we are making on our gender
and ethnicity representation, we remain
humble about the remaining pay gaps
and recognise the need for sustained
effort to continue on our upward trajectory.”
Elly Tomlins
Chief People Officer
Inclusion pay
gap report
The following pages cover our gender and ethnicity pay gap for
the 2,083 employees based in Great Britain who were employed
by Britvic on 5 April 2024. We use this specific data to ensure the
statistics are comparable with the same date in 2023.
It is important for us to track and understand our pay gaps for
both gender and ethnicity in Great Britain to help us act and be
open and transparent with our employees.
These reports give us the information we need to inform our
strategy, ensure increased diverse representation and create
action plans to address parity.
In July, the UK Government announced its intentions to introduce
a draft Equality (Race and Disability) Bill, which would make
disability and ethnicity pay gap reporting mandatory for large
employers. At Britvic, we support this and as signatories of
Change the Race Ratio, we have voluntarily disclosed ethnicity
pay gap data since 2022. We remain a signatory of the pledge and
welcome similar initiatives to pave the way for disability reporting.
This year, our numbers are tracking in a positive direction for
gender and ethnicity but there is much more to be done and, as
such, we remain restless until our goals are achieved.
Overall there has been an increase in both the number and
proportion of women we employ in Great Britain, with a 9% rise in
females. This means our gender pay gap is now more in favour
of females in Great Britain as supply chain representation (mainly
in our manufacturing sites) typically offers lower wages and is
predominantly and historically male-dominated. This change also
represents increases in female representation at the leadership
level, which remains one our key 2025 goals.
We are pleased to see our ethnicity pay gap in Great Britain
reducing as the number of senior ethnically diverse employees
increases. While our ethnicity representation has increased
in absolute numbers, the proportion of the ethnically diverse
population has not shifted year on year and will remain a key
focus going forward.
Our initiatives are certainly making progress. However, further
interventions are required to ensure pipelines of diverse senior
talent and representation at all levels of the business.
Understanding the difference between
mean and median
We look at both the mean (average) and the median (middle)
for pay gap reporting. The mean gap is the difference in average
hourly pay (adding all pay rates together and dividing by the total
number of people).
The median pay gap for gender is the difference in hourly pay
between the middle paid (the person at the mid-point if you were
to line all employees up from low to high) female employee and
middle paid male employee.
The median pay gap for ethnicity is the difference in hourly
pay between the middle paid white employee and middle paid
ethnically diverse employee.
While both figures are valid measures, the median is a better
measure to consider when the data being examined is not evenly
distributed. Unlike the mean it is not influenced by the outliers at
the top and bottom of the distribution.
The pay gaps show the difference between the average and
median earnings of men and women and between white and
ethnically diverse employees across the business, regardless of
the nature of their work.
The gender pay gap and the ethnicity pay gap are different from
equal pay. Equal pay relates to men and women being paid equally
for equivalent jobs. This is a legal requirement in the UK and one
that Britvic believes in fully, across all of our markets. We are
confident that men and women are paid equally for equivalent
work. However, because different jobs pay differently and the
number of men and women and white and ethnically diverse
people performing these jobs varies, a pay gap exists.
An example of how it works
Median = 7
(mid-point)
Mean = 8.2
(sum of all numbers divided
by the number of people)
people
pay
mid-point
f
a
g
b
h
c
i
d
1
2
3
4
10
9
8
7
30
50%
women on the
Britvic Board
42%
women in senior
leadership roles
25%
ethnic diversity on the
Britvic Board
9%†
of senior leadership roles
held by Black, Asian and
ethnically diverse employees
40
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Corporate governance
Strategic report
Sustainable business continued
Healthier People continued
Inclusion pay gap report continued
Understanding the difference between
mean and median continued
Supporting early careers
• Our graduate and apprenticeship programmes continue to
ensure new hires come from more diverse backgrounds. This
year we took on 13 graduates across commercial, engineering,
finance and supply chain. This year’s graduate scheme cohorts
are 59% female and 43% ethnically diverse
• We continued our partnership with social mobility charity
upReach to enable students from less-advantaged backgrounds
to take part in work experience at Britvic. Of the students who
took part, 71% were female and 71% were ethnically diverse
Change the Race Ratio
Commitments to change
Ethnically diverse representation in leadership roles is a priority
for Britvic, just as it is for regulators, investors, consumers and
employees. We need to pick up the pace of progress and turn
intent into action and change, which is why we were one of the
first 100 companies in the UK to sign up to the Change the Race
Ratio pledge.
Increasing representation
We believe in challenging targets that create focus and measure
progress. Our commitments as signatories of the pledge are to:
• Increase racial and ethnic diversity among Board members,
with at least one racially diverse Board member by 2024
• Increase racial and ethnic diversity in senior leadership,
with 10% of senior leadership roles held by Black, Asian
and ethnically diverse employees in Great Britain and
Ireland by 2025
• Improve transparency through ethnicity pay gap reporting
• Create an inclusive culture in which diverse talent can thrive
Transparency
We will be transparent about our progress against these targets,
providing updates to our employee network groups, in this report
and on our website.
Culture
We want everyone to feel that they belong and that the Company
is inclusive of all its employees. This means allowing ideas
to be shared, celebrating our similarities and differences and
empowering talent from all diversities to thrive and succeed.
• We value having a better representation of racial and ethnic
diversity in senior leadership and our focused efforts resulted
in having 9%† of senior leadership roles held by Black, Asian and
ethnically diverse employees
Ethnicity pay
2024 is the third year we have reported our ethnicity pay gap.
We have 99% ethnicity declaration by employees in Great Britain
which allows us to provide an accurate gap analysis. Our median
ethnicity pay gap is 9.6%, down from 12.2% in 2023 and our mean
ethnicity pay gap is 8.4%, down from 13.3% in 2023. As the overall
Britvic population has grown, we recognise that the ratios have
remained the same and more work remains to be done.
Equally, our analysis of representation versus local census data
shows that in the central corporate functions, which are based in
Hemel Hempstead and Solihull, we have very strong and above
average representation of ethnic diversity. There are further
actions required to create an opportunity to drive this progress
at our manufacturing sites, including Beckton in East London
and Leeds. We track the pay gaps and trends for each of our core
ethnicities, in line with the UK census categorisation, however
as these populations are small, they are subject to significant
fluctuations year on year.
There is something special about working for Britvic which is
evidenced in multigenerations of employees working for the
Company or the long tenure of many of our staff. When we do
recruit, it’s important to us to attract diverse talent and foster a
sense of inclusion. Through this recruitment process, we aim to
improve diversity and represent the communities we serve. We
know this will take time, but our entire business is focused on
closing this gap fairly and equitably.
16.8%
Ethnically diverse*
9.6%
Median ethnicity
pay gap
83.2%
White
8.4%
Mean ethnicity
pay gap
* We define an employee who does not identify as white as ethnically diverse. This
does not include employees who haven’t declared their ethnicity or prefer not to say.
2020 baseline
2025 goals
40%
women in leadership Balanced
gender leadership
3%
Black, Asian and
ethnically diverse
leadership in Great
Britain and Ireland
10%
Black, Asian and
ethnically diverse
leadership in Great
Britain and Ireland
Actions we have taken
Increasing awareness and education
• We’ve been running education and awareness programmes on
topics related to ethnically diverse groups. This includes Black
History Month, South Asian Heritage Month and many more.
Read more about South Asian Heritage Month on page 35
• We’ve increased the number of sites in Great Britain with
access to prayer rooms to enable employees to have the space
to practise their religious beliefs while at work
• We’ve conducted a second engagement survey with employees
with protected characteristics to understand their needs and
raise awareness of the lived experiences of the diverse groups
working for Britvic
Diversifying recruitment
• We track gender and ethnicity for hiring, leaving and promotions
• We’re working with a new recruitment partner that will help us
track our gender and ethnicity representation throughout the
recruitment lifecycle from application to hiring
41
Annual Report and Accounts 2024 Britvic
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Corporate governance
Strategic report
Sustainable business continued
Healthier People continued
Inclusion pay gap report continued
Our progress
Gender pay
Our gender pay gap continues to be skewed towards women
which means that the average earnings of women are higher than
men. Britvic has a -16.2% median pay difference against the UK
average of 13.1%1. The mean gap continues to favour women and
stands at -6.9%.
The primary driver of this is the structure of our workforce which,
in line with the industry we operate in, is weighted towards
manufacturing and distribution operations – the lower end of the
pay scale – where the balance of the workforce is predominantly
male (70:30).
1. Gender pay gap in the UK, ONS.
Explaining the inclusion pay gap
Representation
We know that like many companies we need to build greater
representation at more senior levels, from managers and beyond.
Right now about three quarters of our ethnically diverse
employees are in junior roles. This is a multi-year journey for
Britvic and core to our equity, diversity and inclusion journey.
Our female representation across the business has increased
from 31.0% to 31.8% and it is encouraging to see an increase in
our representation for senior roles. Our Executive team now has
a 40% female representation (up from 36.4% in 2023).
Promotions
When promoting employees within the business it is common
for them to come in at the entry salary level for that particular
role. We have made progress in promoting more ethnically
diverse talent, however the tenure of our ethnically diverse talent
is below the average. Therefore, when they are compared against
employees who have been in the role for a significant amount of
time, there is a gap to address.
We are promoting women at a faster rate than men. The
participants on our future leaders’ programmes, Accelerate
(advancing strategic leadership and problems solving skills) and
Elevate (advancing leadership capability and people management
skills) have been key contributors to this, as 20% of the
promotions come from these cohorts.
What’s next?
• Our attraction and retention strategies continue to evolve as
we seek to increase representation within senior leadership.
We’re increasing monitoring of our pipelines of diverse talent
and thinking about how we can support people’s development,
removing any potential barriers to promotion
• We’re continuing to develop our online careers offering to
make it as attractive and inclusive as possible. This year we
introduced more information about what the working culture
at Britvic is like and included videos of Britvic employees talking
about their experiences
• There’s even more to be done with our Squiggly Careers
programme (see more on page 34) to champion diversity of
thought, experience, and background. We believe that different
experiences bring new ideas and foster a richer environment.
These paths embrace flexibility, individuality and exploration
-16.2%
Median gender pay gap
-14.8%
Median bonus pay gap
-6.9%
Mean gender pay gap
7.8%
Mean bonus pay gap
2,083
Great Britain
employees
31.8%
Female
83.5%
of females
68.2%
Male
87.8%
of males
During the year a bonus was paid to
42
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Corporate governance
Strategic report
Sustainable business continued
Healthier People continued
Gender diversity as at 5 April 2024
Pay quarter gender split in Great Britain
Gender diversity as at 30 September 2024
Key roles globally
%
Male
65.5
Female
34.5
%
No.
Male
50
4
Female
50
4
%
No.
Male
60
6
Female
40
4
%
No.
Male
58
230
Female
42
168
%
No.
Male
70
3,476
Female
30
1,525
%
Male
63.1
Female
36.9
%
Male
78.0
Female
22.0
%
Male
69.4
Female
30.6
Upper
quartile
Board
Upper
Executive
team
Lower middle
quartile
Senior managers
and above
Lower
All employees
50.0%
Gender
Label
Operative
88.7%
Administrator
73.6%
Assistant
68.6%
Manager
59.5%
Senior manager
58.5%
Director
65.4%
Senior director
78.9%
Executive
50.0%
Overall
62.2%
Seniority
21.1%
26.4%
31.4%
40.5%
41.5%
34.6%
31.8%
11.3%
Inclusion pay gap report continued
Gender diversity by seniority
Gender pay gap
The gender pay gap is the difference between the average
earnings of men and women across the business regardless of
the nature of their work. It is different from equal pay. Equal pay
relates to men and women being paid equally for equivalent jobs.
This is a legal requirement in the UK and one that Britvic believes
in fully across all of our markets. We are confident that men and
women are paid equally for equivalent work. However, because
different jobs pay differently and the number of men and women
performing these jobs varies, a gender pay gap exists.
Our gender pay gap is skewed towards women which means that
the average earnings of women are higher than men. Britvic has
a -16.2% median pay difference against the UK average of 13.1%
median. The primary driver of this is the structure of our workforce
which, in line with the industry we operate in, is weighted towards
manufacturing and distribution operations, where the balance of
the workforce is predominantly male (70:30).
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Strategic report
Sustainable business continued
Healthier
Planet
We understand the crucial role we play in addressing climate change and are committed to acting now to
safeguard our planet and to safeguard the long-term sustainability of our brands, for future generations.
Our efforts alone are not enough: the variety of challenges we face as a business, an industry and as
citizens are impossible to address in isolation. As such, we view collaboration and partnerships as both
welcome and necessary to tackle the issues, unlock opportunities and move faster.
Our Healthier Planet strategy targets four material issues where we can make the most significant
difference: packaging, water, nature (sustainable sourcing and biodiversity) and carbon.
Reimagining packaging
We remain focused on creating a world where great
packaging never becomes waste and investing in
alternative solutions to packaging.
This involves innovating to provide shoppers and consumers
with a variety of options – from recyclable plastic or aluminium
packaged drinks in multiple formats, to flavouring billions of water
occasions with small bottles of concentrated squashes and
syrups, to offering products with no packaging at all.
Our leading flavour concentrates across the globe continue
to champion healthy hydration, reducing packaging per serve
while delivering great tasting drinks for all occasions. In France,
Teisseire sponsored the Women’s Tour de France and Robinsons
sponsored The Hundred cricket competion in Great Britain,
putting dilutes in the spotlight at global events. In Great Britain,
Fruit Shoot entered the concentrates category with its new Fruit
Shoot Squash, launched on Amazon and Ocado.
There’s no single, obvious answer to the packaging challenge,
and we continue to learn how interrelated the different aspects of
environmental sustainability are. For instance, using an aseptic
production line can eliminate the need for preservatives in a drink
but will also consume more energy. Similarly, switching from
one type of packaging to another might offer wins across water,
carbon or nature, but may not be as beneficial when considering
the logistics and packaging weight, per serve.
Across our 39 brands globally, we continue to make steady
progress, generating a range of solutions to this complex, vast
and rapidly changing aspect of our business. Regardless of their
choice, consumers must feel confident what they buy has the
least possible effect on the planet throughout its lifecycle.
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Ireland’s Deposit Return Scheme
We continue to actively support the roll out of well-designed
Deposit Return Schemes to increase recycling rates and
establish a functioning circular economy for packaging.
This needs to happen so we have enough recycled food-grade
quality plastic PET to reuse in our bottles.
Around two billion drinks containers are consumed in
Ireland every year, with over 30% going unrecycled – and
Ireland’s DRS, Re-turn, launched on 1 February. The scheme
was quickly adopted and, in its first six months, there were
over 2,500 reverse vending machines and 323 manual
return points nationwide.
By September, over 500 million containers had been
returned with research finding a noticeable reduction in
litter on the streets.
Kevin Donnelly, Britvic Ireland’s Managing Director, serves
as a Non-Executive Director on the Re-turn board.
The UK Government and devolved administrations
published a joint policy statement in April, announcing a
framework to ensure compatibility across the UK with DRS
to be launched in October 2027.
We continue to work closely with governments and the
wider industry to make sure a deposit management
organisation is appointed to administer the UK schemes
in 2025, ahead of a successful launch.
Case study
Sustainable business continued
Healthier Planet continued
Reimagining packaging continued
In April, it was announced that a Deposit Return Scheme (DRS)
for drinks containers will go live in Great Britain in October 2027.
By introducing a deposit, it’s designed to increase recycling rates
and reduce bottles and cans becoming litter or ending up in
landfill. It will also ensure that high quality materials from returned
containers can be recycled. There are over 50 international schemes
already in place, including in Ireland, which went live in February
this year. The Britvic team in Ireland fully embraced the Re-turn
nationwide initiative, which has reached the incredible milestone
of half a billion bottles and cans returned for recycling.
Beyond the Bottle
Our expertise in dispensing solutions ensures our products reach
consumers efficiently, at the highest quality and with the lowest
environmental footprint.
Recognised as a pioneering innovation, the Aqua Libra Flavour
Tap was awarded Product Innovation of the Year at the 2023
Food and Drink Federation Awards. Currently available in Great
Britain and Ireland, the tap is ideal for workplaces, hospitality and
retail, using state-of-the-art technology to dispense still, sparkling
and flavoured water with zero calories. Critically, the Flavour
Tap reduces packaging waste by 99% compared with 500ml
bottled soft drinks. This financial year, Aqua Libra has served an
estimated 1,962,000 packaging-free drinks.
Following a successful trial at the sustainability event Blue Earth
Summit in October, we established a formal partnership with the
environmental services charity Ocean Co., allowing us to work
with our Aqua Libra customers to remove ocean plastic.
Since February, we’ve funded the collection of plastic equivalent
to 552,498 ocean-bound plastic bottles. Thanks to 426 collectors
and workers, over 6,300kg of plastic has been recycled, or reused,
fully traceably, supporting a zero waste to landfill policy.
The Aqua Libra Flavour Tap has also encouraged healthier
hydration habits by providing zero-calorie flavoured water options.
Real-time data analytics and personalised flavour adjustments
have allowed Aqua Libra to offer a better user experience.
The brand continues to provide choice and packaging solutions
for partners and consumers, with the introduction of still and
sparkling water in slimline cans in January.
The French government took the lead globally with its law to gradually
phase out all single-use plastics by 2040. As a key market and
as part of our reimagining packaging plans, assessing how we
can deliver great tasting drinks through dispense, reuse, refill, and
flavour concentration delivery systems will continue to be core to
our Healthier People, Healthier Planet strategy.
In 2024, our data gathering processes have become more
sophisticated with the adoption of an assessment tool, the
Footprinter by Anthesis. It allows our business in Great Britain
and Ireland to create sustainability profiles of our products
at a SKU level. This was used to help develop a sustainable
brand plan for London Essence and a multipack can packaging
assessment. The metrics include carbon, water, recycled content
and recyclability, as well as nutritional measures, using a standard
250ml serve.
Collaborating with our suppliers
As part of our ongoing collaboration with suppliers and
in the quest to understand the latest innovations and
possibilities, our sustainable business and R&D teams
visited Novelis’ aluminium recycling plant in Warrington,
Great Britain. The trip was made possible by one of our can
suppliers, Ardagh.
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Healthier Planet continued
Having robust data is fundamental to the decisions we make,
especially to meet regulatory requirements and increasing
demands from customers and consumers. It’s also crucial
we continue to promote close collaboration with suppliers,
customers and industry experts, to understand the impact of
our decisions. For example, the carbon footprint of dispense
systems and the increased logistics, resources and washing
requirements of reuse.
Top quality service on tap
This year a collaboration between Aqua Libra and Irish
customer the Gleneagle Hotel in Killarney, Co. Kerry, helped
both brands meet their sustainability goals.
As the hospitality industry in Ireland tackles sustainability
challenges, the Gleneagle is at the forefront of driving innovative,
sustainable changes. The impressive 279-bedroom property
welcomes a quarter of a million people every year. The
management team was looking for a way to keep hotel
guests, visitors and staff sustainably hydrated.
Before the partnership the hotel was using around 330,000
plastic bottles a year to provide complimentary water for
the guests. Aqua Libra installed 18 Aqua Libra Alto refill
stations throughout the Gleneagle complex, eliminating the
need for single-use plastic bottles and supporting the hotel
with its carbon reduction targets.
Case study
Valuing water
Water is a key ingredient for our soft drinks, and
we’re committed to protecting this natural resource
through stewardship initiatives and improving our
operations.
In all markets, valuing water is core to our operations. Specifically
for Brazil, it’s close to the hearts of all employees working in the
region where the changes in climate are profoundly felt. As we
make continued progress on our water ratio target, we remain
restless. Several areas of our global operations have inched us
forward in 2024.
After securing the Alliance for Water Stewardship (AWS)
certification for one of our factories in Brazil last year, we’ve
made progress on the water target, with our water intensity ratio
decreasing to 1.94 compared to 2.05 last year. This has been
driven by more effective planning of production procedures;
reducing cleaning in place cycles and reusing water in all sites
including treated waste water to supply cooling towers and clean
the floors.
To help us further reduce our water use, we worked with water
pump specialists Grundfos. By installing their systems at our
Beckton factory in London, we’ve increased the speed of our
water treatment process. In Rugby, we set up a student mentoring
project with the Rugby High School for Girls – a partnership that
led to an amazing 34.6 million litres of water savings per year,
worth over £87,000 (read more on page 48).
Exploring the possibilities of packaging
Britvic Executives took time out to dive into the challenges
and possibilities of packaging. The training was run by
Shameem Kazmi, Group Research and Development
Director, and our Sustainable Packaging Technologist,
Jamie Field. It walked the senior leadership team
through the production of four key packaging types:
plastic (both virgin and recycled PET), aluminium,
glass and cartons. The team explored the opportunities
for each and the innovations to improve recyclability
and the packaging lifecycle.
Reimagining packaging continued
Beyond the Bottle continued
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Sustainable business continued
Healthier Planet continued
Valuing water continued
Several stories in this report have already captured the
fundamental interconnectedness between Healthier Employees,
Sustainable Communities and Healthier Planet.
Our partnership with The Rivers Trust, employee volunteering in
response to the floods in Brazil, and the mentoring of talented
students at Rugby High School for Girls all demonstrate the value
of community, and the value we place on water as a precious
resource.
It plays a critical role within every living entity and within our
business of creating soft drinks. So, valuing water increasingly
underlines our sustainable business strategy.
We’re a corporate partner to The Rivers Trust’s water stewardship
programme, working together to improve river health and water
quality near our factories in Great Britain.
This year, we continued to support the Aire Rivers Trust alongside
organisations such as City of Bradford Metropolitan Council and
the West Yorkshire Combined Authority, to complete a project to
reduce flood risk and boost wildlife at Chellow Dene Wetlands,
seven miles from our factory in Leeds. A new flood storage area
has been created allowing a natural flow for fish, and a dam now
holds back rainwater, reducing flood risk to local properties. In
addition, wildflower seeds have been planted to attract pollinators
and enhance the habitat.
Water is essential to life and livelihoods and,
as a soft drinks manufacturer, it’s our primary
ingredient. We know that in the coming
decades, water stress will become a growing
threat and it’s one we need to take as seriously
as the climate crisis and the war on waste.”
Sarah Webster
Director of Sustainable Business at Britvic
As celebrated last year in Brazil, the Alliance for Water
Stewardship certification, was reconfirmed in Astolfo Dutra. With
our certification now in its second year, this global initiative aims
to promote responsible water use through a holistic approach.
That means not only assessing efficiency and environmental
aspects regarding water practices, but also considering social
and economic aspects by providing a solid framework to assess,
improve and communicate water stewardship efforts. We’re in the
process of applying what we’ve learned from Astolfo Dutra and
preparing other sites in our network for certification.
This year, Brazil experienced severe floods in the state of Rio
Grande do Sul. Heavy rains resulted in widespread landslides
and a dam collapse, further highlighting the importance of taking
water related risks and future resilience, seriously.
Significant work continues to deepen all employees’ awareness
of material issues for the market, with a focus on water. We work
with our Brazil-based team members, with regular activities to
motivate water saving at sites and in their homes.
Employees globally, attended a webinar marking the UN’s World
Water Day in March, stressing the value to our business, the
need to reduce our water use and key related challenges. Further
education on production efficiencies and the three main types
of water (treated or filtered, reverse osmosis and mineral) with
different mineral content and how it’s used across our portfolio,
continues to be key to our Heathier People, Healthier Planet
internal engagement programme.
Our ongoing efforts to improve water and energy efficiency,
continue at our largest factory in Rugby, Great Britain, through our
involvement in the PepsiCo Positive resource and conservation
programme, ReCon. The project aims to achieve climate and
water goals while improving our productivity as a business.
What we’ve learned will be taken from Rugby and applied, where
appropriate, to our other manufacturing sites.
Sustainable communities in action
An example of how we make a difference in communities,
is our new partnership with Emater in Brazil to build a
septic tank for waste water treatment. The project aims to
reduce the environmental consequences of waste water
in rural communities. The system consists of a tank built
with layers of rubble, gravel, sand and soil. Sewage is
collected in a chamber, filled with tyres and debris, where
it decomposes and is treated by micro-organisms. Water
is absorbed by the roots of plants grown in the tank and
released into the environment, without infiltrating the soil,
avoiding contamination of the water table. The project is
simple to build, low cost and highly efficient in treating
sewage, as well as reusing nutrients to grow ornamental
plants. This solution is a more sustainable method of
sanitation in rural communities, preserving soil and water
resources, and requires little maintenance and integration
into the local landscape.
Case study
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Sustainable business continued
Healthier Planet continued
Valuing water continued
Student project saves 34 million litres of water
A student mentoring project produced exciting results and
demonstrates the power of innovation and collaboration.
Throughout this year, Production Unit Manager, Adam
Barker, took responsibility for six ‘Industrial Cadets’ aged
16 to 17, working to pinpoint areas for water savings at our
Rugby factory.
The young women from Rugby High School for Girls,
looked at how robotics, engineering and microbiology
come together to make a final product and examined how
to reduce its environmental implications.
Thanks to their incredible dedication and insight, the team
identified over 34.6 million litres of water savings per year,
worth over £87,000.
The initiative was organised through the Engineering
Development Trust, a nationwide charitable organisation
which offers young people active learning experiences
in STEM careers. It gives them the opportunity to gain
knowledge and exposure to experiences that will help them
make decisions about their future.
Adam said: “To work with these female students, so often
under-represented in the engineering and manufacturing
industries, has been an absolute pleasure. To ignite their
interest and curiosity about manufacturing careers and to
support them with driving such incredible results, was a
truly rewarding experience for everyone involved.”
Passion for water is a major theme
in the Rugby site
Sustainability Engineer, Darryl Stanley, is an ardent
champion of our water reduction targets. Over his long
career at Britvic, he’s driven innovations in cleaning
procedures, water measurement and mapping. “My Britvic
water sustainability journey started by asking questions
and continues today.
Due in part to the
complexity of our huge
product range and
customer planning
commitments driving
additional cleans,
our water ratio is a
challenge that we are
determined to reduce.”
Case study
Since 2020, Robinsons has also partnered with Water Unite
to address water poverty and scarcity issues.
With every purchase of Robinsons and Fruit Shoot drinks at Co-
op and Nisa stores, shoppers play a role by making a 1p per litre
donation towards Water Unite’s initiatives.
Agricultural crops used to make raw materials for our business
are at risk due to water scarcity. Since 2023, alongside several
other food and drink manufacturers, we’ve partnered with climate
action NGO WRAP, on a Water Stewardship Project in southern
Spain. The project is looking at farmers’ sustainable use of water,
biodiversity, irrigation innovation, improving water bodies and the
legal use of water.
It’s crucial that we engage and build plans
with our suppliers on their water management
systems and stewardship as we deliver against
our Healthier People, Healthier Planet objectives.
The work WRAP is doing in Spain is a great
example of how we can collaborate with
suppliers and showcase best-in-class sustainable
water practices which are necessary to protect
future business growth, and farmers livelihoods.”
Matt Swindall
Chief Procurement Officer
In Ireland, Ballygowan Mineral Water retains its number one
position in the bottled water market. The brand’s story begins way
back in the 12th Century, when a water source was discovered by
the legendary Knights Templar and founded as St David’s Well,
in an area of Ireland that would eventually become Newcastle
West in Co. Limerick.
Fast forward to the 1980s and St. David’s Well became the
exclusive property of Ballygowan. Our bottling plant still sits
beside the well to this day, in 40 acres of protected land, ensuring
our mineral-rich water source is never tainted.
In spring, we launched a project to reduce water waste during the
carbon bed backwash at Rugby. This backwash process helps
improve the carbon filter’s effectiveness in water treatment.
By reversing the water flow, the backwash stirs up the carbon,
increasing the surface area that the water passes through to
remove impurities. Normally, the wastewater is flushed out. Now,
it is captured and treated to be reused for cleaning. This project is
expected to save 31,000 cubic metres of water annually.
Collaborations with suppliers and customers were behind many
of our water-related initiatives in Great Britain. On World Water
Day, we announced a partnership with leading caterer Elior UK.
It has worked with Water Unite for the past five years and has
donated over £100,000 towards the non-profit’s programmes
in East Africa, funding progressive initiatives to support water,
sanitation and recycling projects. In addition to Elior’s donation of
1p per can of Aqua Libra water, Britvic now also donates a further
1.5p per canned drink sold across Elior sites to Water Unite.
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Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Sustainable business continued
Healthier Planet continued
Nature
We’re committed to having a positive impact on nature across our
value chain through regenerative agriculture. This burgeoning and
wide-reaching approach aims to restore and improve the health
of the land and waterways, while reducing the environmental
impacts of farming. Focus areas for us include a sourcing
strategy in line with these principles; respecting biodiversity and
ensuring the ingredients we use are sustainable and affordable.
We’re also taking steps to help nature flourish in and around
our manufacturing sites.
Nature: Sustainable ingredients
Understanding the fruit juice value chain is fundamental to our
business meeting its sustainability commitments. In recent years,
adverse weather conditions, low harvest yields and citrus greening
disease have all contributed to higher costs and challenges in
sourcing stable, sustainable supplies of our key ingredients globally.
The juice procurement team regularly visits key regions and
suppliers to review the value chain, onboard new factories, ensure
quality compliance and gather market insights.
In August, Helen White, our Group Supplier and Material
Assurance Manager, and Nadine Wuntke, our Procurement
Manager of Agricultural Ingredients for Great Britain and Ireland,
visited four factories in Vietnam and Thailand. There they
saw manufacturing sites, farms and orchards for pineapple
and passion fruit crops, both providing key juices used across
our markets.
Nadine explains: “With Britvic giving me the opportunity to visit
our manufacturers and their farmers, it allows us to gather
insight and knowledge that can only be learned when speaking to
people on the ground and seeing the crop conditions first hand.
This information is of great value to us as it helps us understand
the challenges each crop faces and plan to ensure we can offer
quality juice for years to come.”
Nature: Biodiversity
Protecting biodiversity is fundamental to our business and the
communities where we operate.
Britvic in Ireland became a member of the All Ireland Pollinator
Plan in 2023, rolling out a roadmap for managing our site
landscapes to support pollinating insects, which are in dramatic
decline across Ireland. At our Ballygowan production facility in
Newcastle West, Co. Limerick, the team continues to take action
to help nature flourish. The site boasts over 40 acres of protected
land, and celebrated World Bee Day in May with the proud
announcement that it had become an official area of conservation
for the native Irish honeybee which plays a critical role in the
pollination of plants and crops.
We’re also continuing to make an impact across Healthier People
and Healthier Planet, with a rewilding project on our 160-acre site
of solar panels in Northamptonshire, Great Britain.
We’ve planted, sowed and installed a variety of assets to help the
natural habitat thrive. Working closely with an ecological contractor,
the biodiversity plan introduced bat boxes, fence gates for small
mammals such as foxes and badgers to move freely, log piles
around seasonal ponds to encourage reptiles to take refuge, with
grasses, wildflowers, hedges, shrubs and trees including oak, wild
cherry, birch and hornbeam taking root.
Sustainably sourced sugar
In France, all sugar is now 100% sustainably sourced
from suppliers certified using the Farm Sustainability
Assessment platform. This tool enables food and drink
businesses to assess, improve, and validate on-farm
sustainability in their supply chains. The cane sugar we use
for making our drinks globally, is certified by Bonsucro.
To help make sure our future sourcing strategies are deforestation
free, we have also carried out risk assessments on key commodities.
In Europe, we’re committed to ensuring that we meet the
requirements of the European Union Deforestation Regulation.
None of our finished products are listed within Annex I of the
Regulation, so our drinks are not in scope. However, given the
global nature of our operations, we’re working to ensure that
commodities such as cocoa, coffee and soy included in some of
our drinks are deforestation free by the end of 2025.
All the paper and cardboard packaging materials we use are
already 100% Forest Stewardship Alliance certified.
Zero waste to landfill
All Britvic manufacturing sites globally send zero waste to landfill,
and in Brazil the team has been focusing on a number of key
projects and priorities:
• Achieving zero waste
certification: The current
percentage destined for
composting and recycling at
our sites at Araguari 95.4%,
Aracati 74.2% and Astolfo
Dutra 47.1%
• Sending 100% of waste from
any passion fruit we use
for composting
• Using shells and coconut
fibres as biomass to feed
boilers on site
Present
• Volume of reused water equivalent to 39
Olympic swimming pools
2023
• Zero Waste Certification in all sites
• AWS Certification (Alfonso Dutra - MG)
• Volume of reused water equivalent
to 32 Olympic swimming pools
2022
• Volume of reused water equivalent
to 13 Olympic swimming pools
2021
• Volume of reused water equivalent
to 20 Olympic swimming pools
2020
• Start of implementation of water reuse projects
2019
• Zero landfill since 2019
12.8% reduction in
manufacturing water
intensity ratio
15% reduction in
waste generation
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Corporate governance
Strategic report
Sustainable business continued
Healthier Planet continued
Path to net zero
We’re committed to achieving net zero carbon
emissions by 2050, making good progress in
achieving carbon reductions this year.
Since February, 75% of the grid electricity used to make our drinks
in Great Britain comes from a 160-acre solar farm in Northamptonshire.
A 10 year solar power agreement signed in 2023 provides clean
energy to factories in Rugby, London, and Leeds.
We continue to collaborate with suppliers to make improvements
in our value chain to address climate change. Logistics improvements
have reduced the number of trucks on roads and trials of
electric alternatives are planned for 2025. In Ireland, using a
30% HVO/diesel blend saves 600–700 tonnes of carbon dioxide
equivalent annually.
Recognising our efforts in this space, the installation of our
heat recovery system in Beckton won us the NetZero Champion
award for the reduction in carbon emissions and energy at the
Engineering & Manufacturing Awards 2024.
We continue to increase the efficiency of the gas fired combined
heat and power plant in Rugby, which represents 67% of our
Scope 1 and 2 market-based emissions.
Read more on page 63
Rewilding and renewable energy
Our solar energy farm in Northamptonshire generates
27.1 gigawatt hours of electricity a year for Britvic, cutting
as much as 642 tonnes of carbon dioxide from our supply
chain annually.
Since February, three quarters of the total grid electricity we
need to make our drinks across Great Britain comes from
the site, which supplies clean energy to our factories in
Rugby, London and Leeds. The 650,000m2 solar installation
will eventually scale up to produce 28 gigawatt hours.
Gurpreet Gujral, Managing Director, Renewable Energy
at provider Atrato Group says: “We’re thrilled to complete
this landmark and unique agreement with Britvic, reducing
carbon emissions while delivering attractively priced energy.”
The project makes use of a former quarry site that is
unsuitable for farming, with double-sided solar panels that
use tracking devices to follow the sun, increasing efficiency
by 10%. As of September, the land is also benefiting from
an intense rewilding project, with trees, grasses, hedges,
shrubs and wildflowers (including British favourites cowslip,
common sorrel and ragged robin) sowed and planted to
support and encourage biodiversity.
Case study
We led the industry as the first UK soft drinks company to have a
1.5°C consistent emission reduction target approved by the
Science Based Targets initiative (SBTi) and are approaching the
five-year anniversary of being accredited. Consistent with the review
required, we’re working on our decarbonisation roadmaps which
include Forest, Land and Agriculture (FLAG) and non-FLAG emissions.
This year, we’ve undertaken various initiatives which support
our path to net zero.
We continue to pursue action to reduce and remove emissions
outside of our direct supply chain in addition to the near and
long-term science-based targets set in 2019. As part of this,
we continue to engage and collaborate with top tier suppliers
to understand the effect of climate change on their businesses.
We hosted learning sessions with sugar and juice suppliers to
address industry-specific challenges and identify opportunities
for decarbonisation with suppliers for Great Britain, Ireland and
France. We also advanced our supplier relationship management
programme in 2024, to enhance opportunities for teamwork,
innovation and transparency.
Our logistics and transportation represent a significant challenge
for carbon but also present many opportunities for improvement.
Since 2017, downstream logistics advances have resulted in 7,200
fewer of our trucks on British roads and a move to rail from road
for many of our Scottish deliveries.
Moving freight from road to rail has achieved substantial
sustainability gains, particularly removing the reliance on
diesel road haulage to customers in Scotland. Over the last
six years, over 10,553 loads have travelled to Scotland by rail,
with 3,600 million road miles and an estimated 4,700 tonnes of
carbon saved.
An upcoming trial of electric trucks in 2025 is another example
of the steps we’re taking to support our transition to net zero.
35% reduction
in Group carbon emissions since 2017
50
Britvic Annual Report and Accounts 2024
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Additional information
Corporate governance
Strategic report
Sustainable business continued
Healthier Planet continued
Customer experience: Morrisons, Great Britain
Supermarket chain Morrisons operates nearly 500 stores
across Great Britain. Changes to delivery schedules were
vital to support the company with carbon reduction and it
historically only changed the rosters twice a year.
However, after a successful test on merchandising units,
resourced by Britvic, Morrisons adopted a new efficient
system with monthly logistics planning reviews. This improved
sustainability through a reduction in carbon emissions,
saved time and increased forecast accuracy - a very
welcome outcome for customer partners.
Plans are also underway to reduce deliveries for 500 of our
smaller customers, to one day a week, based on postcode.
Case study
Path to net zero continued
Last year we invested £8m to install a heat recovery system at
our Beckton site. The Industrial Energy Transformation Fund,
managed by the Department for Energy Security and Net Zero in
Great Britain, provided a substantial £4.4m grant to enable us to
switch from natural gas boilers to carbon free heat extractors.
This is now operational at Beckton, one of our major factories in
Great Britain, with six bottling lines producing 2,000 Britvic drinks
every minute.
The system will decarbonise 50% of Beckton’s heat demand,
cutting emissions by an estimated 1,200 tonnes a year – equivalent
to the annual energy used by around 500 British homes.
Storing the heat generated during production is key to the site
being very close to becoming a net zero facility – Britvic’s first
in the UK.
The project is also shortlisted for sustainable manufacturing at
The Manufacturer MS (Manufacturing Excellence) Awards and
heat decarbonisation project of the year at the edie Net Zero
Awards both taking place in November.
In Ireland, we signed a three-year power purchase agreement with
Flogas which came into effect in March, increasing our reliance
on renewable energy over a longer term. Skehanagh Wind Farm
hosts five turbines and is owned by locals Nigel and Sandra, who
are an integral part of the community in Tipperary, just one hour
away from our factory in Newcastle West.
Also in Ireland, experimentation with hydrogenated vegetable
oil presents exciting opportunities for carbon savings. Freight
transport in this market is predominately road based, with
diesel‑fuelled vehicles.
Switching to hydrogenated vegetable oil is a relatively simple
conversion process for diesel vehicles and this switch can
significantly reduce emissions. However, hydrogenated
vegetable oil prices cannot currently be managed through
traditional commodity risk management strategies. We’re
working to establish a hedging mechanism to increase our use of
hydrogenated vegetable oil usage over the next two years, while
managing price volatility.
Our trucks in Ireland, through our logistics partner, are now using
a 30% hydrogenated vegetable oil/diesel blend. This results
in an estimated annual saving of 600-700 tonnes of carbon
dioxide equivalent.
Empowering every employee to play their part in our journey to
net zero, is central to our continued progress. One example of
enabling this, is the recent change we made to our travel booking
system in Great Britain. We switched to a new provider called
Navan, whose platform suggests less carbon intensive ways to
travel when they’re available.
2024
2024
2023
2023
2022
2022
15.39†
35,426†
16.98
37,936
16.46
36,997
Scope 1 and Scope 2 carbon intensity ratio
(market-based, tCO2e/thousand tonnes production)
Scope 1 and Scope 2 market-based emissions
(tCO2e)*
* For full information see page 64.
51
Annual Report and Accounts 2024 Britvic
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Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD)
Britvic can state that, in accordance with Listing
Rule 9.8.6 R, this Annual Report and Accounts
includes climate-related financial disclosures
consistent with the TCFD recommendations and
recommended disclosures. Our TCFD disclosures
cover the Companies Act 2006 as amended by
the Companies (Strategic Report) (Climate-related
Financial Disclosure) Regulations 2022. Any
additional disclosures required by climate-related
financial disclosure have been included within.
This is our fifth Annual Report outlining our response to
climate‑related risks and opportunities. We have continued
to develop and refine our response through cross-functional
workstreams, regularly reporting to the ESG Committee
and PLC Executive Committee, which is embedding TCFD
recommendations into our business as usual practices. In this
Annual Report, we include the additional disclosure requirements
of the TCFD Annex and Guidance, published in October 2021.
We continue to partner with external climate experts to make
progress to further enhance our TCFD disclosures demonstrating
our commitment to our climate-related goals. The table below
sets out where we report on each recommendation.
TCFD recommended disclosures
Reference
Governance
1. Describe the Board’s oversight of climate-related risks and opportunities
Page 53-54
2. Describe management’s role in assessing and managing climate-related risks
Page 54
Strategy
3. Describe the climate-related risks and opportunities the organisation has identified over the short,
medium and long term
Pages 55-56
4. Describe the impact of climate-related risks and opportunities on the organisation’s businesses,
strategy and financial planning
Page 57
5. Describe the resilience of the organisation’s strategy, taking into consideration different climate-
related scenarios, including a 2°C or lower scenario
Pages 58-61
Risk management
6. Describe the organisation’s processes for identifying and assessing climate-related risks
Page 62
7.
Describe the organisation’s processes for managing climate-related risks
Page 62
8. Describe how processes for identifying, assessing and managing climate-related risks are
integrated into the organisation’s overall risk management
Page 62
Metrics and targets
9. Disclose the metrics used by the organisation to assess climate-related risks and opportunities in
line with its strategy and risk management process
Pages 62-63
10. Disclose Scope 1, Scope 2 and, if appropriate, Scope 3 greenhouse gas (GHG) emissions and the
related risks for Scopes 1, 2 and 3
Page 67
11. Describe the targets used by the organisation to manage climate-related risks and opportunities
and performance against targets
Page 67
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Britvic Annual Report and Accounts 2024
Financial statements
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Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Governance
1. Board oversight of climate-related risks and opportunities
Executive Committee
Accountability for execution of ESG strategy
Board
Overall accountability for ESG strategy
ESG Committee
Recommend climate risk
strategy as part of Healthier
People Healthier Planet
Nomination Committee
Responsible for recruiting
Board members with climate
risk knowledge
Equity, Diversity and
Inclusion Steering
Committee
Unlocking diverse thinking
to address climate risks
Remuneration Committee
Setting and assessment of ESG
remuneration targets
Capital Committee
Approval of three-year capital
expenditure plan of climate
risk mitigation
Audit Committee
Review of assurance
across material ESG risks,
including reporting
The impact of climate risk is included in our Healthier People, Healthier
Planet strategy, for which the Board has overall accountability.
Execution of this strategy is delegated to the Executive Committee.
The impact of climate change risk on the business and Britvic’s
impact on climate are reviewed by the Environmental, Social and
Governance (ESG) Committee, the Executive Committee and the
Audit Committee. The ESG Committee met twice during the year
and was chaired by the CFO, this was supplemented with a full
day executive committee meeting in December, and follow up
executive committee meetings in January, March and June as
part of the Healthier People, Healthier Planet strategic review.
As a member of the Board, the CFO represents our Healthier
People, Healthier Planet strategy at Executive and Board level.
In her role as Chair of the ESG Committee, the CFO shares both
financial and non- financial performance against key performance
indicators with the Board at each Board meeting. Additionally, the
agenda for each Board meeting is balanced across people, planet
and performance, the three lenses through which we manage
our business. Agenda items include updates from subject matter
experts from across decarbonisation, climate risk, sustainable
sourcing, water stewardship and packaging solutions, innovation
to develop our portfolio of healthier consumer choices and
changing availability of ingredients due to climate change and
external developments, including regulations.
These conversations are in addition to discussions about our
strategic priorities of flavouring billions of water occasions,
accessing new growth spaces and building local favourites and
global premium brands, all major contributors to our Healthier
People, Healthier Planet strategy. During the process of ratifying
decisions made by the Executive Committee, the Board has the
opportunity to challenge thinking; specific examples include
scrutinising mitigating actions to address climate risk including
decarbonising our operations, the agreement to move from water
management to water stewardship, and reviewing our approach
to packaging, including Deposit Return Schemes.
The Audit Committee is responsible for providing oversight and
governance of our internal controls and risk management, which
encompasses environmental, social and governance. Climate change
is included as a principal risk and in our risk register as part of the
broader sustainability risk. We assess its impacts carefully; these
include water risk impacts on our manufacturing sites and sourcing
of ingredients as well as climate-related changes to consumer and
customer preferences. The Board, however, has overall accountability
for ESG strategy. The internal audit function provides information
to the Committee at each of its meetings to enable it to review the
effectiveness of risk management and adequacy of internal controls.
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Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Governance continued
1. Board oversight of climate-related risks and
opportunities continued
The internal audit function has conducted a number of reviews
covering ESG risks, and it continues to form a key pillar in the
development of the risk-based internal audit plan, with an
increased focus on Scope 3 to support more comprehensive
oversight. During the year the business has conducted a
full review of its Healthier People, Healthier Planet strategy,
this has included multiple sessions with the Board and the
executive, including specific education sessions on our most
material impacts.
Members of the Board have experience from several consumer
goods companies with strong track records of climate change
and sustainability. Ian Durant is a member of Chapter Zero,
William Eccleshare chaired the ESG taskforce at Clear Channel,
Georgina Harvey was a member of the ESG Committee of
Capita and Hounaïda Lasry drove ESG integration across
Procter and Gamble.
Pre-reads and presentations shared with the Board, frequently
contain educational elements, including best practice from peer
companies and views of all key stakeholders, including NGOs,
through our ESG stakeholder materiality research.
2. Management’s role in assessing and managing
climate-related risks and opportunities
Given the importance of climate change, our Executive Committee
has overall responsibility for climate-related risks and our Healthier
People, Healthier Planet strategy. Meeting quarterly, our ESG
Committee is accountable for understanding and responding
to climate-related risks and opportunities identified through
our ongoing climate risk assessment. It is also responsible for
managing the progress towards our key sustainability and climate
change targets.
Major plans of action, investment, risk management policies, and
setting key objectives are also taken up by the ESG Committee
and presented as needed to the Executive Committee, and the
Board for decision making. This includes reviewing and approving
investment, as appropriate, for energy efficiency, low-carbon
investments and water savings. The ESG Committee is also
responsible for reviewing our greenhouse gas emissions
disclosures and understanding what steps are required to
make sure we accomplish our science-based greenhouse gas
reduction targets.
Members of the ESG Committee include leaders and decision
makers from across the business who are able to influence
strategic decision making and the delivery of our people, planet
and performance goals. This cross-representation demonstrates
the interconnected nature of our climate risk management and
broader sustainability strategy, ensuring all areas of the business
are involved.
Following each ESG Committee, an executive debrief is generated
and shared, both verbally and in writing, with the Executive Committee.
This highlights topics to be aware of, ESG intelligence from outside
the organisation, including competitor and customer climate risk
actions, and progress against the annual non‑financial targets.
In addition to the ESG Committee debrief, our absolute usage
and efficiency ratios for both carbon and water are included
in the monthly information pack, together with renewable
energy mix, the use of rPET and the recycling of waste. This
enables a balanced view of monthly reporting across financial
and non-financial metrics, as well as brand equity monitoring.
The leadership teams of each business unit, along with the
ESG Committee members
Board
Executive
Committee
GB Executive
Leadership Team
Chief Financial Officer
Chief People Officer
Chief Marketing Officer
General Counsel and Company Secretary
Director of Supply Chain, Great Britain
Chief Procurement Officer
Director of Audit and Risk
Corporate Affairs Director
Director of Sustainable Business
Director of Commercial Sustainability, Great Britain
Chief Strategy Officer
Director of FP&A
Director of Sustainable Business, Ireland
Head of Manufacturing, Brazil
Board, receive a quarterly ESG briefing complete with insightful
commentary and a concise overview of business unit specific
ESG performance.
This year, our climate mitigations included bringing the heat
recovery system fully online at Beckton, achieving a 70-75%
reduction in steam load.
We progressed with Alliance for Water Stewardship certification in
Astolfo Dutra in Brazil, enhanced water efficiency through various
upgrades, and the reverse osmosis system went live in Kylemore,
Ireland. Emissions were further reduced by transitioning to
electric-powered equipment and optimising vehicle utilisation
and direct-to-customer deliveries. Additionally, we embedded
sustainability clauses in contracts with 81% of targeted suppliers.
The priority for managing climate change is reflected in remuneration
for our top 100 executive leaders and decision makers. 20% of the
short-term bonus is determined by meeting Healthier People and
Healthier Planet objectives, which is directly impacted by climate
change and water stewardship mitigating actions.
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Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Strategy
3. Identification of climate-related risks and
opportunities over the short, medium and long term
Climate-related risks has been one of our principal risks for
several years, with an increasing impact on our current business
model unless we take mitigating actions. Climate risk is covered
by our risk management framework on page 77. Since 2023, we
have continued our partnership with Risilience, a climate risk
consultancy which uses technology pioneered by the Centre
for Risk Studies at the University of Cambridge Judge Business
School. In partnership with Risilience, we have developed a digital
twin platform, enabling us to model physical and transition risks
across our value chain over a variety of timelines, in line with
various warming scenarios.
We aim to mitigate many climate-related regulatory risks through
ongoing progress against our climate-related goals, including
reducing our overall emissions.
We have divided climate risk into two broad categories –
physical risk relating to extreme acute weather events and
long-term chronic shifts in global temperatures and precipitation,
and transition risk relating to changes in regulation, carbon
pricing, consumer and customer demand changes and
reputational damage.
Building on the Company-wide climate risk and opportunity
workshops run over recent years, this year we had dedicated
workstreams to address Britvic material issues, including the
four key risks explained in section five. Each workstream was
sponsored by an Executive Committee member, and led by
members of our leadership team, with subject matter experts
together with cross-market representation. Each quarter the
workstreams update the ESG Committee on their progress as
well as seeking guidance, direction, and resource prioritisation.
These workstreams have created momentum and galvanised
efforts across the Company to progress risk mitigation, drive a
consistent approach and harness the power of cross-functional
experts working with senior decision makers.
In 2024, Britvic undertook climate risk and opportunity analysis
under three relevant climate pathways outlined in the table
below. Our analysis indicates stated government policy is the
most likely pathway and is in the middle of our forecasting
range. The Paris Agreement and no policy action scenarios
were selected to provide contrast and comparison. These are
shared socioeconomic pathways (SSPs) which are commonly
used in the Intergovernmental Panel on Climate Change (IPCC)
assessment reports.
The table starting on page 59 summarises the four material climate risks identified under these three pathways.
Paris Agreement: +2.0OC emissions pathway
Physical risk
Transition risk
Likelihood
The outcome of this scenario is action sufficient to
limit global warming to 2°C, aligned to the RCP2.6*
pathway as outlined by the IPCC
Physical risks will
be minimal under
this scenario
Under this scenario we will
experience transition risks related
to policy and consumer behaviour
changes, unless mitigated
Medium
Stated government policy: +2.5OC emissions pathway
Physical risk
Transition risk
Likelihood
Existing and planned governmental policies, not
commitments, are enacted. Greenhouse gas
emissions start to fall in the mid-21st century but do
not deliver net zero by 2100.
The outcome of this scenario is actions to limit
warming to 2.5°C, in line with the RCP4.5* pathway
as outlined by the IPCC
Physical risks will
be slightly higher
than the Paris
Agreement scenario
This scenario includes similar
transition risks as the Paris
Agreement yet on a smaller scale
High
No policy action: >4OC emissions pathway
Physical risk
Transition risk
Likelihood
This scenario highlights the global impacts of a failure
from governments to introduce policy interventions to
limit global emissions.
Under this scenario we see global temperatures
increase by at least 4°C level of warming, in line with
the RCP8.5* pathway as outlined by the IPCC
The highest physical
risk impacts of the
three pathways but
still minimal
Limited transition risks expected
due to lack of policy and consumer
behaviour changes
Low
* Representative concentration pathway.
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Corporate governance
Strategic report
Strategy continued
3. Identification of climate-related risks and opportunities over the short, medium and long term continued
This table shows our five-year (short-term) cumulative gross financial risk impact estimates with the assumption of no mitigation by
Britvic towards our committed sustainability goals. In our modelling, we have replicated forecast business growth yet kept intensity
ratios unchanged. We have set out our mitigation strategy, which has been formulated to mitigate climate-related risks in the table
starting on page 59. The risks have been assessed against ‘low’, ‘medium’ and ‘high’ ranges in 5% adjusted profit before tax increments.
The ranges are aligned with our materiality threshold outlined on page 127.
We have considered all risks in Tables A1.1 and A1.2 of the 2021 TCFD Implementation Guidance. In our analysis, the time horizons have
been extended with short term referring to 2025–2029, medium term referring to 2030–2034 and long term referring to 2035–2050.
This aligns with our new climate financial modelling partner, Risilience’s forecasting horizons. The short term can be forecast with
sufficient accuracy to assess the financial impact. We have greater knowledge of the likely legal environment, technological capabilities
and level of physical risks. We have performed a high level review of the medium and long-term impacts and these flow through into our
net zero planning on page 63. Our review indicates, in the medium term, potential regulation and consumer preferences are the main
areas to identify and clarify our mitigation efforts. The long-term horizon stretches to our net zero commitment in 2050, where there
remains significant uncertainty, particularly around technological innovations of all kinds, especially in regenerative agriculture. The
regulatory environment, especially related to packaging, is likely to necessitate investment and changes to our production processes.
The supply of raw ingredients are likely to become increasingly vulnerable to the impacts of climate change.
Task Force on Climate-related Financial Disclosures (TCFD) continued
We have also identified transition opportunities. These fall
principally into two groups. First, those expected due to the
society-wide drive towards decarbonisation (such as developing
more sustainable products to meet shopper demand for lower
carbon products over the medium term). And second, those
opportunities expected through mitigating risk, including
decarbonising our supply chain, making our factories more
energy efficient, and using alternative sources of energy.
4. Describe the impact of climate-related risks and
opportunities on the organisation’s business,
strategy and financial planning
In preparing the financial statements, the Directors have
considered the short, medium and longer- term cash flow
impacts of climate change on a number of key estimates within
the financial statements, including:
• The impact of climate change on the going concern period and
viability of the Group over the next three years
• The cash flow forecasts used in impairment assessments for
the ‘value in use’ of non-current assets including goodwill
Our Healthier People, Healthier Planet sustainability strategy
is holistic and interconnected. Healthier Planet focuses on the
four key areas of our business where we believe we can have the
greatest impact: packaging, carbon, water, and agriculture, all
of which form part of our approach to address and mitigate for
climate change.
Healthier People, Healthier Planet is a key tenet of our corporate
strategy, one of four strategic pillars and interconnected to each
of the others: flavouring billions of water occasions, accessing
new growth spaces, and building local favourite and global
premium brands.
As part of the annual planning process, Britvic business units
submit a Healthier People, Healthier Planet annual operating
plan. For Healthier People this is reflected in the development
of healthier consumer choices, together with EDI, gender and
employee wellbeing programmes. For Healthier Planet planning,
our focus includes energy reduction, packaging, water saving and
waste management programmes, which are then mirrored in the
capital expenditure plans.
In addition, the three-year strategic planning process includes
a rolling capital expenditure plan. This is particularly important
for investment allocation for decarbonisation and water saving
projects which are often multi-year in nature.
Five-year discounted cash flow at risk: Low £0–50m, Medium £50–100m, High >£100m
Unmitigated short-term risk - five-year
discounted cash flow
Our TCFD risk
Risk event
Paris
Agreement
Stated
government policy
No policy
action
1. Water Stress
Increasing water stress or scarcity
Low
Low
Low
2. Fruit & Juice Sourcing
Supply of ingredients disrupted by climate change
and weather events
Low
Low
Low
3. Energy & Carbon pricing
in the value chain
Disruption to facilities or logistics caused by extreme
weather events
Low
Low
Low
Evolving legal and regulatory landscape including
carbon pricing
Low
Low
Low
4. Consumer and customer
preferences
Market disruption caused by increased extreme
weather events
Low
Low
Low
Reputational risk of negative perception by consumers
and customers
Medium
Low
Low
This modelling output and our significant mitigations, both underway and planned, provides a robust measurement of our resilience.
Climate change impacts are not expected to be material in the going concern period and to the viability of the Group over the next three
years. Our viability statement on page 81 confirms this.
Our Brazilian market is expected to be impacted by physical risks in the short to medium term including water scarcity, which impacts
power generation and production. In 2023 Astolfo Dutra became our first site to achieve Alliance for Water Stewardship certification –
see page 47 of the Strategic Report, and we continue to develop and execute mitigation plans to manage and monitor this risk.
Outside of Brazil, transition risks are greater than physical ones. This is partly due to policy actions where governments have committed
to net zero. Examples include carbon pricing and the wider adoption of Deposit Return Schemes for packaging beyond the Irish Market.
Customers, shoppers and consumers in these markets are also increasingly conscious of the climate impact of their purchases, which
may impact sales over the longer term.
56
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Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Strategy continued
4. Describe the impact of climate-related risks and
opportunities on the organisation’s business,
strategy and financial planning continued
Our research and development programme is primarily focused
on medium and long-term opportunities to create liquids and
packaging solutions that are better for our consumers and
better for the planet. We have worked with Anthesis to develop
product‑level environmental Impact Assessment Tool. The
Impact Assessment Tool has been used to improve sustainability
efforts by providing data-driven insights into the sustainability
profiles of products, allowing for informed decision making on
packaging choices, ingredient use and environmental impact,
which supports the development of sustainability roadmaps.
All these planning processes include feedback from key
stakeholders, in particular customers who are working to reduce
the risk of climate risk on their own businesses in parallel.
The table starting on page 55 gives an overview of the material
climate risks to our business, the expected time frame and our
current mitigating actions.
Finally, Britvic’s four strategic pillars also present climate
transition opportunities. As with transition risks, these are broadly
split into commercial opportunities that may come about with
the society-wide drive to address climate change and other
opportunities derived through the mitigation of climate risks.
Commercial opportunities
Lower emission products
Flavouring billions of water occasions uses our expertise
in concentrating flavour, offering consumers tasty, healthy
hydration while bringing flavour closer to the point of
consumption. This reduces the movement of water and
the associated packaging and logistics impacts, which
are both major elements of our Scope 3 emissions.
Developing lower emissions products may increase
demand from consumers and customers looking to
reduce their environmental impact (carbon, packaging,
water & nature). Additionally, switching some ingredients
and flavours may reduce our Scope 3 emissions as we
work towards our science-based targets.
Accessing new growth spaces
Accessing new growth spaces is reflected in our
move into the plant-based m*lk and healthy fruit shot
categories, and the expansion of Aqua Libra, as we
seek to benefit from increasing consumer demand for
better personal and better planetary health. This is a
direct mitigation control for the consumer preference
risk, highlighted in the final pillar of the table starting
on page 58.
Building local favourite and global
premium brands
This includes our partnership with PepsiCo, where our
focus is low calorie, great tasting drinks and working
to ensure packaging never becomes waste. Our
plastic packaging is 98.8%† recyclable. We support the
introduction of deposit returns schemes, which went
live in Ireland on 1st February 2024, this helps create
a circular economy, reducing our Scope 3 carbon
emissions, and aligning our brands with customer
and consumer trends for more sustainable packaging.
Risk mitigation opportunities
Sustainable procurement
The development of sustainable procurement and agriculture
programmes can reduce the impact of our value chain on
climate change and improve business resilience through
a more robust network of sustainable suppliers.
Decarbonising manufacturing
Increasing investment behind renewable energy reduces
our reliance on fossil fuels and associated carbon
taxes. Self-generation of energy has a further benefit
of reducing reliance on national grids. Further carbon,
cost and resilience benefits would be achieved through
water saving programmes, such as the reduction in
pasteurisation for some of our soft drinks.
5. Describe the organisation’s strategy resilience,
taking into consideration different
climate‑related scenarios
Our strategy focuses on people, planet and performance, and
as such climate change and climate adaptation is at its heart.
The analysis we have carried out confirms we are focused on
the most relevant climate risks. Executing our Healthier People,
Healthier Planet strategy, together with the mitigating actions
we are taking, gives us a high degree of confidence in the long-
term health of the business. The table on page 59 highlights the
climate resilience of our strategy in the context of the material
risks we have assessed.
The climate modelling provides greater understanding of
the financial impact and likelihoods should the climate risks
and opportunities materialise. The modelling results informs
our planning and prioritisation of future business strategies,
investments, and the establishment of policies to improve our
business resilience and make sure we continue to deliver for
all stakeholders.
57
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Financial statements
Additional information
Corporate governance
Strategic report
Strategy continued
5. Describe the organisation’s strategy resilience, taking into consideration different climate-related scenarios continued
Link to strategy:
1 Healthier People, Healthier Planet 2 Build local favourites and global premium brands 3 Flavour billions of water occasions 4 Access new growth spaces
Physical risks
Transition risks
Water stress
Fruit and juice sourcing
Energy and carbon pricing in the value chain
Consumer and customer preferences
Strategic pillars
1 2 3 4
1 2 3 4
1
2 3 4
Risk description
Reduced availability of water impacts
our ability to manufacture and sell
soft drinks. Reduced water quality
necessitates increased water treatment
to meet our exacting quality standards for
manufacturing, compounding the water
stress faced by our business.
Extreme weather events have the
potential to cause damage to key suppliers,
particularly in the agriculture supply chain,
and may impact our ability to source raw
materials, e.g. sugar, fruit and fruit juices.
New regulations such as carbon
border adjustments are anticipated as
governments work to meet the goals
set out in the Paris Agreement. This will
increase the cost of both purchased and
sold products/services for Britvic.
Potential carbon emission caps, and
requirements to offset our emissions
are increasingly expensive, with changing
definitions and expectations.
Customers have their own climate
change targets and expect support in the
delivery of these goals. This could lead
to greater demand for lower emission
products, requiring less energy intensity
and lower carbon ingredients. Increasingly
consumers expect brands to be better for
the environment and future purchasing
decisions may be influenced by those
products with lower carbon and water
footprints.
Strategic pillars
1 2 3 4
1 2 3 4
1
2 3 4
Methodology
The model assesses the impact of
meteorological drought defined as
a prolonged period of time without
precipitation resulting in a water shortage.
A meteorological drought is declared if
the deficit of precipitation in a location
over a 90-day period is greater than a
fixed threshold and a fraction of the
climatological mean precipitation.
The model uses a climate hazard atlas,
bringing in location specific precipitation
data and other inputs.
The model quantifies the yield reduction
of raw materials of concern associated with
extreme temperatures and drought events.
Expected loss is calculated to indicate the
average (probability weighted) financial
losses in a given year associated with these
extremes, and how this expected loss
will change as a result of climate change.
The model output is revenue loss attributed
to global product revenues.
The model quantifies the aggregate risk
of multiple extreme weather threat types.
It assigns revenue losses and asset
damage costs according to the function
and output of a given facility.
The model also applies global average
carbon price projections benchmarked
against various published sources such
as the UN PRI’s Inevitable Policy Response
project. Country-level carbon price
projections are defined according to their
categorisation into policy leaders, followers,
and laggards, to produce the global total.
The model uses consumer uptake
rates of sustainable products, defined
by bass diffusion modelling, which
forecasts adoption rates and each trend
is benchmarked against historical uptake
rates of products that are indicative of
the trend.
Trends are statistically combined to make
an overall sustainable purchasing customer
trend. The result is an S-curve of market
uptake over time.
Britvic risk
As a soft drinks company, water is vital to
our business, and to every single one of our
brands. We also use it to clean, cool, and
preserve our products during the production
process. Additionally, it is critical to growing
the ingredients, the fruit, barley and sugar,
that go into our brands.
As leader in flavour concentrated drinks,
a reliable supply of fruit juice is critical to
our business resilience.
In addition to water, our main raw
ingredients are fruit juices, concentrates,
sugar and other sweeteners. Climate
change presents a risk of changing crop
yields, which may lead to higher prices.
We emit carbon as part of our operations
and could therefore experience an increase
in operating costs in the near term should
a higher carbon pricing mechanisms
be implemented. This is mirrored in
the supply chain, which we estimate to
account for over 90% of our total emissions
(our Scope 3).
Increasing awareness and concerns
about climate change are expected
to impact customer and consumer
shopping decisions.
As an insight driven business, we are
focused on offering consumers the choice
of products that meet their needs, including
their desire for products that are better for
the planet.
Task Force on Climate-related Financial Disclosures (TCFD) continued
58
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Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Physical risks
Transition risks
Water stress
Fruit and juice sourcing
Energy and carbon pricing in the value chain
Consumer and customer preferences
Unmitigated risk
and time frame
The highest financial impact is
experienced under the no policy and stated
ambition scenarios.
Under these scenarios we anticipate an
increasing number of droughts; coupled
with increased severity of droughts, which
will deplete groundwater and reservoir
storage levels. When combined with
changing rainfall patterns we expect tighter
restrictions on water usage, especially
where issues of competing supply arise.
Our Brazil market is already experiencing
the physical risk of water stress. The
country’s reliance on hydro- electricity
as a renewable source of energy also
poses a risk.
Water scarcity is expected to have
a significant impact on agricultural
productivity, affecting both the availability
and quality of key ingredients sourced from
water-stressed regions.
The highest financial impact is experienced
under the no policy action scenario as the
4+°C projected temperature increase leads
to shift in rainfall patterns and elevated
pollution concentration negatively affecting
crop yields.
A lower impact is anticipated under
Stated Policy and Paris Ambition scenarios
due to reduced climate stress through
delivering on the 1.5°C warming in the
Paris Agreement, leading to greater and
more consistent crop yields than no
policy action.
Through our scenario analysis, we assessed
the risk to grape, orange, coconut, citrus,
apple, mango, sugar beet and cane, which
we source from multiple geographies.
Sourcing from regions within South
America show a particularly high risk,
especially for passion fruit and apple.
Further, supply pressures from acute
events like extreme droughts could create
significant additional cost impacts for
fruits, increasing volatility.
There is a double energy price risk as we
face the risk of increased cost pass-on from
suppliers as well as from our own energy
consumption for production.
The risk of carbon pricing is expected to be
greater in our Great Britain and European
based businesses as governments in these
markets are expected to regulate sooner
than many others.
Suppliers producing packaging materials
are very energy intensive and likely to pass
on higher energy costs.
Additionally, extreme weather events
can reduce the productivity of business
activities and add costs to operations
and processes. Storms and floods are
destructive and cause significant physical
capital losses, while extreme temperature
waves disrupt productivity.
The highest financial impact is experienced
under the Paris Ambition scenario.
Lower but still material impact surfaces
under the Stated Policy scenario due to
the sizeable but slower shift in preferences
versus the Paris Ambition scenario.
Under business as usual, there is limited
financial impact as it is assumed that the
current level of sustainable purchasing
is maintained.
Green Enthusiasts (Baby Boomers
and Gen X) in higher-income, smaller
households prioritise sustainable
purchasing and prefer eco-friendly brands.
Value Seekers (Millennials and Gen Z) in
middle to lower-income, larger households
prioritise affordability and convenience
over sustainability.
This risk is expected to be greater in
our Great Britain and European based
businesses where there is a higher
proportion of environmentally aware
consumers and customers.
Geographies
impacted
Production sites across Brazil, France,
Great Britain and Ireland
Globally with largest potential impacts
in Spain and Brazil
Production and logistics sites across Brazil,
France, Great Britain and Ireland
Globally with largest potential impacts
in Great Britain, Ireland and France
Likely timeframe
Medium to long term
Medium to long term
Near to medium term
Near to medium term
Strategic pillars
1 2 3 4
1 2 3 4
1
2 3 4
Mitigation
Timebound water stewardship roadmap
Further assessment of understanding the
changes in crop yield
Energy mix & Energy efficiency
Stakeholder engagement and
understanding the environmental impacts
of our brands
Strategy continued
5. Describe the organisation’s strategy resilience, taking into consideration different climate-related scenarios continued
Link to strategy
1 Healthier People, Healthier Planet 2 Build local favourites and global premium brands 3 Flavour billions of water occasions 4 Access new growth spaces
59
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Strategy continued
5. Describe the organisation’s strategy resilience, taking into consideration different climate-related scenarios continued
Physical risks
Transition risks
Water stress
Fruit and juice sourcing
Energy and carbon pricing in the value chain
Consumer and customer preferences
Progress and
Resilience
Water stewardship roadmap: This includes
commercial opportunities, driving efficiency
within our operations, and developing
a more catchment-based approach to
water stewardship engagement with key
stakeholders and subject matter experts.
As a result, we can better understand
the role of our industry to protect water
resources for today and tomorrow.
As we move from water management to
water stewardship, we have used the World
Wildlife Fund water risk tool to assess the
water risks at each of our manufacturing
sites. These, together with the
recommendations, have been shared with
each of the site managers. Astolfo Dutra
achieved Alliance for Water Stewardship
certification in 2023.
Further investment into telemetry along
with water audits with external agencies
are helping to identify hotspots and areas
for improvement.
Supplier collaboration: We are addressing
climate change impacts on ingredient
sourcing through our third year with
WRAP’s Water Stewardship project, aiming
for sustainable water management by 2030.
In 2024, the project focused on sustainable
farming practices and local collaboration
in key Spanish regions to enhance supply
chain resilience.
Research and development: The liquid
development team is reformulating products
by prioritising the use of lower-carbon
ingredients. Leveraging our Impact
Assessment Tool, the team identifies
and selects ingredients with reduced
environmental impact and proactively
considers raw materials that are likely
to be more severely affected by climate
change. This approach not only minimises
our carbon footprint but also enhances the
resilience of our product portfolio in the
face of future climate-related risks.
Lower carbon energy: We have already
switched to renewable electricity with
the purchase of renewable electricity
certificates of origin. The exception to this
is electricity generated by the combined
heat and power plant in our largest
manufacturing site, Rugby, which is largely
powered by natural gas. This is a key
long-term contract. At the point of contract
expiry, contingent on suitable solutions,
the energy consumption will be switched to
using renewable sources, however, based
on current trends this does not create a risk.
In 2023, the Ireland and Great Britain
business units entered into power
purchase agreements to harness wind
and solar power respectively that is still
effective today.
Hedging: We hedge our fuel requirements.
The power purchase agreements further
reduce our fossil fuel energy requirements,
mitigating potential carbon taxation while
also providing us with more certainty of our
short and medium- term electricity pricing.
Healthier consumer choices: We use
consumer research to understand purchase
decisions, including the desire for more
sustainable products.
External benchmarking: We participate in
sustainability benchmark ratings including
CDP, MSCI, Sustainalytics and EcoVadis.
Customer collaboration: Our commercial
teams regularly engage with our
major customers to understand their
climate strategies and identify areas of
collaboration, at every level of interaction.
Impact assessment: We are working
towards improving the sustainability
of our existing brands by using data to
optimise ingredient choices and packaging
formats, thereby reducing their carbon
and water footprints. This ongoing
effort helps ensure our products meet
growing consumer demand for greater
environmental responsibility. Additionally,
our sustainable brand claims process
within the global marketing code remains in
place to mitigate any potential reputational
risks from greenwashing, reinforcing our
commitment to transparency and trust
in our sustainability communications.
Strategic pillars
1 2 3 4
1 2 3 4
1
2 3 4
Mitigation
Set water stewardship key performance
indicators
Develop objectives and key performance
indicators to manage the identified risk of
crop yield change
Optimise production processes and
implement energy-saving technologies
to reduce energy usage
Positive packaging strategy
Link to strategy
1 Healthier People, Healthier Planet 2 Build local favourites and global premium brands 3 Flavour billions of water occasions 4 Access new growth spaces
60
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Physical risks
Transition risks
Water stress
Fruit and juice sourcing
Energy and carbon pricing in the value chain
Consumer and customer preferences
Progress and
Resilience
Water efficiency: We currently have a
goal to improve our water efficiency by
20% by 2025. Recent projects include
the optimisation of waste treatment and
cleaning processes, along with enhanced
water reuse practices.
Adopt catchment-based approach: We
are in the fourth year of our partnership
with The Rivers Trust and seeking similar
arrangements in our other business units.
Engagement: We have achieved Alliance
for Water Stewardship certification at our
Astolfo Dutra factory.
Supply Chain Resilience: To address the
impact of water scarcity on agricultural
productivity, we are mapping our agro-
commodity supply chain using Everstream
Analytics and the WWF Water Risk Filter
to identify water-related risks and we are
developing a roadmap to mitigate these
risks through targeted water management
strategies, ethical sourcing assessments,
and continuous monitoring.
Sustainable sourcing strategy: We are
advancing our sustainable sourcing strategy
by mapping high-risk agro-commodities,
achieving an 81% adoption of sustainability
clauses among suppliers, encouraging
science-based targets, and committing to
100% Bonsucro certification for our sugar
cane by 2025 to reduce environmental
impact and improve labour conditions.
Supply chain transparency: We expect
all tier 1 suppliers to be signed up to Sedex
and EcoVadis.
Pesticide reduction: We are members
of the Sustainable Agriculture Initiative,
to help us move to a sourcing model that
has improved water stewardship, protects
biodiversity and reduces carbon emissions.
Sustainable consumer choices: To meet
growing consumer demand for healthier,
natural products, we are prioritising
sustainable ingredient sourcing through
regenerative agriculture and responsible
supply chain management. By aligning with
consumer expectations for transparency
and environmental stewardship, we aim to
enhance our market position and comply
with evolving regulations.
Science-based targets: We were the first
UK soft drinks manufacturer to sign up to
accredited 1.5 °C pathway science-based
targets. Our goal is to reduce Scope 1 and
2 emissions by 50% and Scope 3 by 35%
by 2025, from a 2017 base, and achieve net
zero throughout our value chain by 2050.
On-site renewable energy: We are
transitioning to renewable self-generation,
including replacing gas boilers with electric
ones in Ireland and implementing a heat
recovery system at Beckton, which has
achieved a 70-75% steam load reduction.
Further optimisations are planned to reduce
gas consumption further.
Production process: We have stopped
pasteurising Robinsons squash in Ireland
and two of our factories in Great Britain to
cut energy use. Additional measures, such
as energy-efficient pumps, reverse osmosis
efficiencies, and optimising heat recovery
and air systems, are enhancing our overall
energy efficiency.
Supplier engagement: We continue
to engage with top-tier suppliers to
understand the impact of climate
change on their businesses and carbon
footprints (Scope 3). In 2024 we hosted
learning sessions with sugar and juice
suppliers to address industry-specific
challenges and identify opportunities for
decarbonisation. We also advanced our
Supplier Relationship Management program
to enhance collaboration, innovation and
transparency with key suppliers, supporting
both decarbonisation efforts and
climate resilience.
Recycled material: Our ambition is to use
more recycled materials. During FY24, we
increased our rPET recycled content to an
average of 29%.
Dispense: We are driving packaging free
solutions, such as with our Aqua Libra
Flavour Taps.
Circular economy: As a board member
of Deposit Return Scheme Ireland, which
launched on 1 February 2024, we are
actively working to reduce the impact of
packaging, a key contributor to our Scope
3 carbon emissions, while preparing for
the extension of Deposit Return Scheme
to Great Britain in 2027 and setting up the
capability to deliver there.
Commercial drivers: We have a number
of research and project trials underway
to grow our flavouring billions of water
occasions portfolio. This work also aims
to reduce the amount of packaging per
serve and the amount of water transported
across our logistics network, as water is
added at the point of consumption in the
consumer’s home.
Strategy continued
5. Describe the organisation’s strategy resilience, taking into consideration different climate-related scenarios continued
Link to strategy
1 Healthier People, Healthier Planet 2 Build local favourites and global premium brands 3 Flavour billions of water occasions 4 Access new growth spaces
61
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
Risk management
6. Describe the organisation’s processes for
identifying and assessing climate-related risks
We have an established risk management framework to identify,
assess, mitigate and monitor the climate-related risks and
opportunities we face as a business. The risk management
framework incorporates both a top-down approach to identify the
Company’s principal risks and a bottom-up approach to identify
specific operational risk. Climate risk is a principal risk detailed
on page 77.
The ESG Committee is responsible for identifying, managing and
monitoring the principal risks relating to climate change. The Board,
where our CFO represents the ESG Committee, is accountable
for the overall risk management process and determining the
effectiveness of the Executive team’s risk management strategy
in relation to climate-related risk. Similarly, all business units and
functions are responsible on a continuous basis for identifying,
assessing, mitigating and monitoring the climate-related risks
facing the organisation. This also includes the embedding of
climate-related risk management into key processes across
the business, from capital investment appraisals to how we
sustainably procure. For example, within procurement, climate risk
management has been integrated into both the methodology for the
development of a sourcing strategy for each category of goods and
services, and into the supplier evaluation and selection processes.
Where known risks are quantified in excess of our risk appetite
or are emerging with high velocity, they are escalated to and
discussed by the ESG Committee and, where deemed significant
to the principal risks facing the organisation, the Board through
periodic reviews. This process is part of our enterprise risk
management (ERM) framework set out on pages 74–80. The
sustainable business team works closely with the risk team
to both monitor the bottom-up and support the top-down
approaches. In collaboration with our risk team, a cross-business
and cross-functional team worked with external consultants to
assess our material risks and the expected time horizons.
On an ongoing basis, in parallel to the scenario analysis, we
continue to develop and enhance both our understanding of
climate-related risks and our mitigations of these risks. Across the
organisation, we have launched and rolled out a series of learning
modules for our employees, bringing to life the key challenges we
face, our strategy and how every employee can make a difference.
These are a small part of how we are raising awareness and
engaging with our employees, who are critical to identifying risks,
finding innovative solutions, and delivering our strategic goals.
7. Describe processes for managing climate-related risks
Climate risks are identified and brought to both the ESG
Committee and the Audit Committee together with mitigating
actions plans. These plans include several objectives and
milestones which are tracked by the Committees enabling
course correction where required.
As part of the TCFD process we are reviewing current controls.
The areas below highlight some opportunities for enhancement.
Share and standardise best practice: Several internal controls
are in development to mitigate against risks, and we see
opportunities to strengthen these further. For example, the roll
out of procurement processes from Great Britain and Ireland
to other markets.
Commitment and accountability of senior leaders: As
we embed climate mitigation, we are defining ownership of
climate risks and opportunities. These are reflected in the
annual bonus target for leaders, and therefore also in individual
performance objectives.
Decision making forums: The ESG Committee, Executive
Committee and the Board continue to review the materiality of
risks over time and set the recommendations to inform business
mitigation to be included in the capital expenditure cycle.
The table starting on page 59 outlines the mitigating actions
we are taking as a business against the four most material
risks and our progress to date as we work towards our carbon
reduction targets.
8. Describe how processes for identifying, assessing
and managing climate-related risks are integrated
into the organisation’s overall risk management
The processes for identifying, assessing, and managing climate-
related risks are incorporated within the ERM processes.
This is discussed further in the Risk Management section on
pages 72–80.
As part of the ERM framework, we have a clear approach for
defining risk appetite and guidance to support the assessment
of materiality, covering likelihood and potential impact across
several different parameters (from business interruption and
reputational risk, to legal and regulatory risk).
As referenced earlier, to improve the effectiveness of managing
climate-related risks, it is essential that we raise awareness of the
importance of this topic with employees across the business.
The ERM framework is a continuous approach to identify, assess,
manage and monitor climate-related risks. We also have a
number of key process areas where we have embedded specific,
activity-based controls to support effective risk management of
climate-related risks within decision making. Examples of these
include the climate-related risks within our procurement sourcing
strategies and the use of a notional carbon price of £83/tCO2e to
input into strategic and key commercial business decisions.
We have undertaken a number of climate-related risk
assessments across the organisation, which have supported
the understanding of both key risks and emerging risks.
These assessments range from water stress across each of
our manufacturing locations to the climate-related risks of
sourcing across our raw material and ingredient categories.
These assessments adopt the same likelihood and materiality
thresholds as we have in place within the ERM framework.
The materiality thresholds for climate-related risks are either
expressed as a business disruption, cost, legal and regulatory
or reputational impact. The thresholds for risk impact range
from low to high based on 5% of adjusted PBT increments as
demonstrated on page 57.
We are also working with a third party to critically evaluate how
effectively we are embedding climate-related risk management
into the organisation to support unlocking further opportunities
to drive the continued improvement of our ERM framework.
Metrics and targets
9. Metrics used to assess climate-related risks and
opportunities in line with its strategy and risk
management process
A full view of our global energy consumption and greenhouse
gas emissions data since our 2017 baseline year can be
found below. In addition, we have set approved science-based
carbon reduction targets in line with the latest climate science
recommendations necessary to meet the goals of the Paris
Agreement and limit global warming to 1.5°C, well below 2°C.
This entails reducing our Scope 1 and 2 market-based emissions
by 50%, and our Scope 3 emissions by 35% by 2025 versus our
2017 baseline. We have also pledged to be a net zero business
by 2050 – this covers the whole value chain.
62
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Our path to net zero by 2050
Task Force on Climate-related Financial Disclosures (TCFD) continued
Metrics and targets continued
9. Metrics used to assess climate-related risks and opportunities in line with its strategy and risk management process continued
Further details of our path to net zero transition plan can be found below. We include key climate change-related risk indicators in our risk management strategy to monitor our risk and progress in building
resilience and mitigation controls on page 77.
• Reduced operational emissions by 35.4%
• Moved to 100% renewable purchased certified electricity
• Biomass boilers replaced gas boilers across Brazil
• Switching equipment from gas powered to electric powered
• Installation of heat recovery system in our Beckton site
• Upgrading equipment to enhance efficiency and reduce
carbon emissions.
• Reduced emissions by lowering sugar content and
transitioning from steel to aluminium cans
• Enter into long-term power purchase agreements
in Great Britain and Ireland
Any remaining
residual emissions
to be balanced using
nature-based or
technical solution
2017
2024
2050
Ingredients
• Use product reformulation to move to lower
carbon ingredients
• Partner with suppliers to implement regenerative
agricultural practices, enhancing soil health,
biodiversity, and carbon sequestration
Zero emissions transport
• Reduce road miles
• Move to renewable fuels and energy sources
for transportation
Reimagining packaging
• Remove unnecessary packaging & increase
recycled content
• Increase the use of sustainable,
low carbon materials
• Drive zero packaging systems across our
portfolio - dispense and Beyond the Bottle
• Continue to support measures to establish/
maintain circular packaging economies
Supplier partnering for net zero
• Build partnerships across our supply chain to
support and incentivise decarbonisation
• Continuously monitor technology developments/
innovation for new potential solutions
• Reduce absolute emissions by installing low carbon
heating/energy systems and Invest in on-site
renewables
• Roll out electric and hybrid vehicles across our fleet
• Continuous improvement programmes to drive energy
efficiency and productivity
• Continuously monitor technology developments/
innovation for new potential solutions
Aligned to the 1.5 degree pathway
What we have achieved
How will we reduce Scopes 1 & 2 emissions
How will we reduce Scope 3 emissions
63
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
2024 Streamlined Energy and Carbon Reporting (SECR)
Britvic Scope 1, 2 and 3 emissions 2017-2024
2018/19
2019/20
2020/21
2021/22
2022/23
2023/24
Category
Emissions
(tCO2e)
Emissions
(tCO2e)
Emissions
(tCO2e)
Emissions
(tCO2e)
Emissions
(tCO2e)
Emissions
(tCO2e)
Total Scope 1, 2 and 3 (market based)
174,717
132,994
124,866
126,929
127,172
132,410†
Total Scope 1, 2 (market based)
38,851
41,573
39,267
36,997
37,936
35,426†
Scope 1
28,660 *
18,506 *
16,083 *
13,595 *
12,827 *
11,554†
Scope 2 – market based
10,191
23,067
23,184
23,402
25,109
23,872†
Scope 2 – location based
34,765
36,916
31,364
31,021
32,681
33,512†
Scope 3 (consisting of the
categories below)
107,205 *
110,863 *
92,433 *
92,877 *
90,020 *
96,984†
– Upstream emissions of purchased fuels
—
2,561
2,841
2,766 *
3,144
2,316†
– Upstream emissions of purchased
electricity and heat
—
5,247
7,455
7,175 *
9,142
8,947†
– Transmission and distribution losses
2,340
1,589
1,519
1,443 *
1,698
1,824†
– Waste
534
604
546
477
453
247†
– Water supply
1,633
1,441
667
668
808
682†
– Effluent
—
1,203
465
480
368
331†
– Business travel
3,567 *
1,647*
455 *
1,673 *
1,648 *
2,467†
– Logistics **
52,590 *
51,192*
44,792 *
48,277 *
41,858 *
47,361†
– Electricity from refrigeration on
customer sites
46,541
45,379
33,693
29,917
30,901
32,809†
† Audited figure.
* Restatement summary
This year we conducted a review of our prior year data, we reviewed our emissions data, corrected errors, and refined our methodology to enhance reporting accuracy and
consistency. As per our basis of reporting, changes exceeding 3% were restated, impacting Scope 1 company cars/vehicles and Scope 3 logistics & business travel due to data
classification errors, omitted data estimates, and updated calculation methods aligned with industry best practices. For more details, refer to the sustainability data sheet at
britvic.com/sustainability/sustainability-reports.
** Logistics Prior to FY23
An error in FY23 “French logistics emissions” data was identified, revealing incomplete emissions information. Emissions for FY23 were recalculated using available supplier
distances, with cost-based estimates applied where distances were missing. Prior years were not adjusted due to the impracticality and undue cost of restating such data.
Therefore, comparative periods prior to FY23 were not restated.
2024 figures refer to the 52 weeks ended 30 September 2024.
Please refer to Britvic’s 2024 Basis of Reporting available at
britvic.com/sustainability/sustainability-reports for full scope,
boundary and methodology disclosure for our greenhouse
gas reporting.
For our SECR disclosure we have applied the methodology per
the Greenhouse Gas Protocol. Scope 1 and 2 figures include all
manufacturing and non-manufacturing related emissions.
In 2024, our Great Britain operations accounted for 46% of total
energy consumption included above and 86% of total Scope 1
and 2 market-based greenhouse gas emissions.
The Scope 3 categories included in the SECR disclosure reflect
the areas where we have robust and current data. We continue
to expand the categories of Scope 3 greenhouse gas emissions
that we measure and disclose, and this will be reflected in
future reporting.
The Greenhouse Gas Protocol (2015) defines location-based
Scope 2 emissions as reflecting “the average emissions intensity
of grids on which energy consumption occurs” and market-based
Scope 2 emissions as reflecting “emissions from electricity that
companies have purposefully chosen.”
Energy efficiency actions
This year Britvic initiated a number of energy efficiency projects
that we estimate will reduce cost as well as lower our greenhouse
gas emissions.
Examples include:
• Optimisation of the Rugby combined heat & power plant through
more efficient components and use of artificial intelligence
• At the Beckton site, a heat recovery system has been installed,
expected to achieve a 70-75% reduction in steam load
• Crolles facility in France has replaced two natural gas
pallet‑wrapping machines with electric ones, leading to
reductions in both energy consumption and carbon emissions
• Optimising energy consumption by replacing traditional lighting
with LED lights in France and optimising the temperature
of storage facilities across sites in France, Great Britain
and Ireland
Independent assurance
Britvic plc has engaged Deloitte LLP to provide independent
limited assurance in accordance with International Standard on
Assurance Engagements 3000 (Revised) Assurance Engagements
Other than Audits or Reviews of Historical Financial Information
(ISAE 3000 (Revised) and International Standard on Assurance
Engagements 3410 Assurance Engagements on Greenhouse Gas
Emissions (ISAE 3410), issued by the International Auditing and
Assurance Standards Board (IAASB). These procedures were
designed to conclude on the accuracy and completeness of the
sustainability performance indicators, which are indicated in the
Report with an obelus (†).
A limited assurance report for the year ended 30 September 2024
is available on britvic.com/sustainability/sustainability-reports,
along with further details of the scope, respective responsibilities,
work performed, limitations and conclusions.
64
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
2024 Streamlined Energy and Carbon Reporting (SECR) continued
Britvic Scope 1, 2 and 3 emissions 2017-2024 continued
2018/19
2019/20
2020/21
2021/22
2022/23
2023/24
Energy consumption by source
MWh
MWh
MWh
MWh
MWh
MWh
LPG – liquid petroleum gas
8,217
5,955
6,232
6,434
5,709
2,203
Natural gas
94,283
70,023
53,746
48,475
44,127
40,691
Diesel
710
1,022
374
328
230
353
Medium/heavy fuel oil
22,169
1,165
3,184
964
1,307
323
Biogas
—
—
37
—
2
50
Total biomass
48,752
77,380
92,069
108,988
123,326
112,291
Grid electricity
123,260
98,862
87,815
90,665
88,841
95,018
Electricity from combined heat and power plant
13,913
40,387
36,043
39,058
41,669
41,244
Heating from combined heat and power plant
27,075
59,697
50,507
54,488
55,063
55,445
Other renewable - Bio LPG (Blend 40% Biopropane, 60% LPG) & HVO
—
—
—
—
—
3,816
Total energy consumption
338,379
354,490
330,007
349,400
360,274
351,435
2018
2019
2020
2021
2022
2023
2024
Total energy consumption by source
Great Britain
41%
45%
46%
45%
46%
45%
46%
Ireland
9%
8%
7%
7%
6%
6%
6%
France
17%
14%
13%
6%
5%
5%
4%
Brazil
33%
33%
34%
42%
43%
45%
43%
2018
2019
2020
2021
2022
2023
2024
Total greenhouse gas emissions by source
Great Britain
59%
55%
71%
75%
79%
86%
86%
Ireland
5%
6%
5%
6%
5%
3%
3%
France
13%
14%
13%
8%
6%
6%
6%
Brazil
23%
25%
10%
11%
6%
6%
5%
2018
2019
2020
2021
2022
2023
2024
Energy intensity ratios (market-based) (kWh/tonnes)
Great Britain
91.61
109.25
114.05
98.42
103.72
101.28
98.17
Ireland
101.09
103.07
100.29
89.71
85.59
88.53
91.77
France
169.81
169.57
191.01
201.53
198.92
205.88
208.06
Brazil
380.95
448.41
441.25
423.84
426.03
495.45
417.63
plc
138.08
155.43
161.57
150.91
155.45
161.26
151.75 †
65
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
2024 Streamlined Energy and Carbon Reporting (SECR) continued
Britvic Scope 1, 2 and 3 emissions 2017-2024 continued
2018
2019
2020
2021
2022
2023
2024
Total Scope 1 and 2 Emissions (market-based)
(tCO2e)
Great Britain
28,784
21,089
29,190
29,449
30,184
32,091*
30,376
Ireland
2,299
2,360
2,112
2,406
1,720
1,219
1,134
France
6,942*
6,016*
6,082*
3,183*
2,803*
2,560*
2,063
Brazil
10,977
9,387
4,188
4,230
2,294
2,066
1,854
plc
49,001*
38,851*
41,573*
39,267*
36,997*
37,936*
35,426
2018
2019
2020
2021
2022
2023
2024
Total Scope 1 and 2 (market-based) carbon
intensity ratio
Great Britain
21.59
15.25
20.26
19.36
19.43
20.12
18.55
Ireland
9.04
8.89
8.95
10.07
6.72
5.19
5.02
France
23.34
21.69
24.67
32.21
31.34
31.87
28.02
Brazil
43.04
37.27
15.48
12.90
6.58
6.37
5.07
plc
22.90
17.85
18.95
17.96
16.46
16.98
15.39
2018
2019
2020
2021
2022
2023
2024
Water
Manufacturing water withdrawn (thousand m3)
4,582
4,746
4,404
4,473
4,484
4,571
4,455
Manufacturing water intensity ratio (m3/tonne production)
2.14
2.18
2.01
2.05
1.99
2.05
1.94 †
Manufacturing water effluent (thousand m3)
2,112
2,205
1,700
1,708
1,766
1,827
1,784
Manufacturing water effluent (m3/tonne production)
0.99
1.01
0.77
0.78
0.79
0.82
0.77
Waste
% of manufacturing waste sent to landfill
1%
1%
0%
0%
0%
0%
0% †
% of manufacturing waste recycled/reused
44%
44%
38%
31%
35%
41%
42%
2018/19
2019/20
2020/21
2021/22
2022/23
2023/24
Outside of Scopes 1 and 2
MWh
MWh
MWh
MWh
MWh
MWh
Biomass – wood chip
48,752
77,380
81,503
92,176
103,705
90,312
Biomass – wood logs
—
—
10,566
16,812
19,621
21,979
Total biomass
48,752
77,380
92,069
108,988
123,326
112,291
66
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Task Force on Climate-related Financial Disclosures (TCFD) continued
2024 Streamlined Energy and Carbon Reporting
(SECR) continued
10. Scope 1, Scope 2 and, if appropriate, Scope
3 greenhouse gas (GHG) emissions, and the
related risks
We estimate that our Scope 3 emissions represent over 90% of
our total carbon footprint. We report those Scope 3 emissions
that are easily measurable including business travel and the
electricity used during refrigeration at our customers’ sites. See
our Streamlined Energy and Carbon Reporting (pages 64–67).
We continue to work with our suppliers to increase the accuracy
of other Scope 3 categories, particularly category 1 (purchased
goods and services). We estimate that packaging and ingredients
account for over half of our total carbon footprint.
Water stress
2025 Risk Target:
• 20% reduction in water ratio
by 2025 vs 2020 baseline
Current performance:
1.94
Sustainable
procurement
2025 Opportunity Target:
• 100% sustainably sourced sugar
Current performance:
69%
• 100% priority tier one suppliers
signed up to EcoVadis
Current performance:
93%
Energy and carbon pricing
in the value chain
2025 Risk Target:
• Reduce Scopes 1 and 2 by 50%
by 2025, Scope 3 by 35% by 2025
(vs 2017) and net zero across all
scopes by 2050
Current performance:
(35.4)%
Decarbonising
manufacturing
2025 Opportunity Target:
• Reduce Scope 1 and 2 market-
based emissions by 50% by
2025 and net zero across all
scopes by 2050
Current performance:
(35.4)%
Consumer and
customer preferences
2025 Risk Target:
• All bottles in Great Britain and
Ireland to be made from 50%
rPET or sustainably sourced PET
Current performance:
29%
Building local favourite
and global premium brands
2025 Opportunity Target:
• All bottles in Great Britain and
Ireland to be made from 50%
rPET or sustainably sourced PET
Current performance:
29%
• <30 calories per 250ml serving
Current performance:
20.76
Risks
Opportunities
11. Targets used to manage climate-related risks, opportunities and performance
67
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
A confident
financial
performance
Overview
The Company has delivered a strong financial performance this
year across our key metrics. Volume increased 3.1% and positive
price strong price/mix growth delivered Average Realised Price
(ARP) growth of 6.2%. Consequently, Group revenue increased
9.5% (statutory +8.6%) year on year.
We delivered our highest ever adjusted EBIT on record,
increasing by 15.2% (actual exchange rate +14.9%)
to £250.9 million at an adjusted EBIT margin of
13.2% (2023:12.5%). Adjusted Earnings Per Share (EPS)
increased 13.9% year on year, reflecting the growth in adjusted
EBIT and the reduction of the number of shares in issuance
due to the share buyback programme, which was suspended
following the announcement of the proposed acquisition
of Britvic by Carlsberg Group. Basic EPS for the period was
50.8 pence, an increase of 5.2% on last year, while diluted
EPS for the period was 50.2 pence, an increase of 4.8%
on the same period last year. This was primarily due to the
impact of non‑cash adjusting items.
Chief Financial Officer’s review
Britvic Annual Report and Accounts 2024
68
Financial statements
Additional information
Corporate governance
Strategic report
Overview continued
Statutory profit after tax increased 1.8% from £124.0 million to £125.8 million. Adjusting items
totalled £48.0 million, of which £46.9 million are EBIT-related (year ended 30 September 2023:
£36.9 million). Costs this year include an impairment on the Norwich site, which closed in 2019,
and costs related to the acquisition of Britvic by Carlsberg.
Our cash performance remained robust, with a free cash flow of £85.5 million, driven by a continued
focus on cash management and the impact of an additional payment run in 2024. Consequently, our
adjusted net debt/EBITDA ratio remained broadly flat at 1.98x. During the year, we acquired Extra
Power for cash consideration and returned cash to shareholders through the dividend and share
buyback programme. Subject to the proposed takeover by the Carlsberg Group being successfully
completed, shareholders would receive a special dividend payment of 25p per Britvic share, which is
expected to be paid to shareholders within 14 days of the effective date. The Board has decided not
to declare the normal final dividend as Carlsberg reserves the right to decrease the acquisition price
for any dividend declared, made, paid or that becomes payable by Britvic on or prior to the effective
date (other than the special dividend).
Below is a summary of the segmental performance and explanatory notes related to items including
taxation, interest and free cash flow generation.
Great Britain
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
% change
actual
exchange rate
Volume (million litres)
1,781.9
1,750.2
1.8%
Average Realised Price (ARP) per litre
72.3p
67.9p
6.5%
Revenue
1,288.7
1,187.7
8.5%
Brand contribution
541.2
479.6
12.8%
Brand contribution margin
42.0%
40.4%
160bps
In Great Britain, revenue increased by 8.5%, with ARP growth of 6.5% and volume growth of 1.8%, an
impressive performance against the backdrop of another summer of poor weather. The ARP growth
was driven through a combination of improved mix, price realisation and optimising promotional
activity. Consequently, brand contribution increased 12.8% and brand contribution margin increased
160bps to 42.0%.
Both our owned-brand and PepsiCo portfolios were in growth. Pepsi, led by MAX, and Tango were
the major growth drivers, with revenue increasing 7.5% and 11.1% respectively. J2O, Fruit Shoot and
Lipton also enjoyed strong growth. Robinsons was in modest growth, across both the squash and
ready to drink ranges, reflecting the impact on the squash category from the poor summer weather.
We continued to leverage the strength of the Britvic operating model to deliver the potential of new
growth spaces. Plenish revenue increased 101.6% and packaged Aqua Libra increased 109.5%,
benefiting from our innovation capability, distribution model and strong customer relationships.
London Essence revenue increased an impressive 37.6%. This year also included the first full
year benefit of Jimmy’s, which was acquired in July 2023, giving us immediate access to the
Iced Coffee category.
Chief Financial Officer’s review continued
Brazil
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
% change
actual
exchange rate
Adjusted
% change
constant
exchange rate
Volume (million litres)
355.0
296.5
19.7%
19.7%
Average Realised Price (ARP) per litre
56.5p
52.7p
7.2%
13.0%
Revenue
200.5
156.2
28.4%
35.3%
Brand contribution
61.2
36.2
69.1%
77.9%
Brand contribution margin
30.5%
23.2%
730bps
730bps
In Brazil, revenue increased 35.3%, on a constant currency basis, with volume +19.7%. Brazil benefited
from strong growth in the existing portfolio, with organic revenue increasing 20.9% as well as the
first-year benefit of the Extra Power brand, which was acquired in October 2023. Revenue growth
was achieved across the portfolio, with concentrates up 12.0%, Fruit Shoot up 32.4% and RTD juices
up 24.3%. Extra Power was a major contributor to growth, with revenue up 32% compared to the
previous year when it was under different ownership. The combination of positive price/mix and
a targeted regional commercial approach has resulted in a strong brand contribution performance
and a significant increase in brand contribution margin to 30.5%.
Other International
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
% change
actual
exchange rate
Adjusted
% change
constant
exchange rate
Volume (million litres)
402.1
416.5
(3.4)%
(3.4)%
Average Realised Price (ARP) per litre
101.9p
97.2p
4.8%
6.5%
Revenue
409.8
404.7
1.3%
2.8%
Brand contribution
110.6
99.6
11.0%
12.6%
Brand contribution margin
27.0%
24.6%
240bps
240bps
Note: Other International consists of France, Ireland, and other international markets. Volumes and ARP include own-brand soft
drinks sales and third-party product sales included within total revenue and brand contribution. Concentrate sales are included in
both revenue and ARP but do not have any associated volume.
In other international the combined markets volume declined 3.4%, with strong price/mix ARP growth
of 6.5% resulting in revenue growth of 2.8%. In Ireland, revenue increased 7.8%. The implementation
of the DRS was expected to have an adverse impact on volume as the trade and consumers get
used to the concept of returning bottles and cans for a nominal deposit. Consequently, Ireland saw a
modest volume decline of 1.8%, with volume returning to growth in the final quarter. Scale brands in
revenue growth were Pepsi up 15.4%, 7UP up 6.1%, MiWadi up 12.5% and Ballygowan up 27.3%.
In France, volumes in the year went down compared to last year. While branded volumes improved in
the second half of the year, total volume declined as we took a strategic decision to exit private label
contracts, and we faced stiff competition in the juice category. While volume was down, revenue
was slightly up on last year at 0.1%. Branded syrups and Fruit Shoot revenue growth was offset by
the decline in private label syrups and Pressade, our organic juice brand. Other International brand
contribution increased 12.6% and brand contribution margin increased 240bps to 27.0%.
69
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Chief Financial Officer’s review continued
Overview continued
Fixed costs – pre-adjusting items
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
% change
actual
exchange rate
% change
like for like
at constant
exchange rate
Non-brand A&P
(18.0)
(11.8)
(52.5)%
(52.5)%
Fixed supply chain
(170.6)
(145.5)
(17.3)%
(18.2)%
Selling costs
(105.0)
(96.7)
(8.6)%
(9.4)%
Overheads and other
(168.5)
(143.0)
(17.8)%
(18.5)%
Total
(462.1)
(397.0)
(16.4)%
(17.2)%
Total A&P investment
(87.2)
(67.0)
A&P as a % of own brand revenue
4.6%
3.8%
Overall, our fixed cost base increased 17.2% on a constant currency basis, due to inflationary
pressure and investment in our future growth drivers. Total A&P was £20.2 million higher year on
year, an increase of 30.9%, as we continued to increase investment in our brands. Fixed supply chain
investment during the period included increased production capacity, adding a new can line in Great
Britain and additional capacity in Brazil. The additional capacity in Great Britain enabled savings in
third-party co-packing costs.
Selling costs increased as we invested in additional field sales resource to support our channel
growth strategy. Overheads and other costs increased as we invested in our people costs, reflecting
investment in both additional resources and reward, to retain and recruit the best talent. We adopted
a tiered approach to salary increases, ensuring that those on lower salaries received a higher
percentage increase, in recognition of the increased costs of living.
Interest
The net finance charge for the year ended 30 September 2024 is £30.8 million, compared with
£24.7 million in the comparative year, primarily due to higher cost of borrowing on floating rate debt.
Adjusting items – pre-tax
In the year, the Group incurred, and has separately disclosed, a net charge of £48.0 million of pre-tax
adjusting items, of which £46.9 million was EBIT-related (2023: £36.9 million). Adjusting items comprise:
EBIT-related
• Strategic restructuring and M&A costs of £6.7 million including Group organisational
transformation costs and M&A costs in relation to the acquisition in Brazil
• Ballygowan trademark impairment reversal credit of £3.6 million
• Impairment and running costs of the Norwich site of £8.4 million
• £3.0 million in relation to costs for the setup of the DRS in Ireland
• £21.3 million of costs related to the proposed Carlsberg transaction, and
• Acquisition-related amortisation of £11.1 million
Interest-related
• £1.1 million of interest in relation to consideration payable for the acquisition in Brazil.
Taxation
The adjusted tax charge was £49.0 million (2023: £38.5 million), which equates to an effective
tax rate of 23.3% (2023: 20.6%). The adjusted tax charge increased from the prior year primarily
due to the increase in profits and an increase in the applicable tax rate in the UK from 22% to 25%.
The statutory net tax charge was £47.4 million (2023: £32.8 million), which equates to an effective
tax rate of 27.4% (2023: 20.9%). The statutory effective tax rate is higher than the adjusted effective
tax rate as certain expenses included within adjusting items, primarily related to the Carlsberg
transaction, are non-deductible tax expenses.
Earnings per share (EPS)
Adjusted basic EPS for the year was 69.5p, an increase of 13.9% on the prior year, due to higher
operating profits and the impact of a lower number of shares in issue following the share buyback.
Basic EPS for the period was 50.8 pence, an increase of 5.2% on last year, while diluted EPS for the
period was 50.2 pence, an increase of 4.8% on the same period last year. This was due to the impact
of adjusting items, which were primarily non-cash.
Dividends
Subject to the proposed takeover by the Carlsberg Group being successfully completed, shareholders
would receive a special dividend payment of 25p per Britvic share, which is expected to be paid to
shareholders within 14 days of the effective date. The Board has decided not to declare the normal
final dividend as Carlsberg reserves the right to decrease the acquisition price for any dividend
declared, made, paid or that becomes payable by Britvic on or prior to the effective date (other than
the special dividend). The special dividend combined with the interim dividend paid in July 2024
represents a total value of £85.5 million, or 34.5 pence per share.
Share buyback programme
In May 2023, the Company commenced a share buyback programme to repurchase ordinary shares
with a market value of up to £75.0 million. The purpose of the programme was to reduce share
capital and, accordingly, the shares repurchased were subsequently cancelled. During the year
ended 30 September 2024, the Company completed this share buyback programme.
In May 2024, the Board approved a share buyback programme for a further £75.0m, to be executed
over the period to 28 February 2025. This programme was suspended following the acquisition offer
from the Carlsberg Group announced on 21 June 2024. The Board will evaluate recommencement
of the programme should the circumstances change.
Excluding transaction costs, the Company has returned £43.1 million to shareholders via the
buyback programmes during the year ended 30 September 2024.
Free cash flow
Free cash flow (defined as cash generated from operating activities, plus proceeds from sale of
property, plant and equipment, less capital expenditure, interest and repayment of lease liabilities)
was an inflow of £85.5 million, compared with £129.8 million in the previous year, with the impact
of an additional payment being absorbed into the cash flow this year.
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Chief Financial Officer’s review continued
Free cash flow continued
Net cash flow from operating activities was £190.9 million,
compared to £238.4 million in the previous year. There was a
working capital outflow of £80.9 million (2023: £16.6 million
outflow), comprising an outflow from increases in inventory of
£5.0 million (2023: £37.8 million outflow) and an inflow from
increase in provisions of £0.2 million (2023: £0.9 million outflow),
offset by an outflow from decreases in trade and other payables
of £64.1 million (2023: £5.8 million inflow) and an outflow
from increases in trade and other receivables of £12.0 million
(2023: £16.3 million inflow).
Net income taxes paid in the year were £34.5 million (12 months
ended 30 September 2023: £21.9 million). Cash capital
expenditure was £68.6 million (2023: £76.6 million).
Impairment testing
Impairment reviews of goodwill and intangible assets with
indefinite lives are undertaken by management annually.
Recoverable amounts are calculated in line with accounting
standards at the higher of value in use and fair value. An
impairment loss from prior years of £3.6 million was fully
reversed on the Ballygowan brand in Britvic Ireland as a result of
strong performance in year and the projected performance of
Ballygowan’s Hint of Fruit range in the flavoured water category.
Otherwise, during the current year there has been no impairment
to goodwill or intangible assets with indefinite lives. Further
details will be provided in the Annual Report and Accounts.
Treasury management
The financial risks faced by the Group are identified and managed
by a central treasury department, whose activities are carried out
in accordance with Board approved policies and subject to regular
Audit and Treasury Committee reviews. The department does
not operate as a profit centre and no transaction is entered into
for trading or speculative purposes. Key financial risks managed
by the treasury department include exposures to movements in
interest rates, foreign exchange rates and commodities, while
managing the Group’s debt and liquidity profile. The Group uses
financial instruments to hedge against raw materials, interest rate
and foreign currency exposures.
On 30 September 2024, the Group had £1,039.9 million of
committed debt facilities, consisting of a £400.0 million bank
facility of which £8.3 million was drawn, and a series of private
placement notes, with maturities between February 2025 and
May 2035. A one-year extension to the maturity of the Group’s
£400.0 million bank facility was approved by six of the seven
lenders in February 2022, extending the maturity of £366.7 million
of this facility to February 2027. The remaining £33.3 million will
mature in February 2025. The next maturity for the Company’s
private placement notes is in February 2025, when notes with
outstanding principal amounts of £35.0 million will be due
for repayment.
On 30 September 2024, the Group’s adjusted net debt, including
the impact of cross currency swaps hedging the private
placement notes, was £607.1 million, which compares with
£538.1 million at 30 September 2023. Adjusted net debt to
EBITDA leverage at 30 September 2024 was 1.98x, broadly
maintaining the same level as at 30 September 2023.
The Group uses derivative financial instruments to hedge its
exposure to movements in interest rates, foreign exchange rates
and commodity prices. At 30 September 2024, the Group’s
balance sheet included derivatives with a net fair value of
£5.1 million (2023: £24.8 million), comprising cross currency
swaps of £10.0 million (2023: £22.3 million), interest rate swaps
of £0.8 million (2023: £2.4 million), forward currency contract
liabilities of £4.1 million (2023: £0.2 million assets), commodity
swaps liabilities of £0.1 million (2023: £0.1 million) and a solar
power purchase agreement liability of £1.5 million (2023: £nil).
The decrease in fair value compared to 30 September 2023 is
driven by settlements during the year and fair value decreases
linked to the appreciation of sterling against the dollar
and the euro.
Acquisitions and disposals
At the start of the financial year, the Group completed an
acquisition in Brazil, which includes the Extra Power and Flying
Horse energy drink brands, juice brand Juxx and acai smoothie
brand Amazoo. The consideration for the acquisition comprised
initial cash consideration of £24.1 million (net of derivatives hedging
the acquisition) and deferred and contingent consideration as set
out further in note 12 to the financial statements.
In June 2024, Britvic terminated the existing contract for the sale
of the Norwich production site. Management remains committed
to the sale of the site and have an active programme to locate a
buyer. The assets remain classified as held for sale but have been
revalued downwards to reflect latest market conditions, resulting
in an expense of £7.7 million for the year presented within
adjusting items.
Pensions
At 30 September 2024, the Group recognised IAS 19 defined
benefit pension surpluses in Great Britain and Ireland totalling
£68.3 million and an IAS 19 pension deficit in France of £1.6 million
(30 September 2023: pension surpluses in Great Britain, Ireland
and Northern Ireland totalling £74.0 million and a pension deficit
in France of £1.4 million). In aggregate, the net pension assets
and liabilities decreased by £5.9 million, comprising a net
remeasurement loss of £14.4 million and a translation loss
of £0.3 million recognised in other comprehensive income,
partially offset by an asset increase from employer contributions
of £5.8 million and net income recognised in profit and loss of
£3.0 million. The net remeasurement loss includes £9.1 million
on the Great Britain scheme and £6.3 million on the Northern
Ireland scheme.
The net income for the defined benefit schemes recognised in
the income statement for the year ended 30 September 2024
was £3.0 million (2023: net expense of £15.2 million). In the prior
year, the Group recognised a £20.5 million past service cost for
the Great Britain scheme, presented within adjusting items, which
arose following an amendment to the scheme rules in relation
to pension increases. There is no equivalent past service cost
recognised in the current year.
Contributions are ordinarily paid into the defined benefit section of
the Great Britain plan as determined by the trustee, agreed by the
Company and certified by an independent actuary in the schedule
of contributions. No deficit funding payments were paid during
the year except for the £5.0 million pension funding partnership
payment which will continue annually until 2025.
Rebecca Napier
Chief Financial Officer
19 November 2024
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Throughout the past year, we have been
working to further develop our risk
management processes across all levels
of the organisation. This has helped to
promote an effective and consistent
approach to identifying and responding
to the key risks and opportunities
impacting our projects, functions,
and sites.”
Rebecca Napier
Chief Financial Officer
Risk management
Overview
As with any business, we face risks and uncertainties especially
as we look to grow our business in Great Britain and around the
world. Effective risk management helps support the successful
delivery of our strategic objectives. We have an established risk
management framework to identify, assess, respond to and
monitor the risks we face as a business and help deliver a balance
between risk and opportunity.
Our focus
Throughout the year, we have monitored and re-assessed our
principal risks with risk owners, by considering the impact of
emerging risks and the implementation of risk mitigation plans
where required. Although there have been no material changes to
the assessment of our principal risks in the past 12 months, we
have continued to monitor changes to these risks and looked to
implement enhancements to our control environment throughout
the year. These have been covered on pages 75–80.
Risk appetite
The UK Corporate Governance Code requires companies to determine
their risk appetite. This is the amount of risk that Britvic is willing to
accept in order to achieve its strategic and operational objectives.
We have a clear and understandable scale for risk appetite which we
have embedded both across our principal risks and wider enterprise
risk management. A principal risk is one that can seriously affect the
performance or reputation of the Company. These are aligned to the
Company’s strategic goals and priorities.
The risk appetite across our principal risks has been determined
and reviewed by the Executive team and approved by the Board,
and where necessary we formally adjust as part of the formal
review of the principal risks. We use risk appetite to inform the risk
conversation and decision making process across the Company,
and to validate the completeness of mitigating activities required
to effectively manage our risks to an acceptable level.
We have continued to drive the continuous improvement of the
risk management process throughout operational, functional and
business unit levels, by leveraging technology, tailoring training
and support from the Group Risk team, partnering with external
specialists in order to continue to drive rigour and unlock value
across the organisation.
Risk management plays an
important role in everything
we do at Britvic and its objective
is to add maximum sustainable
value to all the activities
of the organisation.
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Risk culture
The Board sets the risk culture for the business through the risk
framework detailed on page 74, and meets throughout the year
to discuss the progress made on our principal risks. Each of the
principal risks are owned by members of the Executive team, who
are responsible for the monitoring and oversight of the principal
risks on an ongoing basis with the appropriate individuals across
the business. We have encouraged regular conversations to
discuss issues and resource decisions, not limited to the formal
discussion of principal risks with the Executive Committee
and Board.
The principal risks are reviewed by the Executive team, which
considers changes to the risk appetite or risk environment and
challenges the adequacy of our risk response activity. This senior
involvement ensures that the importance of risk management
flows throughout Britvic with business units, Group functions,
and project teams all engaged in risk management – for example,
through management review, budget sessions or project risk
assessments. The Group Risk team helps to facilitate the Britvic
risk management process and to ensure that it is consistently
applied throughout the organisation, providing both challenge
and support to management teams.
Risk management
The risk management framework incorporates both a top-down
approach to identify the Company’s principal risks and a bottom-up
approach to identify operational risks. The Executive team is
responsible for identifying, assessing, managing and monitoring
the principal risks. The Board is accountable for the overall risk
management process and determining the effectiveness of the
Executive team’s risk management.
All business units and functions are responsible for identifying
and assessing their risks and opportunities – both current and
emerging – and measuring them against the defined criteria
to consider the likelihood of them occurring and the potential
impact to the Group. This review takes place on a regular basis
to consider changes to the risk environment, the strength and
effectiveness of the controls in place and the status of the
mitigating actions.
The framework promotes a dynamic approach to ensure that risk
management is embedded across all business activities.
Risk management continued
Supply chain
As production volumes continue to increase, we are investing
to build capacity and capability across the supply chain.
A number of significant programmes have now been
completed during the year, including the commissioning
of new production lines at our Rugby and Beckton sites,
and a major infrastructure upgrade at the national
distribution centre.
This additional capacity has allowed us to focus on
developing our future growth plans.
Although operational pressures remain across the wider
value chain – such as the risk of availability and price
fluctuations for some agricultural commodities – we
consider that the overall supply chain risk remains
unchanged since last year.
Technology and information security
The external cyber risk environment continues to be very
dynamic, with technological advancements of generative
artificial intelligence bringing new risks as well as opportunities.
We have continued to invest in enhancing our controls and
improving our processes across technology. This includes
implementing a cross-functional governance committee to
review and approve the deployment of generative artificial
intelligence solutions.
While the external risk environment continues to evolve
with emerging risks, it is deemed that the residual risk is
unchanged since last year as a result of the improvements
made to the control environment.
Case study
Emerging risks
Our risk processes continually monitor and assess emerging
risks which may impact the organisation. The top-down and
bottom-up risk discussions throughout the business seek to
identify changes across the risk environment. The Group Risk
team conducts ongoing horizon scanning – with input from both
internal and external sources – to identify new or developing risks
to be reviewed and discussed with management. The Executive
team and Board formally review emerging risks, considering
the outputs of the risk management processes and the horizon
scanning exercise.
This year, the review considered a number of emerging risks
facing the organisation, largely driven by developments in
the external environment. Increased geopolitical uncertainty
and volatility continues to pose a threat to the stability of the
economic environment. The implementation of the EU directive
for a minimum 30% rPET content in plastic bottles from January
2025 is likely to have an impact on our operations and supply
chain. Similarly, the costs involved to transition to a net zero
economy and to mitigate the impacts of climate change represent
a significant challenge across our business.
The output of the review identified a number of emerging risks,
which continue to be appropriately monitored by the relevant risk
owners across the organisation. The assessment did not identify
the requirement to add or significantly change any of the existing
set of principal risks.
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Board
• Reviewing and approving principal risk
assessments and output
• Approving the risk appetite
Audit Committee
• Providing oversight of the risk
management framework and key activities
• Monitoring and investigation of key
control failures
• Auditing of principal risks integrated as
part of internal audit planning
Executive Committee
• Monitoring and oversight of changes in
principal and emerging risks
• Implementation of proportionate and
effective controls to mitigate the risk
• Responsible for the implementation
of the risk management framework
including drafting of the risk appetite
Operational management
• Responsible for the monitoring and
oversight of the bottom-up risk
assessment, identifying and monitoring
current and emerging risks, and
implementing mitigating actions
Risk management continued
Risk management framework
Risk management policy, standards and guidelines
Principal risks
Board, Audit Committee and Executive Committee
First line
Operational management
Second line
Compliance and support functions
Third line
Internal audit and external assurance
providers
Lines of defence
Top down
Group and strategic-
level risk:
• Identification
• Assessment
• Prioritisation
• Management
• Oversight
• Reporting
Includes the identification
and management of
emerging risks
Bottom up
Business unit and
operational-level risk:
• Identification
• Assessment
• Prioritisation
• Management
• Oversight
• Reporting
Includes the identification
and management of
emerging risks
Business unit operational risk and compliance committee
Business unit risks
Risk
appetite and
assessment
Monitoring
and auditing
Clear
governance
Policies
Standards
procedures
and guidance
Communications
and training
Investigations
and sanctions
Risk
Assurance
Controls
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Risk management continued
Principal risks and uncertainties
The table below sets out our principal risks, a summary description of the risk, the connection with our strategy, and a summary of key controls in place to mitigate the impact should a risk
come to fruition. This does not represent an exhaustive list of all the risks facing the organisation, nor are they set out in priority order. There will be additional risks not known to management,
or currently assessed to be less material, that may also have an adverse effect on the business.
1 Consumer preference: innovation
Link to strategic objective
1 2 3 4
Risk owner
Chief Marketing Officer
Residual risk trend
Risk description
Our portfolio over time becomes less relevant to consumers and
customers as we fail to adapt to changing needs or environment
and as such we lose market share and revenue.
Impact on the business
If our innovation fails to win and build scale in the marketplace
this could weaken existing brands and mean we miss out on
accessing new spaces, with impact on both our financials and our
reputation with customers and consumers.
Change during the year and residual risk
Flavouring billions of water occasions, is operating as a separate
workstream, focusing purely on innovation; innovating to scale
are key parts of our 2025 strategic plans.
We have continued to develop and build our innovation pipeline
with the launch of new products and flavours over the last 12
months, including Pepsi Electric, J2O Mocktail range and new
Tango flavours.
As consumer preferences continue to evolve and broaden, we
remain well positioned with a strong portfolio of trusted brands
and continue to invest in innovation and the capabilities of our
teams to unlock opportunities and deliver growth.
Risk mitigation
• Continuous assessment of consumer and customer trends
and insights to anticipate changes in preferences and adapt
our offering accordingly
• Well-established controls in place with gate process, external
competitor reviews, market tracking and trends assessments
• Acceleration of speed to market in a number of areas with
agile techniques to address a more volatile environment
• Increased participation in rapidly growing energy and iced
coffee categories with Extra Power and Jimmy’s Iced Coffee
1 Healthier People, Healthier Planet
2 Build local favourites and global
premium brands
3 Flavour billions of water occasions
4 Access new growth spaces
The residual risk score trend from the prior year for each principal risk is presented as follows:
Increased
No change
Decreased
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Risk management continued
Principal risks and uncertainties continued
2 Health concerns
Link to strategic objective
1 3 4
Risk owner
Chief Marketing Officer
Residual risk trend
Risk description
The continued focus on health and wellness, changing consumer
attitudes and the threat of increased regulation, may impact our
performance and the wider soft drinks category.
Impact on the business
The failure to respond positively to health concerns could result in
declining appetite for soft drinks, and/or our share of the category.
Change during the year and residual risk
The importance of health and wellbeing both for consumers and
customers has continued to evolve, with an increasing focus on
natural products and increased scrutiny around ultra-processed
ingredients such as artificial sweeteners. However, there remains
a high degree of polarisation with a significant proportion of
consumers who are focused on taste.
We have continued to expand and grow our portfolio of low
calorie, no calorie and clean label brands with Plenish, Aqua
Libra and Ballygowan all driving significant growth in the last
12 months.
Risk mitigation
• Playing an active role in health policy debate with key external
stakeholders, policymakers and non-governmental organisations
• Maintaining transparent stakeholder engagement and
lobbying to understand best practice and share intelligence
through our active membership of the Food and Drink
Federation and the British Soft Drinks Association
• Healthier People, Healthier Planet strategy to 2025 in place
includes public targets on calories per serve, which is
monitored and reported on across our markets
3 Retailer landscape and customer relationships
Link to strategic objective
1 2 3 4
Risk owner
Business Unit Managing Directors
Residual risk trend
Risk description
We may not be able to maintain strong relationships with our key
customers or respond to changes in both the route to market
(e.g. channel shift) and the retailer landscape (e.g. consolidation
or failure).
Impact on the business
Failure to mitigate this risk could lead to reduced margin and
returns from customers due to market pressures, pricing not
keeping pace with input inflation, and not keeping up with
consumer trends.
Change during the year and residual risk
While inflationary pressures have reduced, the retailer landscape
continues to be highly competitive across our markets.
We have continued to invest in the development of our
commercial systems and revenue growth management
capabilities across the organisation.
We remain well placed with strong and established commercial
relationships across our key customers, demonstrated by Britvic
being shortlisted for the Supplier of the Year at the 2024 Grocer
Gold Awards and winning Branded Supplier of the Year at the
Waitrose & Partners 2024 Supplier Conference.
Risk mitigation
• We operate across many different customer channels and
markets and continuously monitor customer performance
and trends
• Revenue growth management strategy in place, with investment
into capability and technology to support development
• We engage collaboratively with customers to develop joint
business plans and invest to drive mutual growth
• We have strong and established customer relationships and
contact strategy processes across each of our markets
1 Healthier People, Healthier Planet
2 Build local favourites and global
premium brands
3 Flavour billions of water occasions
4 Access new growth spaces
Increased
No change
Decreased
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Risk management continued
Principal risks and uncertainties continued
1 Healthier People, Healthier Planet
2 Build local favourites and global
premium brands
3 Flavour billions of water occasions
4 Access new growth spaces
Increased
No change
Decreased
4 Supply chain
Link to strategic objective
1 2 3 4
Risk owner
Business Unit Managing Directors
Residual risk trend
Risk description
Supplier failure, market shortage or an adverse event in our
supply chain impacts sourcing of our products and the cost of our
products is significantly affected by commodity price movements.
Impact on the business
Failure to supply required volumes and deliver acceptable
customer service levels could limit revenue growth (volume and
innovation) as well as increase the risk of adversely affecting
customer relationships.
Change during the year and residual risk
A number of major operational projects have reached completion
over the past year, creating greater capacity and capability to
support future growth.
Input cost inflation has eased in the past 12 months and we
continue to improve our internal controls and processes to
improve our material supply resilience and capability.
However, the risk of availability and price for agricultural
commodities – particularly orange juice – has increased
significantly due to the impact of climate trends and weather
events creating greater uncertainty of crop yields.
Risk mitigation
• Robust supplier strategy, selection, monitoring, and
management processes in place, and diversification of our
supplier base in key areas
• Enhancement of business continuity planning launched to
enhance the visibility of our key dependencies, our key threats,
and solution design
• Improvements to transform our procurement processes, from
forecasting, sourcing and buying, to supplier integration
• A commodity risk management policy in place, approved
by the Board, allowing for the use of standard commodity
derivatives to manage the commodity price risk
5 Sustainability and environment
Link to strategic objective
1 2 3 4
Risk owner
Chief Financial Officer
Residual risk trend
Risk description
Climate change, water scarcity, biodiversity loss, natural resource
depletion and environmental pollution all present risks to our
ability to source, manufacture and market our drinks.
Impact on the business
These risks could lead to a reduced availability and quality of
raw materials, which could result in price rises or interruptions
to supply. It could also mean increased regulation, for example,
extended producer responsibility and carbon pricing or a
reputational impact arising from the failure to adequately address
societal and stakeholder concerns.
Change during the year and residual risk
We have continued to develop our modelling of the key climate
risks and opportunities as part of TCFD and to embed risk
mitigation actions across our business operations.
An £8 million heat recovery system has been installed at our
Beckton site, reducing factory emissions by 1,200 tonnes
annually. The 10-year power purchase agreement on a 160-acre
solar farm in Northamptonshire has now been implemented,
providing clean energy to power 75% of our grid electricity in
Great Britain.
We have successfully navigated the introduction of the DRS
scheme in the Republic of Ireland, and are now looking ahead to
the expected launch across the UK in 2027.
Risk mitigation
• Externally certified management systems (e.g. ISO 14001)
in place to monitor and reduce the environmental
impact of our operations and ensure compliance with
environmental legislation
• Active senior engagement with key industry bodies (e.g. British
Soft Drinks Association) to influence the design of effective
and efficient packaging collection and recycling schemes
• For more on our approach and progress with our Healthier
Planet strategy see pages 44–51. Our TCFD disclosure can be
found on pages 52–67
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6 Market
Link to strategic objective
1 2 3 4
Risk owner
Business Unit Managing Directors
Residual risk trend
Risk description
Failure to develop and grow our business across our markets,
increasing market share and generating the fuel for growth due to
either our ability to achieve our plans or external market factors
(e.g. economic downturn).
Impact on the business
This may lead to adverse impact on our financial position and
future growth forecasts as we are not able to grow and invest in
the key drivers to support the delivery of our strategy.
Change during the year and residual risk
The macroeconomic conditions have continued to stabilise
to more typical conditions with grocery price inflation falling
throughout FY24 to its lowest levels since September 2021. The
business has traded positively over the last twelve months.
Our brands have demonstrated strong performance throughout
the year and continue to be highly visible in the marketplace,
with Pepsi having benefited from a global brand relaunch in
March 2024.
Risk mitigation
• Strategic and annual planning process in place for business
units and Group, including both reflection and re-appraisal of
market drivers of the strategic plan
• Regular management reviews to govern, monitor and
amend plans, bringing together market, competitor and
consumer insight
7 Quality of our products and the health and safety of our people
Link to strategic objective
1 2 3 4
Risk owner
Business Unit Managing Directors and General Counsel
Residual risk trend
Risk description
Faulty or contaminated product, either through malicious
contamination, human error or equipment failure, is supplied
to the market. Risk associated with the health and safety of our
employees, contractors and visitors.
Impact on the business
This could result in reputational, regulatory, and commercial
impact to our business as the quality of our products and
the health and safety of our employees is of the utmost
importance to us.
Change during the year and residual risk
The external environment is evolving, as the bodies governing
our quality certifications (AIB and FSSC) continue to raise
standards and increase the demands on manufacturing.
Similarly, we have continued to change our risk profile, as we
continue to reduce preservatives and sugar content in our
portfolio, further raising the importance of our processes
and controls.
We have strong employee engagement with programmes to
promote health and safety, food safety and quality awareness.
See page 35 for more information on our various initiatives to
promote employee health and safety during the year.
Risk mitigation
• Integrated quality, safety and environment (QSE) management
system (Integrity) has been rolled out across all territories.
This contains all QSE standards, site procedures and KPI
reporting functionality
• Group certification against FSSC 22000 has been maintained
across British, Irish and French production sites, while Brazil
also maintained quality certification against ISO 22000
• All Pepsi manufacturing sites are additionally audited by the
American Institute of Baking (AIB), and Beckton achieved our
highest food safety score of 925 from this year’s audit. The
Pepsi aspiration for bottlers in Europe is to achieve 900+ in AIB
audits, with a minimum score of 850
• Monthly zero harm forum in place for health and safety
executive managers to share standards, monitor performance
and share best practice
Risk management continued
Principal risks and uncertainties continued
1 Healthier People, Healthier Planet
2 Build local favourites and global
premium brands
3 Flavour billions of water occasions
4 Access new growth spaces
Increased
No change
Decreased
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Risk management continued
Principal risks and uncertainties continued
1 Healthier People, Healthier Planet
2 Build local favourites and global
premium brands
3 Flavour billions of water occasions
4 Access new growth spaces
Increased
No change
Decreased
8 Legal and regulatory
Link to strategic objective
1 2 3 4
Risk owner
General Counsel
Residual risk trend
Risk description
Non-compliance with local laws or regulations or breach of our
internal policies and standards.
Impact on the business
Failure to comply with such requirements could have a significant
impact on our reputation and/or incur financial penalties.
Change during the year and residual risk
The regulatory landscape continues to be increasingly complex
with a number of changes impacting the business, including
tethered caps and minimum rPET levels in Ireland and France,
stricter advertising restrictions for high sugar products in the
UK, and the continued impact of Brexit. There also continues to
be a growing trend of activism by various stakeholder groups in
relation to legal and regulatory breaches.
We have put in place an enhanced control framework – including
improved employee training and procedures across key areas
such as sustainability claims.
Risk mitigation
• In-house legal and regulatory function responsible for ensuring
compliance with all relevant legislation and regulations
• It works closely across the business and with external
stakeholders to ensure we have appropriate understanding
across all of our markets
• Regular compliance training in place throughout the year,
covering data protection, competition law, whistleblowing, and
anti-bribery and corruption
• Horizon scanning process supported by external firms to help
us to assess the impact of potential and incoming legislation
9 Technology and information security
Link to strategic objective
1 2 3 4
Risk owner
Chief Information & Transformation Officer
Residual risk trend
Risk description
Disruption to business due to loss or failure of systems
or exposure to loss of information or technology due to
cyber-attacks.
Impact on the business
Disruption to our IT systems could have a significant impact on
our sales, cash flows, and profits. Additionally, cyber security
breaches could lead to unauthorised access to, or loss of,
sensitive information.
Change during the year and residual risk
The external cyber risk environment continues to be dynamic,
with technological advancements of generative artificial
intelligence offering both new risks and opportunities to
the business.
We have continued to invest in the strengthening and improving
our control environment by enhancing organisational and
technical security measures across Information Technology and
Operational Technology improving employee awareness of cyber
security risks and investing in assurance across our key risks.
Risk mitigation
• Regular system and client security patching is in place,
including use of vulnerability scanning to identify security
weaknesses, out-of-date software or missing security patches
• External independent testing and assurance of key
security controls across Information Technology and
Operating Technology are conducted on a cyclical basis
across the Group
• Ongoing internal phishing campaigns are run and followed
up with training and guidance, including wider cyber security
training and awareness campaigns conducted
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Financial statements
Additional information
Corporate governance
Strategic report
Risk management continued
Principal risks and uncertainties continued
1 Healthier People, Healthier Planet
2 Build local favourites and global
premium brands
3 Flavour billions of water occasions
4 Access new growth spaces
Increased
No change
Decreased
10 Talent
Link to strategic objective
1 2 3 4
Risk owner
Chief People Officer
Residual risk trend
Risk description
The lack of correct skills and capability and/or workforce
resilience impact the business’ ability to deliver ambitious plans
for our long-term strategy.
Impact on the business
We rely on key individuals to contribute to the success of Britvic,
and we need our people to continue to develop and be fit for
the future.
Change during the year and residual risk
Our controls and behaviours have strengthened over the last
twelve months, with greater depth of capability and capacity
across both functional and operational site levels.
We have a maturing approach to talent and become more
strategic and less reactive in our recruitment, which has
resulted in both increased retention and improved employee
engagement levels.
The latest Heartbeat feedback survey was very positive, with our
employees demonstrating that they take pride in our products
and performance.
Risk mitigation
• Identification and retention of key talent through development
and reward mechanisms
• Regular employee surveys take place across the Company to
obtain employees feedback on a wide range of topics. This
leads to constructive actions at both a central and individual
team level
• Internal development programmes to build our talent pipeline.
These will support the building of succession health to
mitigate attrition risks
11 Treasury, tax and pension
Link to strategic objective
1 2 4
Risk owner
Chief Financial Officer
Residual risk trend
Risk description
Our business is exposed to a number of external financial risks
relating to our treasury, tax and pension functions.
Impact on the business
Changes to exchange rates and interest rates can have an
impact on business results and the cost of interest on our debt.
Additionally, the British and Irish businesses have defined benefit
pension plans which, while closed to new employees, are exposed
to movements in interest and inflation rates, values of assets and
increased life expectancy.
Change during the year and residual risk
The wider treasury risk environment has continued to improve
as interest rates and inflation have stabilised. We have
demonstrated that we can continue to access new financing,
which has improved our liquidity headroom to support growth.
The most recent pension valuation indicated that the defined
benefit scheme in Great Britain remains in a surplus funding
position. The investment strategy of the scheme maintains a
prudent and balanced profile.
Risk mitigation
• Monitoring of investment and funding strategies for the
pension fund. Quarterly updates provided on the funding
position to Trustees
• Board approved foreign exchange and interest rate hedging
policy to cover rolling 18-month period
• Strong relationship management with tax authorities in the
UK and accountancy firms (e.g. annual updates) and open
dialogue with tax authorities to seek non-statutory clearances
upfront where possible and ahead of inspections
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Financial statements
Additional information
Corporate governance
Strategic report
Viability statement
In accordance with the UK’s Corporate Governance Code,
the Directors assessed the viability of the Group, taking into
consideration its current financial position, our strategy and
business model, and the principal risks as set out in the Strategic
report – see pages 72—80 for further detail on how we manage
and control the principal risks. The Directors have determined
that a three-year period is an appropriate timeframe for the
assessment given the dynamic nature of the FMCG sector, and
is the same timeframe used for our strategic planning which is
updated annually. Beyond this, it becomes much more difficult
to accurately estimate growth and cost projections.
The starting point for the viability assessment is the latest budget
and the strategic and financial plan, which makes assumptions
relating to the economic climate across each of our markets, soft
drinks category growth, input cost inflation, and growth from the
Group’s value drivers. The most recent budget was updated and
signed off by the Board in September 2024.
The Board’s review includes consideration of the appropriateness
of the key assumptions and underlying risks and uncertainties
associated within the plan. The Group has a strong financing
position, including committed bank borrowing facilities of £400m,
of which £391.7m was undrawn at the end of September 2024. The
bank borrowing facility is maturing within the next three years, with
£33.3m maturing in February 2025 and the remaining £366.7m
maturing in February 2027. Britvic has a strong credit profile and
maintains good relationships with both existing and potential new
lenders and is highly confident that this facility could be refinanced
at a similar size on acceptable commercial terms – page 122
provides further detail on our financial position.
Our principal risks, by their nature, can also have a significant
impact on the delivery of the business’ strategic objectives. As a
result, our viability model takes into consideration how these risks
may be realised and the impact this may have on Britvic’s financial
resilience, including adherence to our existing debt covenant and
liquidity requirements. On their own, none of the principal risk
events would cause a significant challenge in the Group’s ability to
meet its debt covenant and liquidity requirements.
The baseline modelling for the viability assessment has utilised
a severe but plausible scenario model from the going concern
review, which incorporates a number of our principal risks
occurring during this three-year period. As a consequence, the
viability modelling starting point includes a significant level of
principal risk and uncertainty, including:
• Market risk: the severe but plausible modelling includes a
reduction in growth assumptions in financial year 2025 and a
continued impact thereafter in financial year 2026 and 2027,
which is considered to reflect the impact of the assessed risk.
This reflects the risk of a potential impact of an economic
recession caused by a geopolitical shock event
• Sustainability risk: the severe but plausible modelling includes
the potential consumer demand impact from the changing
climate conditions and adverse weather conditions during the
summer period
• Supply chain risk: the severe but plausible modelling includes
the potential for a significant inflationary increase on the cost
of goods and services, driven by a geopolitical shock event
The significantly moderated profit and cash delivery in the severe
but plausible modelling versus the Group’s strategic plan across
financial year 2026 and 2027 is also considered to capture an
appropriate level of impact from the following principal risks
and uncertainties:
• Retailer landscape and customer relationships risk
• Consumer preference and innovation risk
• Health concerns risk
• Talent risk
As a result, we have not mapped further separate risk events
to these principal risks.
For the remaining principal risks, we have identified those risk
events which have been assessed as plausible to occur within
the assessment time period. The table below summarises these
further separate risk events which have been included in the
viability assessment, in addition to those included in the severe
but plausible scenario baseline model.
Principal risk
Associated risk event in the viability model
Technology and
information security
Cyber-attack targeted at one of our
Great Britain supply chain sites
affecting production output for a period
up to two weeks.
Treasury, tax and
pension; legal and
regulatory
Regulatory fine imposed for breach.
Quality of our
products and the
health and safety of
our people
Food safety or product quality leading
to a product recall.
Combined scenarios
The highly unlikely event of the
combination of all of the above
scenarios occurring within the
12-month period.
As part of the analysis, the Directors considered the mitigating
actions available to the Group to protect against these downside
risk events, for example reducing advertising and promotional
spend or reducing capital investment. The Directors have
considered only controllable mitigating actions and no action
modelled would materially impact business delivery. The Group
has continued to demonstrate resilient performance, and the above
risk events do not consider the organisation’s production flexibility
within the supply chain, the partnerships with our suppliers and
customers, and the skills and experience of employees.
The Directors have considered the impact of completion of the
acquisition by Carlsberg UK Holdings Limited (Carlsberg), which
still remains subject to the satisfaction or waiver of the remaining
conditions set out in the Scheme Document, including, but not
limited to, certain regulatory approvals and the scheme receiving
sanction of the court. As detailed in the Going Concern note 3, the
Directors are confident that Carlsberg has the financing in place to
acquire and operate the Group after completion of the acquisition,
and the potential acquisition would not result in the loss of the
Group’s bottling arrangements with PepsiCo. On the basis of
this review, no risk events relating to the proposed acquisition by
Carlsberg have been included in the viability assessment.
The viability model combines the adverse impacts of several
unconnected risks to assess our resilience. These risk events
are then reviewed against the Group’s current and projected debt
and liquidity position. After considering the repayments of loan
notes falling due during the viability period with no new facilities
assumed, to assess if this would lead to a breach of our covenant
position. This assessment is made at the half year and year end
position, for each of the three years within the viability statement.
In addition, we have conducted two separate and stringent
reverse stress tests to identify the magnitude of revenue decline
and unmitigated cost inflation required before the Group breaches
its debt covenant. The required reduction was considered
extreme and implausible. Based on the results of this analysis,
the Directors have a reasonable expectation that the Group will
be able to continue in operation and meet its liabilities as they fall
due over the three-year period to September 2027.
The Strategic report was approved by the Board and signed on its
behalf by:
Simon Litherland
Chief Executive Officer
19 November 2024
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Corporate governance
Strategic report
Chair’s introduction to corporate governance
The Board’s recommendation to approve
the Carlsberg offer is testament to the
strong governance framework that we
have in place, which has enabled us to
deliver against our strategy and generate
value for shareholders, while promoting
the long-term success of the Company.”
Ian Durant
Non-Executive Chair
Dear Shareholder
Welcome to the Corporate governance report for
the year ended 30 September 2024. The report
sets out our governance framework, the Board’s
key activities during the year and our engagement
with stakeholders.
Board composition
This year has seen change at both Board and Executive level
with two Non-Executive Directors appointed, including a new
Remuneration Committee Chair. We have also welcomed a new
Chief Information and Transformation Officer and Managing
Director, Britvic Teisseire International to the Executive team.
Engagement with employees
The Board has continued to engage with employees during
the year through a variety of activities that allow all Directors
to have direct contact with employees in different settings.
These activities included a site visit to our Kylemore office and
factory in Ireland, a visit to our São Paulo office and one of our
Brazil factories, discussions and Q&As with employees at the
Employee Involvement Forum, as well as the Leadership Forum
and a breakfast event with UK-based members of the Executive
team and its direct reports. Further details of our employee
engagement approach can be found on page 92. Information
on how the Directors have fulfilled their duties to our other key
stakeholders under Section 172 of the Companies Act 2006 can
be found on pages 28-29.
Future outlook
On 8 July 2024, it was announced that the Board had reached
agreement with Carlsberg UK Holdings Limited, a wholly owned
subsidiary of Carlsberg A/S, on a recommended cash offer to
acquire the entire issued share capital of the Company. The
acquisition is currently expected to complete during the first
quarter of 2025 via a court-sanctioned scheme of arrangement,
subject to the receipt of various regulatory clearances.
Following the offer from Carlsberg, considerable time and
effort has been spent by the Board, whose response has
demonstrated that it operates proactively and cohesively during
pivotal moments.
Ian Durant
Non-Executive Chair
19 November 2024
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Corporate governance
Financial statements
Additional information
The UK Corporate Governance Code 2018: our compliance
Board site visits
In October 2023, the Board held a meeting at our Kylemore
office and manufacturing site in Ireland and took part in
a site tour and an employee engagement session. The
factory manufactures our iconic Irish brands MiWadi,
Club, TK Red, Cidona and Energise Sport and makes and
distributes Pepsi MAX, 7UP and Mountain Dew on behalf
of PepsiCo.
In January 2024, the CFO together with the General
Counsel and Company Secretary visited Brazil. The Chair
together with two of our Non-Executive Directors, William
Eccleshare and Emer Finnan, also visited Brazil in March
2024. On both trips, the Board members visited the São
Paulo office and met with employees and the Brazilian
leadership team to discuss strategy and performance.
They also visited Uberlândia to tour our Araguari factory
and undertook trade and market visits.
Case study
The Board is supportive of the standards set in the Code and is pleased to report that the
Company has applied the principles of and complied with all provisions set out in the Code
during the year under review, with the exception of provision 21 following the Board’s decision
to defer the annual Board evaluation (see page 94 for more details). A copy of the Code,
issued by the Financial Reporting Council, can be found at frc.org.uk.
This Corporate Governance Report, including the Nomination Committee, Audit Committee and Remuneration
Committee reports, explains how we have applied the principles and complied with the provisions of the Code.
1 Board leadership and company purpose
The Board in 2024 – how key activities support strategy
89 – 90
Risk management
72 – 80
Stakeholder engagement
24 – 27
2 Division of responsibilities
Our governance framework
88
Directors
95
How the Board operates
94
3 Composition, succession and evaluation
Succession planning and recruitment
97 – 98
Board and committee composition
96 – 97
Equity, diversity and inclusion
97
Review of Board effectiveness
94
4 Audit, risk and internal control
Internal audit
102
External audit
103
Internal control and risk management
102
Review of financial statements
100 – 101
5 Remuneration
Our remuneration principles
108
Remuneration Committee focus areas 2024
106
2025 Directors’ Remuneration Policy
108 – 110
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Additional information
Corporate governance
Strategic report
Board of Directors
As at 30 September 2024
The right skills to
deliver our strategy
Ian Durant
Non-Executive Chair
Ian was appointed as a Non-Executive
Director on 1 February 2023 and since June
2023 has been Non-Executive Chair and Chair
of the Nomination Committee.
Skills, competence and experience
Ian has a background in international finance
and commercial management, with
experience in the retail, property, hotels and
transport sectors. His executive career
included leadership roles with the retail
division of Hanson and Jardine Matheson,
Hongkong Land, Dairy Farm International,
Thistle Hotels and SeaContainers, and being
Finance Director of Liberty International.
Ian is an experienced Non-Executive Director
of UK-listed companies, having previously
served on the boards of Westbury, Home
Retail Group and Greene King. He was Chair
of Capital and Counties Properties plc between
2010 and 2018, and served as Chair of Greggs
plc and DFS plc. Ian is Non-Executive Chair of
Warren Partners Ltd, an employee-owned
recruitment firm.
Simon Litherland
Chief Executive Officer
Simon has been Chief Executive Officer since
February 2013, having joined Britvic in
September 2011 as Managing Director,
Great Britain.
Skills, competence and experience
Simon’s earlier career was with Diageo plc, a
global leader in alcoholic beverages. His last
role was Managing Director of Diageo Great
Britain, having previously run Diageo’s
businesses in South Africa, Ireland and
Central and Eastern Europe. Prior to this he
led various functions and held a variety of
international finance director roles in Diageo,
IDV and Grand Metropolitan.
Simon was the President of the Incorporated
Society of British Advertising from 2015
to 2017.
Simon was a Non-Executive Director at
Persimmon plc from 2017 to 2023.
Simon was born in Zimbabwe and qualified as
a Chartered Accountant with Deloitte in South
Africa having gained a business degree at the
University of Cape Town.
Rebecca Napier
Chief Financial Officer
Rebecca has served as Chief Financial Officer
(CFO) since September 2023, and also chairs
Britvic’s ESG Committee. She is responsible
for the finance, strategy, risk and internal
audit, procurement and corporate affairs
teams. She has primary responsibility for all
financial related activities including the
development of financial and operational
strategies, strategic planning, deal analysis
and negotiations, and investor relations.
Skills, competence and experience
Rebecca is an experienced finance leader,
having joined Britvic from British Airways
where she was CFO and an Executive Director
from 2019. In addition to her financial acumen,
Rebecca has a wealth of commercial,
regulatory and international experience. She
has driven successful business transformation
programmes and was instrumental in leading
British Airways through the global pandemic.
During Rebecca’s 17-year career at British
Airways she held a variety of finance roles, as
well as serving on the boards of the IAG Cargo
and IAG Loyalty businesses.
Rebecca is a Chartered Accountant, having
started her career with Deloitte. She has a
first-class honours degree in Management
Studies from the University of Leeds.
William Eccleshare
Senior Independent Director
William was appointed as a Non-Executive
Director in November 2017 and since April
2022 has been the Senior Independent
Director.
Skills, competence and experience
William has strong international experience
in business transformation, expansion,
marketing, branding, restructuring and digital
innovation. He has run the European divisions
of major advertising agencies WPP and Omnicom
and is a former partner of McKinsey & Co
where he led the firm’s European marketing
practice. William also served as a Non-Executive
Director of Hays plc from 2004 to 2014.
William was Chief Executive Officer of Clear
Channel Outdoor Holdings, Inc. from 2009.
He retired in December 2022 having led the
global out-of-home advertising business
through a major digital transformation.
William is also the Chair of the Design Council
and the Chair of TeamITG.
External public directorships
• Non-Executive Director and Senior
Independent Director of Centaur Media plc
and a member of the Remuneration, Audit
and Nomination Committees
N
A
N
R
Key:
A Audit Committee
N Nomination Committee
R Remuneration Committee
Committee Chair
Emer Finnan
Independent Non-Executive Director
Emer was appointed as a Non-Executive
Director in January 2022 and since May 2022
has been Chair of the Audit Committee.
Skills, competence and experience
Emer is a qualified accountant who has
worked both as an investment banker and as a
group CFO. She is currently President, Europe of
Kildare Partners, a private equity firm based in
London and Dublin, where she is responsible
for investment origination in Europe. After
qualifying as a Chartered Accountant with
KPMG, she worked in investment banking at
Citibank and ABN AMRO in London, and then
NCB Stockbrokers in Dublin. In 2005 she joined
EBS Building Society in Ireland, becoming its
Finance Director in early 2010. In 2012, Emer
rejoined NCB Stockbrokers to lead a financial
services team in Ireland. She joined Kildare
Partners in 2013.
Emer was a Non-Executive Director and Chair
of the Audit Committee at C&C Group plc from
2014 to 2023.
Emer holds a Bachelor of Commerce degree
from University College Dublin and is a Fellow
of the Institute of Chartered Accountants
in Ireland.
External public directorships
• Non-Executive Director of Glenveagh plc and
a member of the Audit, Remuneration and
Nomination Committees
A
N
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Strategic report
Corporate governance
Financial statements
Additional information
Board of Directors continued
As at 30 September 2024
Key:
A Audit Committee
N Nomination Committee
R Remuneration Committee
Committee Chair
Romeo Lacerda
Independent Non-Executive Director
Romeo was appointed as a Non-Executive
Director in March 2024.
Skills, competence and experience
Romeo is currently the Chief Executive Officer,
Americas for Inchcape, the automotive retail
and distribution business, based out of Santiago.
Romeo has many years of extensive
commercial experience in the FMCG sector,
having started his career at Unilever before
moving to Mondelez. He has led multi-country
businesses of scale across Europe, Latin
America, the Middle East and Africa. He has
extensive knowledge of commercial strategy,
brand building and experience running supply
chain as a general manager.
Romeo, who is a Brazilian national, has a
degree in Business Administration from the
Universidade Federal do Rio Grande do Sul
and an MBA from Universidade de São
Paulo-USP, Brazil.
Mollie Stoker
General Counsel and
Company Secretary
Mollie is the General Counsel and
Company Secretary and is responsible
for the legal and regulatory, company
secretarial, estates and quality, safety
and environment teams across Britvic.
Skills, competence and experience
Mollie joined Britvic in 2023 from Ocado
Group plc, where she was the Deputy
General Counsel responsible for its
legal team. Prior to Ocado, Mollie was
Group General Counsel and Company
Secretary of DWF Group plc (the largest
listed global law firm). Mollie also
previously worked for Suntory Beverage
and Food, where she was the Director
of Business Development for EMEA and
prior to that General Counsel of their
GB&I business unit.
Mollie trained and qualified at Slaughter
and May and spent a number of years
working in US law firms as a corporate
lawyer focusing on M&A and equity
capital markets.
Mollie holds an MA in Classics from
Cambridge University and postgraduate
diplomas in law and legal practice from
the University of Law.
Hounaïda Lasry
Independent Non-Executive Director
Hounaïda was appointed as a Non-Executive
Director in September 2022.
Skills, competence and experience
Hounaïda’s executive career was at Procter
and Gamble, where she held a series of local,
regional and global roles over a significant
tenure. She worked across several geographies
and consumer sectors, gaining multi-faceted
experience in marketing, operational and
corporate roles. Most recently she was Senior
Vice President, Skin & Personal Care, Europe,
India, Middle East and Africa. She also served
for five years on the non-profit Advisory Board
of the Geneva School of Economics and
Management at the University of Geneva.
In 2017 Hounaïda attended the Business and
Sustainability Executive Programme at the
University of Cambridge and was subsequently
tasked with driving ESG integration into plans
across the business.
Hounaïda, who was born in Morocco, has a
degree in Marketing and International Trade
from the École Supérieure de Commerce de
Chambéry and an MBA from Université Pierre
Mendès-France.
External public directorships
• Non-Executive Director of B&M European
Value Retail S.A., Chair of the Remuneration
Committee and a member of the
Nomination Committee
N
A
A
Georgina Harvey
Independent Non-Executive Director
Georgina was appointed as a Non-Executive
Director and Chair of the Remuneration
Committee in January 2024.
Skills, competence and experience
Georgina has many years of experience in
advertising and media and delivering
successful transformational change, having
been Managing Director, Regionals at Trinity
Mirror Group, Managing Director at Wallpaper
Group, and Managing Director at IPC Advertising.
After stepping down from her executive career
in newspapers, Georgina has built a successful
career as a Non-Executive Director, with a
particular focus on remuneration committee
chair roles, transferring her skills across a
wide range of sectors and situations.
As a senior board member, she currently serves
on two boards – Capita and M&C Saatchi –
and has previously served on the boards of
Superdry plc, McColl’s Retail Group plc, Big
Yellow Group plc and William Hill, all as Chair
of the Remuneration Committee.
External public directorships
• Non-Executive Director and Senior
Independent Director of Capita plc, Chair
of the Remuneration Committee and a
member of the ESG, Audit & Risk and
Nomination Committees
• Non-Executive Director of M&C Saatchi plc
and a member of the Remuneration, Audit
& Risk and Nomination Committees
R
N
R
N
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Financial statements
Additional information
Corporate governance
Strategic report
Group Executive team
As at 30 September 2024
Simon Litherland
Chief Executive Officer
See Simon’s biography on page 84
Rebecca Napier
Chief Financial Officer
See Rebecca’s biography on page 84
Mollie Stoker
General Counsel and Company
Secretary
See Mollie’s biography on page 85
Kevin Donnelly
Managing Director, Ireland
Kevin joined Britvic Ireland in September 2008
as Marketing Director and was appointed
Managing Director in June 2013. He has over
30 years’ experience in sales, marketing and
general management in FMCG companies,
including Unilever and Dairygold. He has been
a Non-Executive Director of Deposit & Return
Scheme Ireland (DRSI) since February 2022.
Kevin holds a first-class honours degree in
Marketing from Trinity College Dublin and a
postgraduate diploma in Digital Marketing.
Paul Graham
Managing Director, Great Britain
Paul joined Britvic in September 2012 and was
promoted to the role of Managing Director,
Great Britain, the following year. He has played
a pivotal role in business-shaping milestones,
including the acquisition of Plenish and Jimmy’s
Iced Coffee, the renewal of the PepsiCo
Exclusive Bottling Agreement and the supply
chain investment programme in Great Britain.
Prior to Britvic, he worked in commercial roles
at Mars Confectionery and United Biscuits,
where he developed his passion for FMCG.
Paul holds a degree in Management Sciences
from the University of Manchester.
Pedro Magalhães
Managing Director, Brazil
Pedro joined Brazilian drinks company Ebba in
2009, which became part of Britvic Brazil in
September 2015. Pedro became Managing
Director, Brazil, in 2021.
Prior to this, he was CFO of the Brazilian
business unit and Vice President of Finance
and Operations.
Pedro has more than a decade of experience
as an Investment Fund Manager within various
sectors in Northeast Brazil, including Casa
Forte Investments and Rio Bravo Investments.
Pedro studied Business Administration at the
Pernambuco University and gained an MBA
from FGV with an extension at the Harvard
Business School.
The right skills to
deliver our strategy
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Corporate governance
Financial statements
Additional information
Group Executive team continued
As at 30 September 2024
Elly Tomlins
Chief People Officer
Elly joined Britvic in February 2022 and is
responsible for the design and execution of
the people strategy for the Group, including
talent management, organisational change
and capability, equity, diversity and inclusion,
wellbeing and reward.
Elly has considerable expertise in developing
progressive talent strategies, delivering
innovative employee experiences, and building
and scaling culture transformation. She was
most recently VP Culture & People Strategy at
Tate & Lyle PLC and formerly the Group Talent
& Organisational Development Director and
HR Director for Group Functions at Whitbread
PLC. She also held a series of international
and global roles across talent, inclusion and
diversity and organisational change at
Thomson Reuters Corporation.
Before entering HR Elly was a Management
Consultant and holds an MA and MPhil in
Historical Studies from Cambridge University.
Cindy Tervoort
Chief Marketing Officer
Cindy is responsible for all aspects of global
brand strategy, marketing, digital and research
and development.
Cindy joined Britvic in 2023 from Heineken
Group, where she was Managing Director for
Beerwulf.com, the D2C e-commerce platform
of Heineken in Europe. Before this, she spent
four years as a Board Member of Heineken
UK, leading the marketing of all of its beer and
cider brands, as well as the Company’s digital
transformation, consumer media, innovation,
and category and trade marketing. Prior to
that Cindy gained deep FMCG knowledge in
various commercial leadership roles at
Unilever and PepsiCo.
Cindy holds a Master of Science in Economics
degree from the Vrije University in Amsterdam
and a Master of Food Management degree
from the Erasmus University in Rotterdam.
Remy Sharps
Managing Director, Britvic
Teisseire International
Remy joined the business in January 2024.
He has extensive knowledge and experience
of the French and international FMCG markets
and a proven track record for delivering significant
growth in his previous leadership roles.
He spent 10 years in the beverage
industry with the Carlsberg Group, working
across various sales roles before being
appointed Chairman and CEO of Kronenbourg
SAS, France’s leading brewer and subsidiary
of the Carlsberg Group. Prior to this role, he
acted as Chief Sales Officer for the Carlsberg
Group globally, working across some 80 markets
to transform sales and revenue growth,
especially in China and Western Europe, and
as Sales VP in France. Before Carlsberg, he
spent 20 years with Colgate-Palmolive in
various sales and marketing roles in France,
Switzerland and Spain.
Vanshikrishna Suvarna
Chief Information and
Transformation Officer
Vanshi joined Britvic in April 2024 and is
responsible for all aspects of technology, data,
analytics and cross-functional transformation
programmes. He has extensive knowledge
and experience of the FMCG industry and a
proven track record for delivering significant
technology related transformation
programmes in his previous roles.
Vanshi spent seven years in the beverage
industry with SABMiller & ABInbev, working
across various global and regional leadership
positions within IT and supply chain. Prior to
joining Britvic, as the Chief Information Officer
of a leading global construction business, he
had oversight of transformation programmes
including the successful launch of an
e-commerce channel for customers and the
implementation of a digital footprint in
manufacturing, supply chain and group
functions like HR, finance and procurement.
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Remuneration Committee
Responsible for setting the Remuneration Policy and individual
compensation for the Chair, Executive Directors and senior management to
ensure that it is in line with the long-term interests of the Group.
Audit Committee
Monitors the integrity of the Group’s external reporting and provides
oversight and governance of the Group’s internal controls, risk management
and the relationship with the external auditor.
Responsible for day to day operational management, the communication and implementation of strategic decisions, and administration matters. Identifies and reviews matters for recommendation to the Board and its Committees.
Nomination Committee
Responsible for Board appointments, succession planning and reviewing the
structure, size and composition of the Board, ensuring that there is a balance
of skills, knowledge, experience and diversity on the Board.
Non-Executive Chair
Ian Durant
The Chair leads the Board and is
responsible for the creation of the
conditions necessary for overall
Board and individual Director
effectiveness in directing the
Company.
The Chair acts as the Company’s
external representative, seeking
regular engagement with major
shareholders in order to
understand their views on
governance and performance
against the strategy.
Chief Financial Officer
Rebecca Napier
The CFO is responsible for the
finance, strategy, risk and internal
audit, procurement and corporate
affairs teams. She has primary
responsibility for all financial
related activities including the
development of financial and
operational strategies, strategic
planning, deal analysis and
negotiations, and investor
relations. She also chairs Britvic’s
ESG Committee.
Independent
Non‑Executive Directors
Emer Finnan, Georgina
Harvey, Romeo Lacerda,
Hounaïda Lasry
The Non-Executive Directors’ role is
to provide critical and constructive
challenge to the Executive Directors,
while scrutinising and holding their
performance to account against
agreed performance objectives.
They bring independent judgement
and oversight on issues of strategy,
performance and resources. In
addition, through the Board’s
committees, on matters such as
remuneration, risk management
systems, financial controls, financial
reporting, the appointment of
further Directors and sustainability.
Chief Executive Officer
Simon Litherland
The CEO is responsible for the day
to day management of the
business, developing the Group’s
strategic direction for
consideration and approval by the
Board and implementing the
agreed strategy. He is supported
by the other members of his
Executive team.
Senior Independent Director
William Eccleshare
The Senior Independent Director
works closely with the Chair,
acting as a sounding board and
providing support, and acting as
an intermediary for other Directors
as and when necessary.
He is available to shareholders and
other Non-Executive Directors to
address any concerns or issues
they feel have not been adequately
dealt with through the usual
channels of communication (i.e.
through the Chair, the CEO or the
CFO), or for which such contact is
inappropriate.
Company Secretary
and General Counsel
Mollie Stoker
All Directors have access to the
advice of the Company Secretary
and General Counsel. She is the
senior legal officer for the Group
and is responsible for advising the
Board on all governance matters
and ensuring that Board procedures
are followed. Support is also
provided to the Chair in ensuring
that the Directors receive accurate,
timely and clear information.
Our governance framework, board roles and responsibilities
2,367 shareholders as at 30 September 2024
Board
Committees
Executive team
CEO
Chief Information and Transformation Officer
Chief Marketing Officer
Chief People Officer
Managing Director, Ireland
Managing Director, Brazil
Managing Director, Great Britain
General Counsel and Company Secretary
CFO
Managing Director, Britvic Teisseire International
Executive Committees
ESG
Tax and Treasury
Equity, Diversity and Inclusion
Pensions
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The Board in 2024 – how key activities supported strategy
Strategy
The Board is focused on strategic matters and is responsible for assessing
the appropriateness of the strategy against the Company’s purpose,
vision and values, making adjustments over time as required. It has a
forward-looking agenda that considers economic, social, environmental
and regulatory issues and any other relevant external matters that may
influence or affect the Company’s achievement of its objectives.
Key activities
• Regular strategy updates for each market and business unit
including a two-day strategy meeting in March 2024 which included
discussions on the evolution of the strategy
• Frequent discussions on both organic and inorganic growth
• Market perspectives with corporate broker Morgan Stanley
• Detailed discussions about the offer from Carlsberg
• Monitoring performance of brands, including relative market
share, current performance, consumer behaviours, future strategy
and innovation
• Discussions on debt and refinancing considerations
• Presentation from the Chief Marketing Officer to discuss marketing
strategy and an update from the Commercial Director on innovation
brands focusing on London Essence
Decisions
• Approval of a recommended cash offer from Carlsberg to acquire the
entire issued share capital of the Company (see page 13 for further
information)
• Approval to enter into various agreements including a four-year
contract with a supplier of pallets in Great Britain and Ireland, a
five‑year agreement for the supply of aluminium cans to Great Britain,
a three-year deal for the supply of glass bottles to Great Britain and
Ireland, a three-year agreement for the supply of Plenish nut-based
products, a two-year co-packing agreement for the supply of Plenish
bottle products, a seven-year contract for transportation and
warehousing services in Ireland and a three-year agreement for the
supply of tinplate syrup cans in France
Financial performance
and monitoring
The Board evaluates and monitors current performance against
agreed targets and is responsible for approving annual plans and
budgets, major capital commitments, material acquisitions, results,
dividends and announcements, including the going concern and viability
statements. It ensures that the necessary financial resources, assets
and skills are in place for the Company to meet its objectives.
Key activities
• Presentations from the CFO on Group and business unit performance
for each period, including market data, budgets, outlook and cash flow
• Investor relations reports detailing market movements and trends
• In-depth presentations on individual business units and brand evaluations
Decisions
• Approval of the interim and full year results
• Approval of an increase of 15.9% for the interim dividend of 9.5 pence
(2023: 8.2 pence)
• Approval of new £75m share buyback programme and the
suspension of that programme in June 2024 following the
commencement of the offer period with respect to the acquisition
offer from Carlsberg
• Approval of annual budget and operating plans
• Approval to proceed with a US private placement issuance for
approximately £150m for tenors of 5 to 12 years
Internal controls and risk
management
The Board considers and sets the Company’s risk appetite for each of
its principal risks. It assesses principal and emerging risks, approves
changes to risk evaluations and reviews and considers mitigation
plans. The Board reviews and approves the overall approach to
risk management.
While the Board has ultimate responsibility for the Company’s internal
audit function, risk management and internal control systems, monitoring
of these is delegated to the Audit Committee (see page 102) and the Board
receives regular reports and recommendations from the Committee.
Key activities
• Presentations from the Director of Internal Audit and Risk to
consider changes to existing and emerging risks, risk appetite
across the principal risks and the effectiveness of approaches
to risk management
• Presentations from the Chief Information Officer covering
cyber security
• Inclusion of principal risk assessments in all relevant presentations
from management
Decisions
• Approval of the annual insurance programme
• Approval of changes to risk appetite and ratings of each principal risk
The Board’s role is to promote the sustainable success of the Company for the benefit of all stakeholders, generating value for shareholders and contributing to wider society. The Board is responsible
for setting the long-term business strategy and establishing our purpose, vision and values, which together underpin our culture – see pages 22—23 for information about our strategy.
1 Healthier People, Healthier Planet 2 Build local favourites and global premium brands 3 Flavour billions of water occasions 4 Access new growth spaces
Alignment to strategy
1 2 3 4
Alignment to strategy
2 4
Alignment to strategy
1 2 3 4
Key:
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Culture, leadership and people
The Board assesses and monitors culture, ensuring that policy, practices
and behaviours in the business are aligned with the Company’s purpose,
values and strategy. The Board reviews quality, health and safety
performance throughout the year, noting safety performance against
targets. It also reviews health and safety culture and key focus areas
going forward.
The Board is responsible for succession planning and the Remuneration
Policy for the Chair, Non-Executive Directors, Executive Directors and
Executive team, following advice and recommendations made by the
Nomination and Remuneration Committees.
The Board engages with the wider workforce using a number of
channels, including taking part in the Employee Involvement Forum.
The Board also ensures that provision is made for the workforce to raise
concerns in confidence.
Key activities
• Presentations from the Chief People Officer on culture and employee
engagement during the year, including equity, diversity and inclusion
measures, learning and development, career development, belonging
and wellbeing, noting performance, progress made and future steps
• Review of Healthier People performance against goals including
progress on diversity, equity and inclusion measures
• Detailed reports on quality, safety and environmental performance
twice during the year
• Extended discussions on executive succession, senior leadership
pipeline, talent and capability
• Visits to local sites and employee engagement activities
Decisions
• Appointment of two new Non-Executive Directors
• Appointment of the new Chief Information and Transformation
Officer and Managing Director, Britvic Teisseire International
Environmental and social
The Board evaluates and monitors non-financial performance
comprising environmental measures such as carbon footprint, water
usage, waste and packaging, and social measures such as community
programmes and the drive to offer healthier consumer choices.
The Board ensures that non-financial goals and progress are integrated
with all financial decisions and are considered as part of the strategy
and its implementation.
Key activities
• Presentations from the CFO included ESG metrics for employees
(accidents and diversity), consumers (complaints and calories per
250ml serve), carbon (direct and indirect emissions) and water (ratio
and projects)
• Presentations on the reset of the Healthier People, Healthier
Planet programme
• Updates relating to the Deposit Return Scheme in GB and Ireland
Decisions
• Approval to upgrade the condensers on the Rugby chilling system to
more energy efficient cooling towers. This will reduce the electricity
use at the site and gas burnt in the combined heat and power
engines, helping to reduce global carbon impact (circa 650 tCO2e and
£200,000 cost savings per year)
Governance
The Board acts fairly between shareholders and engages in appropriate
dialogue to obtain the views of investors as a whole. The Board reports
to shareholders in the form of an Annual Report and Accounts, quarterly
trading updates and full and half year results updates, as well as various
other statutory non-financial statements.
The Board considers the views of, and effects on, the Company’s key
stakeholders in Board discussions and decision making.
Key activities
• Anti-bribery and corruption refresher training and an update on the
new Economic Crime and Corporate Transparency Act 2023
• Briefings on governance related matters, including the publication
of the UK Corporate Governance Code 2024 and changes to the UK
Listing Rules
• Regular updates on governance, legal and regulatory matters
• Review of Board and Committee effectiveness and implementation
of its recommendations
• Meetings with key investors
Decisions
• Approval of the Modern Slavery Act Statement, the Gender Pay Gap
Report and annual disclosure of tax strategy
• Approval of the updated Statement of Authorities required for
decision making on financial and non-financial transactions
1 Healthier People, Healthier Planet 2 Build local favourites and global premium brands 3 Flavour billions of water occasions 4 Access new growth spaces
Alignment to strategy
1
Alignment to strategy
1
Alignment to strategy
1 2 4
Key:
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Stakeholder engagement
Shareholders
The Board’s main contact with existing and prospective institutional
shareholders is through the Director of Investor Relations. He is
responsible for all primary contact with shareholders, potential
investors and equities research professionals. The Board receives
reports on investor relations activity from him and the CFO at
each Board meeting, including comprehensive data from an
independent capital market advisory firm about the Company’s
major shareholders. Morgan Stanley gave a presentation to the
Board in March, providing market insight and how investors see
the Company.
The Director of Investor Relations and members of the Executive
team engage directly with investors throughout the year, including
one-to-one group meetings, as well as attending conferences
virtually and physically. Topics discussed with investors during
the year included consumer environment, category trends,
inflation and commodity trends.
The Board is kept up to date with information from any meetings
and discusses this feedback. The Chair met with shareholders
during the year to discuss governance matters with investors as
appropriate, in particular, following the recommendation by the
Board of the Carlsberg proposed cash offer and prior to the court
and general meetings to discuss their views. The committee
Chairs were also available to meet with investors on request.
The Group’s investor reach is global, and the Company liaised
with investors in the UK, the US, Canada, France, Italy, Germany,
Ireland, Denmark, the Netherlands, Norway and Sweden during
the last financial year.
The CEO and CFO met with both corporate advisors, J.P. Morgan
and Morgan Stanley, as well as Headland Consultancy for advice
and insight related to capital markets and media engagement.
They also met, along with the Board, Europa Partners and
Morgan Stanley following the Carlsberg cash offer to discuss the
proposed transaction.
Private shareholders are encouraged to access the Company’s
website for reports and business information and to get in touch
by email with any queries (investors@britvic.com).
Enquiries about specific shareholder matters should be
addressed to the Company’s Registrar, Equiniti, in the first
instance – contact information can be found on page 185.
Our 2024 Annual General Meeting (AGM) was held in London
and all resolutions were passed. The CEO provided an update
on the performance, positioning and outlook for the Group.
Shareholders were also invited to attend our Court and General
Meetings in London on 27 August 2024 to approve the scheme
of arrangement (the Scheme), to authorise the Directors to
implement the Scheme and to approve amendments to the
articles of association to give effect to the Scheme, respectively,
following the Board’s recommendation of the Carlsberg proposed
cash offer. The resolutions were passed at both meetings.
Shareholders were encouraged to vote at all meetings by
appointing the Chair as proxy if they were unable to attend in
person. Shareholders were invited to ask questions during the
meetings and these were followed up by one-to-one discussions
with the Directors afterwards if required.
The 2025 AGM is planned to be a physical meeting in London.
The Notice of Meeting can be viewed at britvic.com/agm and will
be published in early March should the Company remain a public
company at the time.
Other key stakeholders
The Board actively encourages and engages with key stakeholders
and considers this to be paramount to the long-term success
and performance of the business. Our Section 172 statement
on pages 28—29 explains how Section 172 matters including
this engagement, are taken into consideration by the Board in its
decision making.
As a purpose and values led company, the Board recognises
the contribution Britvic makes to society, the environment,
and its key stakeholders. It seeks to understand their views
and predominantly engages with them through the Executive
Directors, who ensure that the Board is kept informed of any key
issues or changes.
It also keeps ways of engagement under constant review to
ensure they remain effective. Information on how the Board has
engaged with key stakeholders during the year can be found
on pages 24—27 and information on Board engagement with
employees can be found on page 92.
Stakeholder engagement timeline
Q1
• Non-deal roadshows to Jersey, Sweden
and Denmark
• Preliminary results investor engagement
(UK, Europe and US)
• AGM engagement
Q2
• AGM and Q1 trading statement engagement
• Non-deal roadshows to UK regions,
Canada and US
• Analyst tour of UK manufacturing sites
• Jefferies Consumer Conference (London)
Q3
• Interim results investor engagement
(UK, Europe and US)
• Deutsche Bank Consumer Conference (Paris)
Q4
• Q3 trading statement engagement
• Court and General Meeting to approve
scheme of arrangement
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The Board in 2024 continued
Stakeholder engagement continued
Employee engagement
The Board is committed to engaging with employees throughout
the Company on subjects that affect them and providing updates
on Britvic’s performance. The Board’s approach to employee
engagement uses a variety of methods, enabling all Directors to
have direct contact with employees in different settings.
The Board acknowledges that this is not one of the specified
approaches set out in the Code. However, by adopting a range
of engagement practices the Board has greater opportunities
to hear from employees in a variety of situations. It considers
this to be more effective than allocating responsibility to a single
Director or limiting engagement to an advisory panel, as it opens
up possibilities for a wider range of activities.
The Board sets out an engagement plan at the start of each
financial year, including in-person site visits, face to face meetings
and virtual interactions.
Site visits
In October 2023, the Board held a meeting at our Kylemore office
and manufacturing site in Ireland and took part in a site tour and
an employee engagement session.
In January and March 2024, different Board members visited
Brazil, seeing the São Paulo offices, the Araguari factory, and
undertaking trade and market visits.
See page 83 for more detail
Engagement surveys
Our employee engagement framework – Employee Heartbeat – measures
employee sentiment, providing the Company with valuable insights on
employee engagement, what works well in the organisation, and what can
be improved. All our employees are given an opportunity to make their
voice heard, and an average of 96% of them took part, giving over 11,000
comments. This was the highest response rate we have ever had, doubling
the volume of comments compared to last year.
For more information on the survey outputs see page 34
Results are released to the Board for discussion following each survey,
highlighting the insights gained from Heartbeat, the current business context
and the actions planned.
Following this detailed feedback, the Board’s views are gathered on how we
continue to build our culture and plan for future success.
Employee Involvement Forum
The Employee Involvement Forum (EIF) provides a formal mechanism
for elected colleague representatives to meet regularly with senior
management. The aim is to exchange information and consult on key topics
such as company strategy, business performance, environmental matters
and employment policy. The forum also provides an ad hoc way to share
information and consult on issues affecting business performance.
The Chair attended an EIF meeting in December 2023 and the Chair of
the Remuneration Committee, Georgina Harvey, attended an EIF meeting
in September 2024, where the discussions focused on remuneration and
reward. The Board received an update following each session and Directors
will continue to participate in future EIF meetings.
Executive team and Leadership Forum
The Leadership Forum is attended by senior management from across
Britvic’s business units. The Chair attended the Forum meeting in December
2023 and provided his perspective on current performance as well as taking
part in a Q&A session.
In May 2024, the Board met for a breakfast event with the Great Britain-
based members of the Executive team and their direct reports.
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Board inductions
Process
All new Directors are offered a structured induction which they can tailor to their individual needs. This is organised by the General Counsel and
Company Secretary and the process is spread out over a period of time to enable Directors to absorb knowledge at an appropriate pace.
The key elements of the induction are:
Tailored elements
Georgina Harvey
Independent Non-Executive Director
• Meetings with the Chair, CEO and CFO on key strategic and
business issues, commercial structure, Board governance and
financial and non-financial performance and outlook
• Meetings with other Board members, including the outgoing
Chair of the Remuneration Committee
• Meetings with the Director of Reward and remuneration
consultants to discuss topics relating to remuneration and the
Remuneration Committee including the Remuneration Policy
• Meetings with all Executive team members to provide an
overview of their business units
• Meeting with the General Counsel and Company Secretary
to receive information about Board policies, procedures and
processes and an overview of key legal matters
• Meetings with the Chief People Officer and the Chair of
the Employee Involvement Forum to discuss employee
related topics
• Meeting with the Chief Strategy Officer to discuss M&A
• Meetings with the Director of Corporate Affairs and the Director
of Investor Relations to discuss stakeholders, analysts
and the media
• Meeting with the external auditor
• Visit to the Rugby factory site
Romeo Lacerda
Independent Non-Executive Director
• Meetings with the Chair, CEO and CFO on key strategic and
business issues, commercial structure, Board governance and
financial and non-financial performance and outlook
• Meetings with all Executive team members to provide an
overview of their areas of the business
• Meeting with the General Counsel and Company Secretary
to receive information about Board policies, procedures and
processes and an overview of key legal matters
• Meeting with the Chief People Officer to discuss employee
related topics
• Meeting with the Chief Strategy Officer to discuss M&A
• External training on UK plc governance and the
shareholder environment
Site and market visits
As well as site visits arranged as part of normal Board
meetings, Directors are encouraged to visit any other
Britvic facilities at convenient times. Market visits can
also be arranged to see Britvic products on sale in a
variety of locations.
Documentation
Copies of relevant company documents are made available
early on in the programme including the most recent
Annual Report and Accounts, the Group structure chart,
the Company’s articles of association, key policies and
recent Board and Executive team minutes and papers.
The Directors can decide when to access these resources
as they get to know the business.
Meetings with other Directors and senior leaders
Meetings are arranged with the Chair, the CEO, the CFO,
individual Non-Executive Directors, members of the
wider Executive team and Group leadership. This is to
provide an understanding of culture, values, strategy,
recent developments, financials, and key challenges
and opportunities.
Meetings and training with external advisors
Meetings are arranged with external advisors appropriate
to the individual role, such as remuneration consultants,
lawyers, brokers and PR consultants.
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How the Board works
How the Board operates
The Board is accountable to shareholders for all the actions
of the Company. The articles of association set out the rules
agreed between shareholders covering how the Company is run,
including the powers and responsibilities of the Directors. Britvic’s
articles were updated in January 2024 to incorporate current best
practice and legal and governance standards.
The articles were subsequently updated in August 2024 at the
Company’s General Meeting to give effect to certain matters in
connection with the Carlsberg offer on its completion.
Matters reserved
The Board has a formal schedule of matters specifically reserved
for its decision making and approval. These include responsibility
for the overall management and performance of the Group and
the approval of its long-term objectives, commercial strategy,
annual and interim results, annual budgets, material acquisitions
and disposals, material contracts, major capital commitments,
going concern and long-term viability statements and key
policies. The matters reserved for decision by the Board are
regularly reviewed and approved by the Board.
The matters reserved can be found at: britvic.com/mattersreserved
Committees
The Board is assisted by three Board Committees to which it
formally delegates matters as set out in each Committee’s terms
of reference. These are reviewed annually, with any amendments
approved by the Board.
Terms of reference for each Committee can be found at: britvic.com/committees
The reports of the Committees can be found on pages 96–117
The Board also has a Disclosure Committee which meets
when required. It is responsible for overseeing the disclosure
of information by the Group to meet its obligations as a
listed company.
The Board may constitute further committees for regular long-
term duties or to address specific short-term situations, as set
out in the Company’s articles of association. The Board may
also call on a number of Directors to form a sub-committee for
an individual decision or authorisation, such as the approval of
quarterly results.
Board and committee meeting attendance
Membership
and attendance
Board
(scheduled)
Board
(ad hoc relating
to Carlsberg)
Audit
Committee
Remuneration
Committee *
Nomination
Committee
AGM attendance
Ian Durant
7/7
7/7
3/3
William Eccleshare
7/7
7/7
4/4
6/6
3/3
Emer Finnan
7/7
7/7
4/4
3/3
Georgina Harvey1
4/4
6/7
6/6
1/1
Romeo Lacerda2
3/3
6/7
2/3
1/1
Hounaïda Lasry
7/7
7/7
4/4
6/6
3/3
Simon Litherland
7/7
7/7
Rebecca Napier
7/7
7/7
Former Directors
Sue Clark3
3/3
2/2
1/2
Euan Sutherland4
2/2
1/1
1/1
* Includes two ad hoc meetings relating to the Carlsberg offer.
1. Georgina Harvey joined the Board on 26 January 2024. She was unable to attend one ad hoc Board meeting relating to the Carlsberg offer due to prior commitments.
2. Romeo Lacerda joined the Board on 27 March 2024. He was unable to attend one ad hoc Board meeting relating to the Carlsberg offer and one Audit Committee
meeting due to prior commitments.
3. Sue Clark resigned from the Board and committees on 20 March 2024.
4. Euan Sutherland resigned from the Board and committees on 18 December 2023.
Delegation of authority
The Board delegates authority for the executive management
of the Company to the CEO, other than those matters reserved
for decision by the Board and matters delegated to Committees
of the Board. The Britvic Statement of Authorities is an internal
document that sets out the delegations below Board level. It
provides a structured framework to ensure the correct level
of scrutiny of various decisions covering matters including
contracts, capital expenditure, tax, treasury and HR decisions.
Amendments to the Statement of Authorities are reviewed and
approved by the Board.
Board effectiveness review
The Board recognises the benefit of a thorough evaluation
process to reflect on its strengths and the challenges it faces, and
to identify opportunities to continuously improve effectiveness.
An externally facilitated evaluation carried out by an independent
consultant was due to be undertaken in 2024. Early planning for
this review was completed during the year, including first-stage
interviews with a short-list of independent evaluators held by
the Chair and General Counsel and Company Secretary, with
an external evaluator appointed. However, this coincided with
the proposed offer for the Company by Carlsberg, so the Board
decided to defer this year’s external review. The Board further
decided not to undertake an internal effectiveness review so that
priority could be given to focusing on the Carlsberg transaction.
Should this not complete for any reason, it is the Board’s intention
that an external effectiveness review would be undertaken at the
next appropriate opportunity.
During the year, the outcomes and focus areas from the 2023
Board effectiveness review were discussed by the Board, with
a number of actions implemented during the year including
enhancing the employee voice programme.
The Board also agreed that, due to the proposed Carlsberg
transaction, it was not necessary for individual Director
performance appraisals to be undertaken for this financial
year, and the Senior Independent Director did not appraise the
performance of the Chair with the other Non-Executive Directors.
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Meetings
The Chair, in conjunction with the CEO and Company Secretary,
plans an annual programme of business prior to the start of each
financial year, taking into account outputs from the annual review
of Board effectiveness. This ensures that essential topics are
covered at appropriate times, and that space is built in to give the
Board the opportunity to have in-depth discussions on key issues.
The programme of business is prepared in conjunction with the
annual programme for the Executive team meetings, to ensure
consistency and fluid reporting to the Board.
The Board met seven times during the year as scheduled,
excluding sub-committee meetings to approve the financial
results, and there were seven additional meetings held in relation
to the offer from Carlsberg. Details of the meeting attendance
is contained in the opposite. When time-sensitive approvals
were required between meetings, the Board held ad hoc virtual
meetings, authorised sub-committees to be convened as
appropriate, or made use of written resolutions. All meetings were
either held in person or via video conference to bring in presenters
and other attendees when appropriate.
The Chair regularly meets with the Non-Executive Directors
without the Executive Directors present, both collectively and
individually. In addition, the Chair discusses matters relevant to
the Audit and Remuneration Committees with the Chairs of each
on a regular basis.
The Chair and the Company Secretary ensure that the Directors
receive clear, timely information about all relevant matters. Board
papers are circulated electronically via a secure Board portal in
advance of meetings to ensure there is adequate time for them
to be read and to allow for robust and informed discussion. The
portal is also used to distribute reference documents such as
Company policies and other useful resources such as articles and
discussion papers.
Directors
The majority of the Board are independent Non-Executive
Directors. The roles of the Chair and the CEO are separate - there
is a clear division of responsibilities between the two and the roles
may not be exercised by the same individual (see page 88 for
descriptions of the roles).
The Nomination Committee reviewed the independence of
all Non-Executive Directors during the year and concluded
that all current Non-Executive Directors remain independent
(see page 98).
How the Board works continued
Non-Executive Director appointments are initially made for
a period of three years and may be renewed for two further
terms of three years. This is subject to recommendation from
the Nomination Committee, taking into account both individual
contribution, length of service of the Board overall and its
future needs.
Details of the Executive Directors’ service contracts and the
Chair’s and the Non-Executive Directors’ letters of appointment
are set out in the Directors’ remuneration report on page 115.
These documents are available for inspection at the registered
office of the Company during normal business hours and
at the AGM.
All Directors are subject to annual re-election by shareholders.
Both the appointment and removal of the Company Secretary are
subject to approval by the whole Board.
Time commitment and external appointments
Non-Executive Directors are required to devote sufficient time
to their role and responsibilities as a member of the Board
and its Committees. The Nomination Committee considers
any existing time commitments of potential new Directors as
part of its selection process and prior to any new appointment
being approved.
All new Directors are required to provide confirmation to the
Company Secretary of their external appointments on joining
the Board. With any subsequent external appointment, the
Nomination Committee reviews the impact on the Non-Executive
Director’s time commitment and makes a recommendation to
the Board for approval, if appropriate. Executive Directors are not
permitted to take on more than one appointment as a director of
another listed company. The Company Secretariat maintains a
record of all external appointments held by the Directors.
During the year, the Board approved the external appointment
of Georgina Harvey to the board of M&C Saatchi plc, further to
recommendation from the Nomination Committee and after
careful consideration of the time commitment required of the role
under review.
Directors’ indemnities
The Company maintains Directors’ and Officers’ liability insurance
which provides appropriate cover for legal actions brought
against its Directors. Each Director has been granted indemnities
in respect of potential liabilities that may be incurred as a result of
their position as an officer of the Company.
A Director will not be covered by the insurance in the event that
they have been proven to have acted dishonestly or fraudulently.
Conflicts of interest
All Directors have a duty to avoid conflicts of interest, and where
they arise to declare conflicts to the Board, including significant
shareholdings. The Board considers and, if thought fit, authorises
any potential conflict and the conflicted Director may not
participate in any discussion or vote on the authorisation.
The Nomination Committee reviewed all declared potential
conflicts of interest during the year and made recommendations
to the Board as appropriate.
Advice and access to employees
All Directors have access to the advice of the Company
Secretary, who is responsible for guiding the Board on all
governance matters. Directors are also entitled to obtain
independent professional advice on any issues connected to their
responsibilities to the Company, at Britvic’s expense.
The Board is authorised to seek any information it requires from
any employee of the Company, including the Company Secretary,
in order to perform its duties.
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Strategic report
On behalf of the Nomination Committee
(the Committee), I am pleased to present our
report for the year ended 30 September 2024.
The report describes how we have carried out
our responsibilities during the year.
Role and responsibilities
The Committee’s role is to provide oversight of the leadership
needs of the business, both Executive and Non-Executive, to
ensure the Company’s continued ability to compete effectively
in the marketplace, implement the strategy and achieve its
objectives. The Committee takes into account the challenges and
opportunities facing the business and the skills, experience and
knowledge required for the future. Key responsibilities include:
• Reviewing the structure, size and composition of the Board and
its Committees and making recommendations to the Board on
any changes required to meet current and future needs
• Ensuring that plans and processes are in place for the
orderly succession of Directors, the Executive team and
other members of senior management while overseeing the
development of a diverse talent pipeline
• Identifying and nominating candidates for appointment to the
Board for approval by its members, approving changes to the
Executive team, and ensuring that the procedure for appointing
Directors is formal, rigorous, transparent, objective and merit
based, and has regard for diversity
• Monitoring the diversity of the Board and senior management
and approving any changes to the Global Equity, Diversity and
Inclusion Policy
• Reviewing the Non-Executive Directors’ time commitment,
independence and external appointments, and the annual
performance evaluation results relating to the composition
of the Board
• Reviewing annually any conflict declarations by the Directors
and any conflict authorisations granted by the Board
• Making recommendations to the Board concerning suitable
candidates for the role of Senior Independent Director
• Making recommendations to the Board for membership of
Board Committees
• Making recommendations on the reappointment of any
Non-Executive Director at the conclusion of their specified
term of office
• Making recommendations for the re-election by shareholders
of each Director taking into account their performance, ability
and contribution to the Board in light of their skills and experience
The Committee’s terms of reference, which are reviewed annually,
are available on the Company’s website at britvic.com/committees.
Committee meetings
The Committee met three times during the year and conducted
several offline written resolutions and approvals. Committee
meetings usually take place before a Board meeting, and the
activities of the Committee and any matters of particular
relevance are reported to the subsequent Board meeting.
All members of the Committee attended all meetings that
they were eligible to join with the exception of Sue Clark who
was unable to attend one meeting due to a prior commitment.
Attendees at each meeting comprise Committee members, who
are all independent Non-Executive Directors, and, by invitation as
appropriate, the CEO, the Chief People Officer and any members
of the senior management team the Committee feels necessary
for a full discussion on agenda items.
Board and Committee composition
The Committee reviewed the composition of the Board, considering
the mix of skills, experience, knowledge and background of the
Directors. This focused on the requirements to meet the strategic
needs of the business and in particular when considering renewal
of contracts and potential new appointments. The Directors have
each completed a self-capability assessment, which enables
the Committee to assess the balance of skills on the Board. The
results are shown in the matrix opposite.
Nomination Committee report
Ian Durant
Nomination Committee Chair
Members
Ian Durant (Chair)
William Eccleshare
Emer Finnan
Georgina Harvey
Romeo Lacerda
Hounaïda Lasry
Each member’s attendance at the Committee meetings
can be found at page 94
Succession planning
92%
Governance
4%
Other
4%
Allocation of time
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Board skills matrix
Nomination Committee report continued
The Board meets the diversity targets set in the Listing Rules
with over 40% of members being women, one of the senior Board
positions being held by a woman and two Board members being
from a minority ethnic background. These targets were met on 30
September 2024 and no changes have occurred since then which
affect the Company’s ability to meet the targets. Data on these
targets in the required standardised form can be found in the
Directors’ report on page 121.
The Committee considered the gender balance of the Executive
team and its direct reports and received information on these
from the Chief People Officer on a regular basis.
Succession planning and recruitment
William Eccleshare completed his second three-year term
contract in November 2023 and the Committee considered
and approved his renewal for a further and final three years.
Sue Clark and Euan Sutherland left the Board during the year
with Georgina Harvey and Romeo Lacerda joining. In its review
of the composition of the Board, the Committee was mindful
of the requirement of the Corporate Governance Code and that
Board appointments must be based on merit, objective criteria
and cognitive and personal strengths while promoting diversity
of gender, ethnicity and social background.
Equity, diversity and inclusion
Britvic recognises the importance of Board diversity and at all
levels of the Group. The Company is committed to increasing
diversity across its operations and has a wide range of activities
to support the development and promotion of talented individuals,
regardless of factors such as gender, age, ethnicity, disability,
sexuality and religious belief.
Our Global Equity, Diversity and Inclusion Policy can be found at
britvic.com/policies.
More information about progress against our goals can be found on
pages 40-43
Board composition (%)
Board gender
balance (%)
Board tenure (%)
Executive team and direct
reports gender balance (%)1
White British or
other white
Other ethnic group
including Arab
White British or
other white
Asian/Asian British
10%
Mixed/Multiple
ethnic groups
Board ethnicity (%)
Executive team
ethnicity (%)
Male
69%
Female
31%
Independent Non-
Executive Directors
Executive Directors
25%
Chair
12.5%
0 – 4 years
75%
4+ years
25%
Male
50%
Female
50%
Executive experience
International leadership
Executive remuneration
Financial/accounting
Digital/cyber
Public board experience
Consumers/marketing/brands
People/culture
M&A/capital markets
Risk management
Strategy
Climate/ESG
Corporate affairs
Manufacturing/QSE
We recognise that we have a
broad range of skills which
cover all of the identified
areas, and the Committee
has used the skills matrix to
identify any potential gaps
that may arise when Directors
retire from the Board.
Dark circles represent expert
or advanced levels of skill
or experience.
1. Executive team means ‘senior management’ for the purposes of the UK Corporate Governance Code 2018 (Provision 23) and includes the Company Secretary.
75%
25%
80%
10%
62.5%
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Nomination Committee report continued
Succession planning and recruitment continued
A wide range of candidates were considered, keeping in mind the
requirements for specific roles such as the need for a replacement
Remuneration Committee Chair. The Committee followed a
formal, rigorous and transparent process, as described opposite.
An external specialist partner, Lygon, worked with the Committee
on long-term succession planning for the Board.
Talent development for senior management and high potential
employees was covered in Board discussions (see page 90)
including development of a diverse pipeline in line with our
diversity targets (see pages 40–43).
External appointments
All Directors are required to request approval from the Board
before accepting any new external directorship appointments.
The Committee reviewed one request during the year from
Georgina Harvey to join the board of a public company. After
careful consideration of the time commitment required of the role
under review, we recommended approval of Georgina’s external
appointment to the board of M&C Saatchi plc.
Executive team appointments
The Committee considered and approved the appointment of
Vanshikrishna Suvarna as Chief Information and Transformation
Officer and Remy Sharps as Managing Director, Britvic
Teisseire International.
Criteria
At the July and October 2023 meetings, the Committee
discussed the search criteria for the planned succession
for a new Non-Executive Director and Remuneration
Committee Chair to replace Sue Clark. At the January 2024
meeting, the Committee discussed the search criteria for
a Non-Executive Director to replace Euan Sutherland who
resigned from the board on 18 December 2023. Both roles
were considered against the skills profile of the Board.
For the first role the criteria included an individual
with prior UK plc remuneration committee chair
experience, who had undertaken a remuneration
policy review and had experience within the industry
to allow them to contribute to Board discussions over
and above remuneration and other HR related topics.
The Committee insisted that diversity of the Board be
emphasised in the search, and that this should be looked
at in its widest sense. For the second role, the Committee
ideally wanted a senior executive with global FMCG
experience, including experience running a complex
supply chain.
Search
Two external search consultancies were assessed, and
Lygon was appointed, with a brief to review the available
talent for this position and to ensure both the longlist and
shortlist contained extensive diversity. Lygon has no other
connection with the Company or any individual Directors.
Interviews
For both roles, five candidates were interviewed initially
by the Chair and Senior Independent Director. Two
shortlisted candidates then went on to a second stage
interview with the CEO and Chief People Officer before
meeting all other Board members.
Offer and contract
The Committee confirmed Georgina Harvey and Romeo
Lacerda as the preferred candidates and recommended
to the Board that offers be made to both.
Appointment of new
Non-Executive Director
Conflicts of interest and independence
On behalf of the Board, the Committee reviewed the independence
of each Non-Executive Director and is satisfied that all, including
the Chair, remain independent under the definition in the Code.
Furthermore, the Committee is satisfied that each of the
Non‑Executive Directors commits sufficient time to meet their
Board responsibilities.
All Directors are required to submit an annual declaration of
conflicts of interest and to declare any new conflicts as they
arise. The Board delegates to the Committee the responsibility
for reviewing the procedures for assessing, managing and,
where appropriate, recommending the approval of any conflicts
of interest to the Board. The Committee reported to the Board
that the current procedures are appropriate and that they have
operated effectively during the year.
Committee evaluation
An externally facilitated evaluation carried out by an independent
consultant was due to be undertaken in 2024, including an evaluation
of the Committee. However this coincided with the offer for the
Company by Carlsberg, so the Board decided to defer this year’s
review, so that priority could be given to focus on the transaction.
The last evaluation undertaken in 2023 did not highlight any
issues with the Committee and it continues to perform effectively,
as described in more detail on page 94.
Ian Durant
Nomination Committee Chair
19 November 2024
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Audit Committee report
Emer Finnan
Audit Committee Chair
Members
Emer Finnan (Chair)
William Eccleshare
Romeo Lacerda
Hounaïda Lasry
Each member’s attendance at the Committee meetings
can be found at page 94
CFO report on performance 20%
External auditor reports
and planning
14%
Internal audit and risk
updates and planning
36%
Training, governance
and other
30%
Allocation of time
On behalf of the Audit Committee (the Committee),
I am pleased to present our report for the year
ended 30 September 2024. The report describes
how we have carried out our responsibilities during
the year.
The Committee is composed solely of independent Non-Executive
Directors. The Board is satisfied that I have recent and relevant
financial experience as required by the Code and that the Committee
as a whole has competence relevant to the sector in which the
Company operates.
Role and responsibilities
The Committee’s role is to provide oversight of the Britvic’s
financial and narrative reporting statements, to monitor
the effectiveness of systems of internal control and risk
management, and to monitor the integrity of the Group’s external
and internal audit processes. Key responsibilities include:
• Reviewing the integrity of the financial and narrative
statements. These include results and company performance
announcements, and any significant financial reporting issues
and judgements which they contain, taking into consideration
matters communicated by the external auditor, and
recommending these for approval by the Board
• Ensuring compliance with accounting standards and policies,
reviewing and challenging their application, and, if unsatisfied,
reporting the Committee’s views to the Board
• Establishing procedures to oversee the internal control
framework and periodically reviewing the effectiveness of the
internal control and risk management systems
• Monitoring the scope, remit, resources and effectiveness of the
Company’s internal audit function
• Reviewing, for approval by the Board, the going concern and
viability statements, providing advice to the Board on how the
Company’s prospects have been assessed, taking into account
its position and principal risks
• Providing advice to the Board on whether the Annual Report and
Accounts, taken as a whole, is fair, balanced and understandable
and provides the information necessary for shareholders
to assess the Company’s performance, business model
and strategy
• Overseeing Britvic’s relationship with the external auditor,
reviewing their activities, conducting the tender process when a
new auditor is to be appointed, and making recommendations
to the Board on their remuneration for both audit and non-audit
services, terms of engagement, independence, objectivity and
effectiveness of the external audit process
• Developing and implementing the Company’s formal policy on
non-audit services, engagement of the external auditor to carry
them out, and assessing whether non-audit services have a
direct or material effect on the audited financial statements
• Reviewing the Company’s arrangements and procedures for
individuals to raise concerns where a breach of conduct or
compliance, including any financial reporting irregularity, is
suspected, while ensuring appropriate safeguards are in place
• Reviewing the Company’s procedures for detecting fraud, and
the systems and controls for the prevention of bribery
To enable the Committee to discharge its responsibilities,
discussions on a broad range of topics and reports were held with
management, internal audit and the external auditor throughout
the year. This provided us with insight into the progress towards
the Company’s strategic goals, the challenges and risks, and how
they are being managed.
The Committee has an open dialogue throughout the year with
the Director of Audit, Risk and Compliance and the external
auditor. This allows us to raise challenges and questions
to support understanding while sharing experience and an
independent perspective.
The Committee’s terms of reference, which are reviewed annually,
are available on the Company’s website at britvic.com/committees.
Committee meetings
The Committee met four times this year. In November and May
we reviewed the Annual Report and Accounts and interim report
respectively and considered the external audit findings. In April,
we received an update on the Britvic Controls Framework and
discussed the new UK Corporate Governance Code 2024.
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Audit Committee report continued
Committee meetings continued
At each meeting, the performance and findings of the internal
audit team were reviewed, including any outstanding audit
actions. Principal risk reviews were also completed, and updates
on the regulatory environment considered.
Committee meetings usually take place ahead of a Board
meeting, and the activities of the Committee and any matters
of particular relevance are reported to the subsequent Board
meeting. There is time available at each meeting for the
Committee to discuss matters with key individuals such as
the external audit partner and the Director of Audit, Risk and
Compliance without others present.
All members of the Committee attended all meetings that they
were eligible to join with the exception of Romeo Lacerda who
was unable to attend one meeting due to a prior commitment.
Only Committee members have a right to attend meetings, but
the Chair, the CEO, the CFO, the Group Finance Director, the
Director of Audit, Risk and Compliance and the external auditor
are invited to attend as appropriate. Other members of the senior
management team can join if the Committee feels necessary for
a full discussion of matters on the agenda. Meetings were held
in person with presenters and attendees taking part via video
conference when appropriate.
Review of financial statements
For both the interim and full year results statements, the
Committee reviewed:
• Any changes to accounting policies
• Key accounting judgements – details of significant areas
considered are shown in the table on page 101
• Compliance with relevant legal and financial
reporting standards
• Valuation of goodwill and assets including recoverability of
asset carrying values
• The external audit findings, including any accounting and
audit adjustments
Review of the 2024 Annual Report and Accounts
At the request of the Board, the Committee considered whether
the 2024 Annual Report and Accounts, taken as a whole, is fair,
balanced and understandable, and provides the information
necessary for shareholders to assess the Company’s position and
performance, business model and strategy.
To enable the Board to have confidence in making this statement,
the Committee considered the elements in the table below.
To form our opinion, we reflected on the information and reporting
we received from management and the external auditor and the
discussions that took place during the year.
Reviews were based on information provided by the CFO and her
team at each Committee meeting as well as reports from the
external auditor based on the outcomes of their half year review
and annual audit. The Committee concluded that:
• The financial statements comply with all applicable financial
reporting standards and any other required regulations
• Material areas of significant judgement have been given
due consideration by management and reviewed with the
external auditor
• The application of acceptable accounting policies and
practices is consistent across the Group
• The disclosures provided are clear, and as required by financial
reporting standards
• Reporting and commentary provide a fair and balanced view
of company performance
• Any correspondence from regulators received in relation to our
financial reporting is considered and disclosures are updated
if required
The Committee subsequently made a recommendation to the
Board, which in turn reviewed the report as a whole, confirmed
the assessment and approved the report’s publication. The Board
statement is on page 122.
Fair, balanced and understandable assessment
Fair
Balanced
Understandable
Is the whole story being presented?
Has any sensitive material been omitted
that should have been included?
Are the key messages in the narrative
reflected in the financial reporting?
Are the KPIs disclosed at an appropriate
level based on the financial reporting?
Is there a good level of consistency
between the narrative in the front section
and the financial reporting in the back
section of the report?
Are statutory and adjusted measures
explained clearly with appropriate
prominence?
Are the key judgements referred to in the
narrative reporting and the significant
issues reported in the Audit Committee
report consistent with the disclosures of
key estimation uncertainties and critical
judgements set out in the financial
statements?
How do they compare with the risks that
the external auditor plans to include in
their report?
Is there a clear framework to the report?
Are the important messages highlighted
appropriately throughout the document?
Is the layout clear with good linkage
throughout in a manner which reflects
the whole story?
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Audit Committee report continued
Financial statements and significant
areas considered
The Committee assesses key judgements based on reports
prepared by management. Each report details the decision-making
process which management has been through in making that
judgement, and any assumptions used. The Committee is
then able to challenge management on critical aspects of the
judgement and discuss the matter with the external auditor in
arriving at their own assessment of the position.
Going concern basis for the financial statements
and viability statement
The Committee reviewed and challenged management’s
assessment of going concern, longer-term prospects
and the viability statement with consideration of forecast
cash flows that took into account potential impacts of
inflationary pressure and other principal risks. We also
considered the Group’s financing facilities including twice
yearly covenant tests and future funding plans.
Having considered and challenged these severe but
plausible downside scenarios and reviewed the associated
going concern disclosures in the financial statements, the
Committee was comfortable with recommending to the
Board that it adopt the going concern basis of preparation
for these financial statements. Both the going concern
and viability statement were considered on Britvic being a
standalone business.
Adjusting items
Adjusting items are not reported as part of the financial
statements but are used in the Annual Report and Accounts
to provide clarity on underlying performance for users
of the accounts. The classification of adjusting items is
defined by a Group policy, as approved by the Committee.
It includes items of significant income and expense which,
due to their size, nature or frequency, merit separate
presentation to allow shareholders to understand better
the elements of financial performance during the year. The
Committee reviewed and challenged items to be included
throughout the year in order to confirm appropriateness.
Recoverability of goodwill and assets
The Committee considered whether the carrying value of
goodwill and indefinite life assets should be impaired or
otherwise adjusted. There is judgement in the assumptions
underlying the calculation of the value in use, or fair value,
of the business being tested for impairment – primarily
whether the forecasted cash flows are achievable, the
potential impact of climate change on those cash flows,
and the overall macro-economic assumptions. The
forecasted cash flows used in the calculation for France
and Brazil were presented to the Committee as these are
at greater risk of impairment due to lower headroom. The
Committee challenged management on the stress testing
performed on the calculation, including management’s
cash flow forecasts, growth rates and the discount rates
used. The Committee reviewed management’s paper,
challenged the assumptions used, reviewed the financial
statement disclosures and is comfortable with the
conclusions reached.
In light of the Group’s decision to terminate the contract to
sell the Norwich land and buildings and seek a new buyer,
the Committee also reviewed the assumptions used to
remeasure the carrying value of these assets.
Defined benefit pension scheme liabilities valuation
The Committee reviewed the assumptions that are provided
by the Group’s actuaries and used to value the pension
liabilities for the four defined benefit schemes. The underlying
assumptions based on market conditions and the characteristics
of the schemes are reviewed by management and the
conclusions reported to the Committee.
Accounting treatment of the solar power
purchase agreement
Britvic entered into a solar power purchase agreement
(PPA) in July 2023. The contract is not eligible for the
own‑use exemption under IFRS 9 and accordingly is
measured at fair value on the balance sheet as a derivative.
The Committee reviewed key assumptions made in arriving
at the accounting treatment to designate the PPA as a cash
flow hedge, including advice from specialist advisors.
Acquisition accounting
On 4 October 2023, Britvic completed the acquisition of
GlobalBev Comércio de Bebidas Ltda (GCB) in Brazil. GCB
owns the Extra Power and Flying Horse energy drinks
brands as well as the juice brand Juxx and acai smoothie
brand Amazoo. To account for the acquisition, management
performed valuations of the consideration payable and the
identifiable assets and liabilities, as at the acquisition date.
The Committee reviewed management’s judgements and
estimates for this purchase price allocation, including forecast
cash flows, forecast synergies, the applicable discount rate
used in valuations and the disclosures provided in the financial
statements. It concluded they were appropriate.
Climate-related financial disclosures in
accordance with TCFD arrangements
The Committee reviewed the disclosures on pages
52–67 made in response to the recommendations of
the Task Force on Climate-related Financial Disclosures
and is satisfied that these are appropriate and that
the assumptions used in the financial statements are
consistent with these disclosures.
Revenue recognition
Revenue recognition is a key area of focus, in particular the
accounting for variable consideration and consideration
payable to customers. The Committee reviewed and
challenged the level and calculations for discounts and
rebates, which are judgemental in nature due to estimations
required to assess customer performance, and whether
contractual conditions will be met in the future. The Committee
considered the appropriateness of the recognition and
completeness of the accrual at the half year and year end and
is comfortable with the conclusions reached.
Taxation
The Committee reviewed the uncertain tax positions,
challenging the completeness of the balance sheet
provisions and is comfortable that the Group effective tax
rate is calculated appropriately.
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Audit Committee report continued
Internal audit
The internal audit function carries out work across the business,
providing independent and objective assurance and advice to
help the Company identify and mitigate any potential control
weaknesses. The function, headed by the Director of Audit, Risk
and Compliance, reports to the Committee and is made up of
in-house employees with significant internal audit experience,
supported with external third-party specialist expertise
when required.
Prior to the start of the financial year, the Committee reviewed
and agreed the internal audit plan for the upcoming year. The
ability to achieve this plan and the breadth and adequacy its
coverage across the organisation’s principal risks, emerging risks,
scope of operations and prior significant findings were considered
by the Committee in conjunction with the internal audit function.
As a result of continuous monitoring and engagement, changes
to the audit plan were reviewed and agreed throughout the year in
light of other appropriate factors.
The plan is risk based and takes an independent view of what
internal audit considers to be the most significant known and
emerging risks facing the Company in pursuit of its strategic
priorities. In the year, the plan covered a breadth of business
areas, across all business units, including but not limited to financial
controls, cyber security, sustainability, quality management, and
supply chain operations. The objective is to assess the adequacy
and effectiveness of the internal control environment, identifying
weaknesses and ensuring that these are addressed within
appropriately agreed timelines. To enable this, internal audit
works closely with business teams following an audit, to provide
advice and review the effectiveness of the control improvement
actions to be implemented.
The Committee reviewed the key observations from each
completed internal audit, the improvement actions required
and the timeframe for their implementation. Where significant
findings were raised, we reviewed these with the relevant
business owner and sought assurance on the adequacy of plans
in place to address gaps. At each Committee meeting, there
was ongoing tracking on the timely completion of management
actions and any overdue items were discussed and followed up.
Where appropriate, the Director of Audit, Risk and Compliance
provided further information and understanding on specific topics
where either the Committee requested more information, or the
Director felt it was pertinent.
Through both the review of detailed individual internal audit
reports issued and matters presented and reviewed at the
Committee meeting as outlined above, the Committee monitored
the effectiveness of the internal audit function against the
approved internal audit plan.
Internal control and risk management
As delegated by the Board, the Committee is responsible for
establishing procedures to oversee the internal control framework
and review the effectiveness of the Company’s internal control
and risk management systems.
A robust assessment of the Britvic’s emerging and principal risks
is carried out by the Executive team each year and approved by
the Board. There is ongoing discussion and review throughout
the year on principal risks as part of the Board and Committee
programme of business. Details of the overall risk management
process, including designation of emerging and principal risks,
along with a summary of the principal risks and uncertainties, to
which the Company is exposed, can be found on pages 72–80.
In addition, we have continued to develop the assessment and
mitigation strategies of the key climate risks and opportunities
facing the organisation. Further detail this work can be found on
pages 52–67.
The internal audit function provided information to the Committee
at each of its meetings to enable review of the risk management
process, and to ensure that it is designed to deliver appropriate
risk management and effective prioritisation across the Group.
The Committee also reviewed the adequacy and effectiveness
of the Group’s internal control procedures, covering financial,
operational and compliance controls. This included detailed
reviews of principal risks covering tax, treasury, legal and
regulatory and pensions, as well as oversight of the operation of
the financial control framework. Following detailed discussions
throughout the course of the period, we were satisfied that
procedures were in place during the year and up to the date of this
Annual Report and Accounts. We were also satisfied that such
procedures comply with the requirements of the Guidance on Risk
Management, Internal Control and Related Financial and Business
Reporting published by the Financial Reporting Council.
The Committee, with input and guidance from the internal
audit function, monitored any identified areas of weakness or
issues for improvement to ensure that they were addressed
within agreed timeframes. We confirm that no significant
failings or weaknesses were identified in the review for the 2024
financial year.
The Company continued to operate the Britvic Controls Framework
during FY24. This is intended to effectively manage rather than
eliminate the risk of failure to achieve the Group’s business
objectives. Management self-assesses against the operating
effectiveness of the key controls captured in the framework on
a quarterly basis. Britvic’s system of internal controls, along with
the design and operating effectiveness of the Group’s financial
reporting process, is subject to review by the Committee, through
reports received from management, along with those from both
the internal and external auditor. Any control improvements or
deficiencies identified are addressed in a timely manner, with
action plans tracked and reported. The Committee is committed
to continuing to enhance the internal control environment.
We discussed the updated UK Corporate Governance Code 2024
and its requirement for directors to make a control effectiveness
statement. This would be effective from our 2027 Annual Report
and Accounts. As noted, we have a robust framework around
material financial reporting controls, and we are currently in the
process of identifying material non-financial reporting controls
based on our principal risks.
Viability statement
The Committee reviewed management’s work in conducting
a robust assessment of those risks which could threaten the
business model and the future viability of the Company. This
assessment included identifying severe but plausible risk events
for each of the Group’s principal risks as well as considering
interdependencies and the overall impact from multiple risks.
Additionally, stress testing was carried out, allowing the
Committee to review scenarios that could render the business
unable to pay its liabilities as they fall due. To support the final
conclusion on viability, the assessment also took into account
mitigations available to the Company to protect against these
downside scenarios.
Based on this analysis, the Committee recommended to the
Board that it could make the viability statement on page 81.
Whistleblowing
The Group’s Whistleblowing Policy contains arrangements for
an independent service provider to receive, in confidence, reports
of breaches of any legal or company policy requirements, via
the mySpeakup platform. We reviewed these arrangements
and confirm that appropriate processes were established and
maintained throughout the year. Any disclosures raised through
the platform, and the actions taken to investigate and resolve
them, were reported to the Board.
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Financial statements
Additional information
Whistleblowing continued
mySpeakup allows employees and external stakeholders to raise
any concerns they may have in confidence and anonymously
if they wish. It provides a clear audit trail of cases and enables
detailed reports to be produced.
Mandatory online training has been relaunched for employees in
Great Britain, Ireland and our international business outside Brazil
and France. Our updated Code of Conduct was introduced in
France and Brazil with leadership training and support materials
during the last 12 months.
External audit
Deloitte were appointed as Britvic’s auditor effective 1 October
2022, following a full and competitive tender process, and were
re-appointed as auditor at the AGM in January 2024. The lead
audit partner is Georgina Robb who has been in place since the
financial year 2023 audit.
The Committee confirmed compliance with the Statutory Audit
Services for Large Companies Market Investigation (Mandatory
Use of Competitive Tender Processes and Audit Committee
Responsibilities) Order 2014.
Deloitte provided the Committee with its plan for undertaking the
year end audit. It highlighted the proposed approach and scope
of the audit for the coming year and identified the key areas of
audit risk, including the approach for these areas. The Committee
reviewed and, where appropriate, robustly challenged the basis
for the audit plan before agreeing the proposed approach and
scope of the external audit.
Over the course of the year, Deloitte provided data-driven insights
and analytics to management and the Committee, as part of its
audit procedures around areas such as revenue and rebates.
Deloitte prepared a comprehensive report of its audit findings at
the year end, which it took the Committee through at its meeting
in November 2024. The findings were reviewed and discussed in
detail by the Committee, particularly in relation to the key areas
of audit risk previously identified. A similar review of the external
auditor’s report of its findings at the half year was undertaken by
the Committee.
We considered a number of areas in relation to the external
auditor, including its performance in discharging the audit
and the interim review, its independence and objectivity, and
its reappointment and remuneration. The Committee Chair
had regular contact with the external audit partner outside of
Committee meetings without the presence of management.
Audit Committee report continued
Assessment of external auditor
The Committee, having considered all relevant matters, concludes that it is satisfied that auditor independence, objectivity and effectiveness
have been maintained
Feedback and conclusions are discussed, along with the conclusion and transparency of reporting regarding specific audit risks and issues,
with an overall conclusion on audit effectiveness and quality reached. Any opportunities for improvement are brought to the attention of the
external auditor
All Committee members, key members of management, and those who regularly provide input into the Committee or have regular feedback
with the external auditor are asked for their views on Deloitte’s performance and the quality and technical skills of the audit team
Regular meetings held between the Chair of the Committee, the CFO and the audit engagement partner
Committee assesses final audit work and reporting along with the overall conclusion reached regarding significant audit risks
Private discussions take place at every Committee meeting between the Audit Committee and representatives from the external auditor
without management being present to encourage open and transparent feedback by both parties
Committee discusses both internally and with Deloitte the extent to which Deloitte has demonstrated professional scepticism and challenged
management’s assumptions through the audit process, particularly in areas of estimation and judgement
Deloitte reports against audit scope and subsequent meetings provide the Committee with an opportunity to monitor progress
and raise questions
Committee assesses audit planning work in respect of specific audit quality risks and ensures that matters of key interest (including those
listed as significant issues above) are addressed in the audit plan
Committee discusses and agrees at the planning stage the draft list of specific risks to audit effectiveness and quality (specific audit quality
risks) and approves auditor remuneration
Deloitte presents findings from the annual FRC review on Audit Quality Inspections of audits carried out by Deloitte
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Additional information
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Strategic report
Audit Committee report continued
External audit continued
Based on the Committee’s recommendation, the Board would
propose that Deloitte LLP be reappointed to office at the AGM
in March 2025. However, in light of the potential Carlsberg
acquisition, Deloitte may not be reappointed by the Company
as the Carlsberg group uses an alternative auditor.
Effectiveness and quality of audit
A formal framework for the assessment of the effectiveness
of the external auditor, as detailed on page 103, the external
audit process and the quality of the audit was adopted by the
Committee. This covered all aspects of the services provided
by Deloitte. The effectiveness and quality of the external audit
process was monitored and continued to evolve during Deloitte’s
second year as our external auditor.
FRC Review
In June 2024, the FRC’s Audit Quality issued its report
following its review of Deloitte’s audit of the Company’s financial
statements for the year ended 30 September 2023. I met with
the inspection team to discuss the outcome. In addition to
meeting the inspection team to discuss the results, as an Audit
Committee we also reviewed the outcome of the most recent
Deloitte inspections and quality results as part of our auditor
effectiveness review.
Non-audit services
The Committee considers that certain non-audit services should
be provided by the external auditor. It is responsible for developing
and implementing the Company’s formal policy on the engagement
of the external auditor to carry out non‑audit services and
assessing whether these services have a direct or material effect
on the audited financial statements. The Company’s policy is
reviewed regularly by the Committee to safeguard the ongoing
independence of the external auditor and ensure that the
business complies with the FRC’s Ethical Standard.
Control over total non-audit fees is exercised by reviewing spend
on all activities proposed or provided by the external auditor.
The Committee confirms that these are within scope and the
maximum level of fees set out in the FRC’s Ethical Standard.
The policy states that any non-audit services provided must be
pre-approved by the Committee’s Chair unless the activity will
have a total value of less than £5,000 and falls within the allowed
services defined by FRC guidance.
The non-audit fees incurred were disclosed and approved in
line with the Company’s policy and can be found in note 7 to the
financial statements. These fees relate to the audit of the interim
financial statements and assurance services provided during
the year in relation to ESG reporting and the Pepsi Agreed Upon
Procedures audit. The ratio of fees for non-audit services to those
for audit services for the year was 18.2%, within the 70% cap in
the FRC’s guidance.
The Committee considered the nature and level of non-audit services
provided by the external auditor and was satisfied that its objectivity
and independence was not compromised by the non-audit work
undertaken during the year.
Committee evaluation
An externally facilitated evaluation carried out by an independent
consultant was due to be undertaken in 2024, including a review
of the Committee. However, this coincided with the offer for
the Company by Carlsberg, so the Board decided to defer this
year’s review so that priority could be given to focus on the
potential transaction.
The last evaluation undertaken in 2023 did not highlight any
issues with the Committee and it continues to perform effectively.
Emer Finnan
Audit Committee Chair
19 November 2024
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Additional information
Directors’ remuneration report
Georgina Harvey
Remuneration Committee Chair
Members
Georgina Harvey (Chair)
Hounaïda Lasry
William Eccleshare
Each member’s attendance at the Committee meetings can be found
on page 94
Key performance indicators
Our executive compensation framework is designed to support the delivery of the Company’s strategy as set out on pages 22–23.
A significant portion of executive pay is tied to the achievement of key performance metrics directly linked to our strategic goals through an annual
bonus and a Performance Share Plan (PSP). In combination they ensure that focused short-term objectives support the Company’s strategic
vision and create sustainable long-term value for shareholders and all stakeholders.
Net revenue (at constant
currency)
£1,915.6m
Why do we measure this?
Revenue growth is a key strategic
goal and shows our ability to
manage price, volume and
product mix.
Bonus
Adjusted PBTA
£222.3m
Why do we measure this?
This is the strategic measure of
EBITA, with interest deducted,
which we believe is within the
control of management.
Bonus
Healthier People,
Healthier Planet
100%
Why do we measure this?
One of our strategic pillars
focusing on society, environment
and governance.
Bonus
Adjusted diluted EPS
68.7p
Why do we measure this?
Aligns to shareholder experience.
PSP
Adjusted free cash flow
£95.7m
Why do we measure this?
Cash management allows us
to invest in capital projects and
acquisitions and return value
to shareholders.
Bonus
Innovation revenue
£65.9m
Why do we measure this?
Focus on driving smaller growing
brands through appropriate
resource allocation.
Bonus
Relative TSR
(FTSE 250 excluding investment trusts)
Top Quartile
Why do we measure this?
Includes dividend reinvestment
and seeks to measure our ability
to deliver relative sustainable value
to our shareholders.
PSP
Annual statement by the Remuneration
Committee Chair
On behalf of the Board, I am pleased to present the
Remuneration Committee report for the financial
year ended 30 September 2024. I joined the Board
on 26 January 2024 as Remuneration Committee
Chair, succeeding Sue Clark, who stepped down
from the Board on 20 March 2024. I would like to
thank Sue for her contribution as Chair since her
appointment in 2017.
There have been two key considerations for the Committee
during the 2024 financial year: the renewal of our Directors’
Remuneration Policy and the proposed acquisition of Britvic plc
by Carlsberg UK Holdings Limited, a wholly owned subsidiary of
Carlsberg A/S.
At the date of publication of the 2024 Annual Report, the CMA
and the European Commission merger reviews were ongoing.
I address the impact of the proposed Carlsberg acquisition on
Directors’ remuneration in my letter. It was agreed as part of the
Co-operation Agreement dated 8 July 2024, made available on
the Company website, that the Committee would, save as set out
in the Co-operation Agreement, continue to make decisions in
respect of remuneration in accordance with normal practice.
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Strategic report
Directors’ remuneration report continued
Remuneration at a glance
The table below sets out the total and a breakdown of the remuneration received by each Executive
Director during the year under review.
Simon Litherland
(CEO)
£’000
Rebecca Napier
(CFO)
£’000
Salary
715.7
480.0
Benefits1
21.4
20.7
Pension
53.7
36.0
Total fixed pay
790.8
536.7
Annual bonus
1,252.5
720.0
Long-Term Incentive Plan (LTIP)
2,646.4
0.0
Total performance related pay2
3,898.9
720.0
Grand total
4,689.7
1,256.7
1. This includes for Simon Litherland and Rebecca Napier £4,250 and £4,040 respectively in total in free and matching
shares through the all-employee Share Incentive Plan.
2. Variable pay outcomes are detailed on pages 112 to 114.
Remuneration in context
The Group delivered an exceptionally strong set of results. Revenue has increased by 9.5%, adjusted
EBIT grew by 15.2% and adjusted ROIC has increased from 17.9% to an impressive 19.4%.
These strong underlying financial results have been underpinned by innovation across our portfolio
of much-loved brands which has contributed to growth. Drivers of this growth include the strong
performance of London Essence and the successful integration of Extra Power in the Brazil market.
Continued progress has been made on Healthier People, Healthier Planet. During the year, the business
undertook a comprehensive review of its ESG strategy to ensure it was completely aligned both with
the Company’s stakeholder views and future growth plans, and the Board has fully endorsed the
revised approach. Progress on water initiatives has led to the water intensity ratio reducing from 2.05
to 1.94. On carbon, Britvic has removed an estimated 35,400 tonnes of carbon dioxide equivalent
through work with its suppliers in reducing Scope 3 emissions, and the Group has continued to
achieve a reduction in calories per serve from 21.7 to 20.8†.
These exceptional results are testament to the diligent efforts of our people, led by our management
team, who have remained focused and committed to our day to day operational excellence.
Shareholder experience
In the period preceding the initial offer from Carlsberg on 5 June 2024, total shareholder return grew
16%. The Carlsberg offer of 1,290 pence per Britvic share along with a special dividend payment
of 25 pence per Britvic share represented a premium of approximately 36% to the closing price per
Britvic share of 970 pence on 19 June 2024 (being the closing price on the day prior to speculation
around a possible offer).
Employee experience
The Committee is extremely mindful of the continuing cost of living challenges and their impact
on the financial and emotional wellbeing of our employees. The differentiated pay review, providing
higher increases to our lower paid workers, was well received and we will be using a similar approach
in 2025, albeit the rate of increases has subsided.
I held a formal session with the Employee Involvement Forum which focused on reward. Inevitably
the main point of discussion was the impact of the deal on a range of issues such as share-based
payments, which included Executives’ share arrangements, terms of the Co-operation Agreement
and the process. Nonetheless, other topics such as gender pay gap were also included. I was pleased
that the tone of our discussions was positive, and employees generally felt supported and informed
by the Company.
Britvic operates a Share Incentive Plan (SIP). This allows employees to invest in the business and,
coupled with the philosophy of providing bonuses to as many employees as possible, by also
awarding free shares to c.2,000 employees, they will share financially in the Company’s success.
Remuneration Committee focus areas in 2024
Policy review
Prior to the initial offer, the Committee had undertaken a comprehensive review of the Directors’
Remuneration Policy that was approved by 91.65% of shareholders at the 2022 AGM and was due for
its triennial approval at the 2025 AGM. The review considered how outgoing policy had performed
since it was adopted in 2022 including the linkage between pay and performance, its ability to
recruit and retain executives of a high calibre, the Group’s future strategic ambitions and evolving
market practice and best practice expectations of shareholders and their advisory bodies. The
Committee concluded that current policy continued to remain appropriate, although some minor
modifications to aid flexibility, provide clarity and ensure features including clawback and malus align
with best practice would be made. As Chair of the Committee, I wrote to shareholders in early June
summarising the proposed changes. The feedback, which was generally positive and aligned to our
intentions, was shared with the Committee at our September meeting. It is the Committee’s intention
that a new Directors’ Remuneration Policy, will be included in the 2025 AGM notice should the Court
Sanction not occur before the date publication is required.
Impact of the proposed Carlsberg acquisition
The other key development in the 2024 financial year is the proposed Carlsberg acquisition which the
Committee considered at length in respect of the retention of critical talent, the impact on ‘in-flight’ incentive
awards and decisions on our approach to remuneration in the 2025 financial year. Assuming the
acquisition completes during the 2025 financial year, ‘in-flight’ incentive awards held by Executive
Directors (including the deferred bonus awards granted in respect of bonuses for the 2024 financial
year), the CFO’s buyout awards, and awards of other employees, will be treated in accordance with
the applicable incentive plan rules, the Co-operation Agreement dated 8 July 2024 and, where
relevant, Directors’ Remuneration Policy.
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Directors’ remuneration report continued
Bonus and Long-Term Incentive Plan (LTIP) in 2024
Annual bonus payouts
Stretching targets for the 2024 annual bonus were set at the beginning of the year when the Committee
considered a range of perspectives including external analyst forecasts and the business plan.
The 2024 annual bonus was based on 30% adjusted PBTA, 20% total net revenue, 10% innovation
revenue, 20% adjusted free cash flow and 20% non-financial measures.
Given the outstanding financial performance of the year, the Group’s results have exceeded all
forecasts and maximum financial targets, and will therefore pay a maximum bonus against these.
With regard to the non-financial measures aligned to the Healthier People Healthier Planet framework,
the Committee determined that 100% of maximum was appropriate given the overall achievement
against the objectives that were set.
The full details of the annual bonus outcome are presented on pages 112 and 113.
In light of business and stakeholder context set out above, the Committee was comfortable that the
formulaic outcome of 100% of maximum for the CEO and CFO was a fair reflection of business and
individual performance and therefore no discretion was exercised.
PSP payouts
The PSP award that vests in respect of the three financial years ending 30 September 2024 is based
50% on EPS and 50% on relative TSR growth against the FTSE 250 index (excluding investment
trusts). Adjusted diluted EPS was 68.7p versus a threshold level of 55.4p and a maximum of 65.0p
so this element will vest at 100%. The Committee noted that prior to the initial Carlsberg offer, the
Group’s relative TSR performance over the period had been exceptionally strong at 20.1% versus the
FTSE 250 (excluding investment trusts) of -9.9% and therefore considered a formulaic outcome of
100% a fair reflection of performance and the shareholder experience. Overall vesting of the PSP will
be 100% on the vesting date in January 2025.
The Committee considered whether the PSP outcomes should be adjusted considering overarching
business performance and the experience of shareholders, noting that adjusted ROIC increased
to 19.4%, even in the face of rising UK corporate tax rates. After due consideration the Committee
determined the formulaic outcome a fair and appropriate outcome and so no discretion was exercised.
The application of policy in 2025
The Co-operation Agreement permits the Committee to agree salary increases, set annual bonus
targets and grant PSP awards in 2025 providing it is in a manner consistent with normal practice and
with reasonable regard to the impact of the acquisition. Consequently, the Committee has approved:
• That 2.5% increases will be afforded to the CEO and CFO from 1 January 2025 which is the
effective date for salary increases for all of the Group’s employees and compares with a UK
workforce increase where c.70% will receive an increase of 4% and 95% of at least 3% for 2025
• The annual bonus opportunity for the CEO and CFO in 2025 will remain at 175% and 150% of
salary respectively. Given the impact of the acquisition, the Committee decided to simplify
the performance targets to focus solely on profit and revenue with ESG, cash flow and
innovation removed
• Awards of performance shares will be made after the 2024 results announcement with awards
levels unchanged at 250% of salary for the CEO and 175% for the CFO. Awards have been subject
to equally weighted EPS and TSR targets for several years, although TSR is no longer appropriate
due to the pending acquisition. Therefore for 2025 awards the Committee decided that EPS would
be the sole performance metric with ROIC continuing to operate as an underpin
The remainder of the Directors’ remuneration report comprises:
• The KPIs and a summary of the remuneration outcomes for 2024 on pages 105 and 106
• The annual report on remuneration, which is subject to an advisory shareholder vote should the
AGM proceed
Conclusion
In the context of the pending approvals by the competition authorities and the court sanction of
the scheme of arrangement the Committee carefully considered the decisions made on executive
remuneration and believes that the 2024 outcomes are a fair reflection of company and individual
performance and align with the broader stakeholder experience.
Simon Litherland, his senior leadership team and all our employees have once again to be
commended for their commitment and contribution in 2024 during what has been a historic year
for Britvic.
As I noted earlier in my letter, should there be a 2025 AGM, a new Directors’ Remuneration Policy
will be included in the AGM notice issued to shareholders and tabled for approval along with this
Directors’ remuneration report. I hope that you will support the decisions made by the Committee.
If you have any questions on executive remuneration, please feel free to contact me at
investors@britvic.com.
Georgina Harvey
Remuneration Committee Chair
19 November 2024
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Annual report on remuneration
Our remuneration principles
The Directors’ Remuneration Policy is designed to support our overall vision to become the most
dynamic soft drinks company, creating a better tomorrow. The principal objective of the policy
is to support a performance-based culture that will help drive the successful execution of our
business strategy.
We aim to provide competitive levels of remuneration opportunity for our senior executives and
leadership team, a significant portion of which is in the form of variable pay in order to attract,
engage and retain the very best talent from across our global sector.
To determine the shape, size and variability of each element of pay the Committee follows five key
remuneration principles:
Competitive market
positioning and
opportunity
To attract, retain and engage the executive talent we need to realise
our vision and deliver our strategy and plans, our remuneration
arrangements need to be sufficiently competitive but not excessive.
Pay aligned with
sustainable long-term
performance
The mix between both fixed and variable pay, as well as the
balance between rewarding short versus long-term performance,
is critical to ensuring that we reward those behaviours that will lead
to the realisation of our long-term vision without compromising
short-term gain.
All forms of variable pay are only fully delivered in return for
performance materially above the standards required by Britvic and our
shareholders – in other words, the superior pay opportunity available
can only be realised in return for superior performance.
Incentive metrics
aligned with our
strategy and key
performance indicators
The performance measures selected to determine both our annual
bonus and PSP have been carefully considered to focus on a simple
and effective selection of those key drivers of our strategy and
long-term value creation for our shareholders.
Alignment of executive
and shareholder
interests
To ensure the continued alignment of executive and shareholder
interests, the greatest potential pay opportunity for executives is via
our PSP.
Share-based awards are dependent on a balance of absolute and relative
growth in long-term value creation for shareholders, and executives are
only rewarded for superior market performance and the realisation of our
vision. This is further reinforced by meaningful shareholding guidelines,
coupled with bonus deferral for executives so that their long-term wealth
remains tied to Britvic’s sustained long-term success.
Mindful of our wider
stakeholder
responsibilities
In support of our vision, our Executive Directors’ pay arrangements are
not only focused on financial returns but also mindful of performance
against our wider long-term stakeholder goals and the environment.
The Committee takes great care to set appropriate targets across a
range of measures. Both malus and clawback provisions are in place to
address potentially inappropriate actions or risk taking when
determining incentive plan payouts.
2025 Directors’ Remuneration Policy
When implementing the policy the Remuneration Committee considered the Company’s remuneration
principles and the six factors listed under Provision 40 of the UK Corporate Governance Code.
The table opposite summarises the Company’s Directors’ Remuneration Policy approved at the 2022
AGM and its application in 2025. The full policy wording is set out in the 2021 Annual Report which is
available on the Company’s website.
Clarity – The policy has been summarised clearly and simply with implementation disclosed in the
Annual Report.
Simplicity – By having a single Long-Term Incentive Plan, the PSP, incentives are in line with
market norms, while providing the necessary alignments to performance, strategy and wider
stakeholder interests.
Risk – The Committee has considered talent and behavioural risks when designing the policy and
setting performance targets. The pay decisions made in the year took into account the exposure to
operational and strategic risks if the policy and its implementation fail to reward performance and
to retain.
Predictability – Incentive awards are capped as a percentage of salary which limits the scope for
unanticipated pay outcomes.
Proportionality – The policy takes into account the performance of the Executive Directors and this
has been summarised in the Directors’ remuneration report.
Cultural alignment – The incentive arrangements for the Executive Directors and the measures
and targets are cascaded throughout the business. The design of incentives is intended to reinforce
a strong performance and inclusive culture and to reward value-creating outcomes which are also
achieved in accordance with our people, planet and performance strategy. Historically, the use of
the ESG scorecard aligned to our Healthier People, Healthier Planet agenda was a good example of
this, and 20% of annual bonus opportunity for our top c.100 leaders was aligned to these measures.
For 2025, as explained in the Chair’s letter, ESG will not be included.
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Directors’ remuneration report continued
Statement of implementation of the Directors’ Remuneration Policy in 2025
The full Directors’ Remuneration Policy can be found in the 2021 Annual Report, available on the
Britvic website at britvic.com.
Policy element
Simon Litherland (CEO)
Rebecca Napier (CFO)
FIXED PAY
Base salary
£738,121
2.5% increase.
£492,000
2.5% increase.
Pension
Employer contribution of 7.5% of salary per annum in line with pension provision for
the wider UK employee workforce. Part paid as employer contributions to pension and
part paid as cash in lieu.
Benefits
Car allowance of £13,000, family private medical insurance and 4 x basic salary life
insurance. Participation in the all-employee SIP.
ANNUAL BONUS
Annual bonus
opportunity
Target 87.5% of salary to maximum 175%
of salary.
Target 75% of salary to maximum 150%
of salary.
Annual
bonus measures
For 2025, the following performance metrics and weightings apply to the bonus:
70% Adjusted PBTA, 30% Total net revenue.
One third of any bonus earned (subject to a de minimis level) will be deferred into
shares for two years. These shares will count towards Britvic’s shareholding policy.
Payment for threshold performance: 0% of maximum will be awarded.
LONG-TERM INCENTIVE
Performance
Share
Plan (PSP)
Maximum 250% of salary with a two-year
post-vest holding period.
Maximum 175% of salary with a two-year
post-vest holding period.
PSP measures
100% based on EPS targets. Threshold performance will be 79.5p increasing on a
straight-line basis to 100% vesting at 91.4p.
The Committee will also consider underlying return on invested capital (ROIC) over the
performance period to ensure that it remains appropriate relative to the EPS delivered.
The performance period will remain as three years.
20% of maximum will be awarded for threshold performance.
Malus
and clawback
Malus and clawback may be applied to annual bonus and PSP awards in certain
conditions where the payment of the bonus resulted from a material misstatement
in the Company’s accounts, an error in the assessment of the satisfaction of a
performance condition or in cases of material corporate failure.
Shareholding
requirement
200% of basic salary.
Post-cessation, the lower of an Executive Director’s shareholding and 200% of basic
salary at cessation of employment for the first year after ceasing to be a Director and
100% of basic salary for the second year. Vested share awards from future incentive
grants and future purchases will count towards the post-cessation guideline.
The Remuneration Policy summarised opposite will be implemented as
follows:
Base salary and fees
Implemented in line with policy.
In the UK c.70% of the workforce will receive an increase of 4.0% and in total over 95% of the
workforce will receive an increase of at least 3.0%. The CEO and CFO will receive a salary increases
of 2.5%, effective 1 January 2025, to maintain market alignment.
2025 base
salary
£’000
2024 base
salary
£’000
Increase
Simon Litherland
738.1
720.1
2.5%
Rebecca Napier
492.0
480.0
2.5%
The Chair and Executive Directors reviewed the Non-Executive Directors fees and recommended
increases of 2.5% for the basic fee and the Senior Independent Director fee. The Committee
recommended an increase of 2.5% for the Chair. All increases to be effective 1 January 2025.
Benefits and pension
Implemented in line with policy.
Annual bonus
Implemented in line with policy.
The target award amounts for Simon Litherland and Rebecca Napier are 87.5% and 75% of base
salary respectively, with corresponding maximum award values of 175% and 150% of base salary.
The Committee reviewed the annual bonus measures in the context of the Company’s short-term
aims and their alignment to the strategic goals. The Committee agreed in the context of the takeover
that a simplified structure was relevant for 2025.
Accordingly, the bonus measures¹ and weightings for 2024/25 are:
• Adjusted PBTA (70%)
• Total net revenue (30%)
Performance measures are defined as follows:
• Adjusted profit before tax (Adj. PBTA)– measured as adjusted profit before tax and acquisition-
related amortisation on a constant budgeted currency basis.
• Total net revenue – measured on a constant budgeted currency basis.
The Committee is of the view that the performance targets under the bonus plan are commercially
sensitive and that it would be detrimental to the interests of the Company to disclose them before the
start of the financial year. The threshold, target and stretching maximum for each measure, together
with the performance against them, will be disclosed in the Directors’ remuneration report following
the end of the financial year.
109
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Directors’ remuneration report continued
Statement of implementation of the Directors’ Remuneration Policy in 2025
continued
Performance Share Plan (PSP)
The PSP awards to be made in December 2024 in respect of 2025 for the CEO will comprise an
award of 250% of salary and the CFO 175% of salary. Before finalising the awards, the Committee will
consider the share price at the time of the award. The Remuneration Committee will ensure that any
gains at the end of the three-year performance period are proportionate and aligned to shareholder
value creation.
Given TSR is no longer appropriate due to the pending acquisition, for 2025 awards the Committee
decided that EPS would be the sole performance metric with ROIC continuing to operate as an
underpin. The EPS targets have been set at threshold performance of 79.5p increasing on a straight-
line basis to 100% vesting at 91.4p. Awards vesting under the PSP will be subject to a two-year post-
vest holding period.
Alignment of the Directors’ Remuneration Policy to the wider workforce
The application of the Directors’ Remuneration Policy described earlier applies specifically to
Executive Directors. Where possible, principles set out in the policy have been applied to all
employees to achieve alignment as per the table below.
Element
Alignment of policy to the wider workforce
Base salary
Paid in cash and reviewed annually, normally taking effect 1 January.
Salaries are set with reference to internal pay levels, as well as local
market competitiveness compared with roles of a similar nature and
size of responsibility.
Benefits
Britvic provides local market typical benefits focused on employee health
and wellbeing. The majority of UK employees participate in the Company’s
flexible benefits plan.
Pension
Subject to local market practice and regulations.
Great Britain employees have rights under the Great Britain legacy
defined benefit pension arrangement, which is now closed to future
accrual (the plan was closed to executives at the same time). A defined
contribution pension scheme was introduced following the closure of
the defined benefit pension scheme in which UK employees are entitled
to participate, with the wider workforce having a maximum employer
contribution of 7.5%.
Annual bonus
Approximately 250 leaders and senior managers participate in bonus
arrangements with measures aligned to those of the Executive Directors.
Typically, employees are eligible to receive a bonus linked to profit and
revenue, as well as their individual performance.
Long-term incentives
The PSP is awarded to approximately 100 leaders globally each year. Performance
conditions for the awards are linked to those of the Executive Directors.
All-employee
share plans
Where possible, in the UK and Ireland and some other international
locations, we offer employees annual free share awards linked to company
performance as well as the opportunity to purchase Britvic shares. In
some locations, alternative local profit-sharing arrangements are available,
depending on local market practices and legislation.
The value of each element that the employee may receive will vary according to their seniority and
level of responsibility.
The Remuneration Committee
The Committee has had the opportunity to understand the remuneration of the wider workforce and
has been provided with an overview and related policies, as well as the alignment of incentives and
rewards with culture. Information provided to the Committee includes bonus design and targets,
the PSP, share ownership and Britvic’s all-employee share plans. This is to ensure all decisions on
Executive Directors’ pay take account of decisions across the Group.
The Chair of the Board and the Chair of the Remuneration Committee have engaged in conversation
with the Employee Involvement Forum to discuss both employee and executive remuneration.
The Committee is satisfied that the Company’s remuneration policies are aligned with those of the
Executive Directors, with an appropriate cascade throughout the organisation.
Remuneration Committee membership
The Remuneration Committee is composed of three independent Non-Executive Directors, plus the
Chair of the Board who was independent on appointment. The Company Chair is not present when
his own remuneration is discussed. Attendees at each meeting comprised Committee members and,
by invitation, as appropriate, the CEO, CFO, Chief People Officer and Director of Reward.
External advisors are also invited to attend as and when appropriate.
Role and responsibilities
The Committee’s terms of reference are in line with the 2018 UK Corporate Governance Code and
can be found at britvic.com/committees. The revised Code came into effect from January 2019.
The Committee has responsibility for the following:
• Reviewing executives’ remuneration in terms of the pay policy of the Company as a whole, pay
and conditions elsewhere in the Group, and the overall cost on behalf of shareholders
• Determining, within agreed terms of reference, and taking into account corporate performance
on environmental, social and governance issues, the remuneration of the Chair and specific
remuneration packages for each of the Executive Directors and other members of the Executive
team, including pension rights, any compensation payments and benefits
• Reviewing workforce remuneration and related policies and the alignment of incentives and rewards
with culture, taking these into account when setting the policy for Executive Director remuneration
• Engaging as required with the wider workforce and shareholders on executive pay structures, and
how executive remuneration aligns with wider company pay policy
• Approving the design and operation of the Company’s incentive arrangements, both short and long
term. This includes agreeing the targets that are applied to awards made to senior executives
• Responsibility for all of the Company’s employee share plans and the share dilution position
• Ensuring, via regular reviews, that the Company’s pay policies remain appropriate and relevant
110
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
The Remuneration Committee continued
Committee meetings
The attendance of members for each meeting during the year can be found on page 94.
The key agenda items the Committee discussed during the year included:
• Reviewed and approved the 2023 Directors’ remuneration report
• Reviewed and approved outcomes of the 2023 annual bonus
• Approved the measures for the 2024 annual bonus scheme and the 2024 PSP awards
• Received an update on Executive Directors’ and Executive Committee members’ shareholding
requirement in line with policy
• Approved the 2024 salary reviews for the Executive Directors and Executive Committee members
• Reviewed the Directors’ Remuneration Policy and consulted with major shareholders on
amendments to it, for submission to a shareholder vote at the next AGM
• Reviewed and approved the retention and other remuneration matters relating to the Carlsberg bid
• Reviewed and approved the terms of reference for the Remuneration Committee
Advisors
Willis Tower Watson (WTW) is the independent advisor to the Committee, appointed in May 2023.
WTW also provides services to the Company on pensions and benefits and acts as our corporate
insurance broker. WTW is a member of the Remuneration Consultants Group (the professional body
for executive remuneration consultants). The advisors charged their fees partly on a fixed fee basis
and partly on a time and expenses basis. WTW’s fees in respect of advice to the Committee in the
year under review were £125,620.
During the year, Addleshaw Goddard LLP was also engaged by the Committee to provide legal advice
on contractual arrangements and share schemes for which they received fees to the value of £8,211.
Addleshaw Goddard also provides advice to the Company on a range of other matters.
Linklaters also attended Committee meetings in its role as the Company’s legal advisor on
the takeover.
Unless otherwise stated, these advisors have no other connection with the Company. The Committee,
based on its experience, is satisfied that the advice it received from these organisations was
objective and independent.
Committee evaluation
As described in more detail on page 94, due to the proposed offer for the Company by Carlsberg,
a decision was made to defer this year’s external review of the Board and its Committees including
the Remuneration Committee.
Single total figure of Directors’ remuneration (subject to audit)
Chair and Non-Executive Directors
The table opposite details the total fees paid to Non-Executive Directors and the Chair for the year
under review and the prior year. The Non-Executive Directors received an increase of 2.5% to their
basic fees effective on 1 January 2024. The Chair also received 2.5% and the Committee Chair fees
increased by £1,000.
Basic fee
£’000
Remuneration
Committee
Chair
£’000
Audit Committee
Chair
£’000
Senior
Independent
Director
£’000
Total fees paid
£’000
2024
2023
2024
2023
2024
2023
2024
2023
2024
2023
Ian Durant
267.4
108.2
—
—
—
—
—
—
267.4
108.2
Sue Clark1
29.6
61.6
4.1
12.0
—
—
—
—
33.7
73.6
William Eccleshare
63.4
61.6
—
—
—
—
11.2
11.0
74.6
72.6
Euan Sutherland²
13.2
61.6
—
—
—
—
—
—
13.2
61.6
Emer Finnan
63.4
61.6
—
—
12.7
12.0
—
—
76.1
73.6
Hounaïda Lasry
63.4
61.6
—
—
—
—
—
—
63.4
61.6
Georgina Harvey³
43.5
—
8.9
—
—
—
—
—
52.4
—
Romeo Lacerda4
32.6
—
—
—
—
—
—
—
32.6
—
1. Sue Clark left Britvic on 20 March 2024.
2. Euan Sutherland left Britvic on 18 December 2023.
3. Georgina Harvey commenced on 26 January 2024.
4. Romeo Lacerda commenced on 27 March 2024.
Executive Directors
The table below sets out the total and a breakdown of the remuneration received by each Executive
Director during the year under review and the prior year.
Simon Litherland (CEO)
Rebecca Napier
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Salary
715.7
695.8
480.0
36.9
Benefits1
21.4
21.1
20.7
1.1
Pension
53.7
80.9
36.0
2.9
Total fixed pay
790.8
797.8
536.7
40.9
Annual bonus2
1,252.5
1,093.1
720.0
0.0
LTIP 3,4
2,646.4
1,034.4
0.0
0.0
Total performance related pay
3,898.9
2,062.5
720.0
0.0
Other – Replacement Awards
—
—
—
1,307.2
Grand total
4,689.7
2,860.3
1,256.7
1,348.1
LTIP value from share price growth
816.2
329.0
n/a
n/a
1. This includes for Simon Litherland and Rebecca Napier £4,250 and £4,040 respectively in total in free and matching
shares through the all-employee Share Incentive Plan.
2. One third of the annual bonus will be deferred into shares with a two-year deferral period to vest in December 2025.
3. 2023 LTIP values restated based on the share price at vesting of 886.42p on 28 January 2024.
4. 2024 LTIP values based on the average share price over the last quarter of 2024 of 1,264.23 pence.
Directors’ remuneration report continued
111
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Directors’ remuneration report continued
Single total figure of Directors’ remuneration (subject to audit) continued
i) Base salary – corresponds to the amounts earned during the year
During the year under review, Simon Litherland received a salary increase of 2.5%, below the level of
the wider workforce. Rebecca Napier received no increase as she had only joined shortly before the
date of salary increases.
ii) Benefits – corresponds to the taxable value of all benefits paid in respect of the year
Benefits comprise a car allowance, private medical assurance, life assurance and free and matching
shares under the Share Incentive Plan.
iii) Pension
The table below sets out the value of the defined contribution pension contributions and the cash
allowances earned by Directors for the year under review.
Value of cash
allowance paid
£’000
Value of defined
pension contributions
£’000
Total value
in total single
figure table
Simon Litherland
53.7
0.0
53.7
Rebecca Napier
28.5
7.5
36.0
• Simon Litherland received a cash allowance of 7.5% of pensionable salary in line with the wider
UK workforce
• Rebecca Napier is entitled to a pension contribution of 7.5% of salary in line with the wider UK
workforce. Rebecca receives part of the contribution through company contributions into the
defined contribution arrangement and the remainder as a cash payment
iv) Annual bonus – corresponds to the total bonus earned under the bonus plan
in respect of 2024 performance
The table below sets out the bonus outcomes that apply to the CEO, and the respective performance
targets and actual achieved performance. Bonuses are paid two thirds in cash and one third converted
into shares with a two-year deferral period.
Performance
measure1
Weighting % of
bonus
maximum
Performance
required for
threshold
payout
(0%)
£m
Performance
required for
target
payout
(50%)
£m
Performance
required for
maximum
payout
(100%)
£m
Actual
performance
£m
%
maximum
achieved of
measure
Adjusted PBTA
30
188.0
198.0
208.0
222.3
30.0
Net revenue
20
1,817.8
1,860.8
1,905.8
1,915.6
20.0
Adjusted free
cash flow1
20
35.0
50.0
70.0
95.7
20.0
Innovation
revenue
10
49.4
54.5
59.0
65.9
10.0
Healthier People,
Healthier Planet
20
Strategic objectives
See pages
112 & 113
20.0
1. Definitions of measures are on page 109.
2024 maximum bonus
opportunity % of salary
2024 bonus earned
% of salary
2024 bonus earned
£’000
Performance measure
CEO
CFO
CEO
CFO
CEO
CFO
Adjusted PBTA
52.5
45.0
52.5
45.0
375.8
216.0
Net revenue
35.0
30.0
35.0
30.0
250.5
144.0
Adjusted free cash flow
35.0
30.0
35.0
30.0
250.5
144.0
Innovation revenue
17.5
15.0
17.5
15.0
125.2
72.0
Healthier People,
Healthier Planet objectives
35.0
30.0
35.0
30.0
250.5
144.0
Total
175.0
150.0
175.0
150.0
1,252.5
720.0
Healthier People, Healthier Planet scorecard assessment
(20% of bonus opportunity)
The table below highlights the activities and their achievement that have led the Committee to make
its assessment that 100% of the maximum bonus opportunity against the Healthier People, Healthier
Planet objectives have been achieved. In reaching this judgement the Committee in particular noted
the excellent work in delivering the revised ESG strategy, not only at executive level but also the
involvement deep in the organisation to embed it across multiple stakeholders. The Committee
also considered that calories per serve had exceeded the target, maintaining our leading position in
healthier consumer choices. In addition, that the projects identified on reducing carbon emissions
and improving water efficiency and stewardship had all been delivered and the improved water ratio.
Deliverable FY24
Supporting Commentary
Result
Deliver a reappraised
roadmap for our end-to-end
HPHP journey, on time, in full
and with Board sign-off.
As per Scope of Work and
PMO plan – shared with
full Board.
A full HPHP strategy reset has
been completed and signed off
by the Board in July 2024.
Exceeded expectations.
Retain our competitive
advantage through an average
calories per serve across
global portfolio between
23 to 27 (reduction from
FY23 range).
FY24 proposal takes recent
acquisitions of Jimmy’s and
GlobalBev into account, as
well as expected growth
in Rockstar.
Average of 20.8† calories per
serve achieved.
Exceeded max.
112
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Single total figure of Directors’ remuneration (subject to audit) continued
Healthier People, Healthier Planet scorecard assessment
(20% of bonus opportunity) continued
Deliverable FY24
Supporting Commentary
Result
Continue decarbonisation
progress with emissions
reduction projects.
Scopes 1 and 2 reduction
1,800-2,600 tonnes of carbon
dioxide equivalent from
specific projects.
Scope 3 reduction range
25,000-39,000 tonnes of
carbon dioxide equivalent
from procurement projects.
Scopes 1 and 2 emissions
reduction will be
delivered from:
Great Britain projects:
implementing Beckton heat
recovery system, a series
of green energy conversion
improvements at Rugby,
continued energy efficiency
projects across all facilities.
Ireland projects: continued
energy efficiency projects
across all facilities.
Brazil projects: vehicle load
efficiencies, electrifying forklifts,
increase steam condensate
return and optimising
pasteurisation temperatures.
International projects: increase
use of biogas and renewables,
local sourcing of organic
sugar and moving more to
local production.
All carbon reduction projects
implemented, resulting in a
reduction in all scopes at the
upper end of our expectations:
Scope 1 and 2 – estimated at
2,500 reduction.
Scope 3 – estimated 35,400
reduction achieved, primary
drivers include logistics,
packaging and ingredients.
Nearly at max.
Completion of water
efficiency and water
stewardship programmes.
• Water reverse osmosis
system upgrade in Rugby
• British Rivers Trust wetland
projects continuation
• AWS Certification for
Astolfo Dutra (Phase 2)
• Reuse of water from
effluent treatment at
Aracati (Phase 2)
The projects continue the
water efficiency measures
and water stewardship plans
started in FY23.
All projects completed, resulting
in a reduction in our ratio
year on year.
Water ratio reduced from
2.05 to 1.94.
At maximum.
v) Long-term incentives
Shown below are the outcomes for the January 2022 PSP.
PSP
Measure
% weighting
Threshold
Maximum
% maximum
achieved
EPS
50.0
68.7p
50.0
55.4p
65.0p
TSR
50.0
18th percentile
50.0
Median
Upper quartile
Total
100.0
100.0%
100.0
0.0%
100.0%
Directors’ remuneration report continued
Financial statements
Additional information
Corporate governance
Strategic report
Single total figure of Directors’ remuneration (subject to audit) continued
v) Long-term incentives continued
Long-term incentives – corresponds to the vesting outcome of the 2022 PSP with three-year performance periods ended 30 September 2024
Jan 2022 PSP
Performance conditions and targets set1,2
Performance
outcome
Level of award
vesting % of
maximum
Total value of
vesting
£’000 3
Number of
shares
‘000
Simon Litherland
EPS (50% weighting): threshold vesting for EPS of 55.4p. Maximum vesting for EPS of 65.0p.
Vesting is on a straight‑line basis between threshold and maximum.
68.7p
50.0
1,323.2
104.7
Simon Litherland
Relative TSR (50% weighting): threshold payout for ranking at median vs the comparator group and maximum
payout for ranking at or above the upper quartile.
18th percentile
50.0
1,323.2
104.7
1. The relative TSR comparator group was the FTSE 250 (excluding investment trusts).
2. Threshold vesting for this award is set at 20% of maximum for the PSP.
3. A share price estimate of 1264.23p was used to calculate the value of the above awards which is based on the average closing share price over the last quarter of the financial year.
Scheme interests awarded during the year
The following table sets out the PSP awards granted to the CEO and CFO and the deferred bonus awards granted to the CEO during the year under review (2023/24). All awards are granted as conditional
share awards.
Award name
Number of
shares 1
Face value
of awards
£’000
Date of award
Performance conditions and targets set1,2
Performance
period
% of vesting
at threshold
Simon Litherland
PSP
206,707
1,756.4
12 December 2023
EPS (50% weighting): threshold vesting for EPS of 63.1p with straight-line vesting
to 72.1p, at which 100% of the shares shall vest.
Relative TSR (50% weighting): threshold payout for ranking at median and 100% of
maximum payout for ranking at or above the upper quartile.
3 years ending
30 September
2026
20
Rebecca Napier
PSP
98,858
840.0
Simon Litherland
Deferred bonus
42,882
364.4
12 December 2023
None.
Two-year deferral
n/a
1. The share price used to determine the award levels for the PSP was 849.70p based on the average of the preceding three days prior to grant. The Committee will also consider underlying ROIC over the performance period when assessing the vesting of the PSP to
ensure that it remains satisfactory.
2. The relative TSR comparator group is the FTSE 250 (excluding investment trusts).
Directors’ shareholding requirements and interests in shares
The table below sets out the shareholdings of Directors and connected persons and requirements as at 30 September 2024. A shareholding requirement of 200% of salary for the CEO and 200% for the CFO
applies. Under the shareholding requirement both Executive Directors may not sell any vested shares from company awards (except to settle taxes and the payment of exercise prices or following approval
by the Committee) until their shareholding requirement has been satisfied.
The CEO was appointed on 14 February 2013 and currently has a shareholding of 614% of salary.
The CFO was appointed on 4 September 2023 and currently has a shareholding of 27% of salary.
Executive Directors are required to retain the lower of their holding or a holding of 200% of salary for the first year after they leave Britvic and 100% for the second year.
Directors’ remuneration report continued
114
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Financial statements
Additional information
Corporate governance
Strategic report
Single total figure of Directors’ remuneration (subject to audit) continued
Interest in shares in the Company as of 30 September 2024
Ordinary
shares
Performance
shares
Share options
Shares without
performance conditions
Total
shares
% of salary ¹
Subject to
performance
conditions
Subject to
performance
conditions
Vested but
unexercised
Vested in
the period
Subject to
service
conditions
Ian Durant
3,075
—
—
—
—
—
—
Simon
Litherland
453,226
614%
685,481
—
795,263
—
84,371
Rebecca Napier
13,432
27%
102,314
—
—
24,841
128,754
William
Eccleshare
—
—
—
—
—
—
—
Emer Finnan
—
—
—
—
—
—
—
Hounaïda Lasry
—
—
—
—
—
—
—
Georgina Harvey
—
—
—
—
—
—
—
Romeo Lacerda
—
—
—
—
—
—
—
Euan Sutherland
—
—
—
—
—
—
—
Sue Clark
17,857
—
—
—
—
—
—
1. Based on 12-month average share price of 975.29p and salaries as at 30 September 2024 of £720,118 for the CEO and £480,000
for CFO.
As at the date of this report, Simon Litherland has acquired a further 32 shares and Rebecca Napier a
further 31 shares through the Share Incentive Plan since the year end.
Outside appointments
Executive Directors are allowed external appointments with the permission of the Board. Simon
Litherland and Rebecca Napier do not hold any external appointments.
Payments made for loss of office (subject to audit)
No payments for loss of office were made during the year.
Payments made to past Directors (subject to audit)
No payments were made to past Directors during the year.
Directors’ contracts
Details of the Executive Directors’ service contracts and the Non-Executive Directors’ letters of
appointment are set out below. All Directors’ service contracts and letters of appointment are
available for inspection at the Company’s registered office and at the AGM up until the start of
the meeting.
Director
Date of appointment
Unexpired term
(approx. months)
as at date of
this report
Ian Durant¹
1 February 2023
16
Simon Litherland
14 February 2013
12
Rebecca Napier
4 September 2023
12
William Eccleshare
29 November 2017
25
Emer Finnan
1 January 2022
3
Hounaïda Lasry
29 September 2022
11
Georgina Harvey
26 January 2024
27
Romeo Lacerda
27 March 2024
29
1. Independence met on appointment.
Executive Directors’ contracts operate on a 12-month rolling notice basis. Non-Executive Directors’
contracts are for fixed periods of three years, which may be renewed for up to a maximum of nine
years in total.
Directors’ remuneration report continued
115
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Financial statements
Additional information
Corporate governance
Strategic report
Single total figure of Directors’ remuneration (subject to audit) continued
Remuneration history for the CEO from 2015 to 2024
£’000
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
Simon Litherland
total single figure of remuneration
3,075.2
1,734.5
2,086.3
2,147.4
3,747.9
1,059.6
2,290.1
1,932.6
2,860.3
4,689.7
Bonus (% of maximum)
53.3%
80.6%
82.1%
88.9%
46.9%
0.0%
84.9%
77.6%
89.8%
100%
LTIP (% of maximum)
100% (ESOP
100%, PSP
100%)
91.0% (ESOP
100%, PSP
65.8%)
59.4% (ESOP
61.1%, PSP
56.2%)
37.5% (ESOP
33.3%, PSP
50.0%)
78.0% (ESOP
76.0%, PSP
82.0%)
8.3% (ESOP
0.0%, PSP
25.0%)
38.9% (ESOP
33.33%, PSP
50.0%)
6.4% (ESOP
0.0%, PSP
19.3%)
80.8% (ESOP
90.8%, PSP
60.7%)
100%
(PSP 100%)
Percentage change in remuneration of the Directors
The table below shows how the percentage change in the Directors’ salaries, benefits and bonuses between 2020 and 2024 compared with the percentage change in the weighted average of each of those
components for all full-time equivalent employees based in Great Britain. The Great Britain employee workforce was chosen as a suitable comparator group as the Directors are based in Great Britain (albeit
with a global role and responsibilities) and pay changes across the Group vary widely depending on local market conditions.
Base salary/fees %
Taxable benefits %
Bonus %
2024
2023
2022
2021
2020
2024
2023
2022
2021
2020
2024
2023
2022
2021
2020
Simon Litherland
2.9
3.6
2.5
2.5
2.5
1.4
1.0
16.8
1.1
(21.1)
14.6
19.8
17.2
n/a
(100.0)
Rebecca Napier¹
1,200.8
n/a
n/a
n/a
n/a
1,781.8
n/a
n/a
n/a
n/a
0.0
n/a
n/a
n/a
n/a
Ian Durant²
147.1
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Sue Clark³
-54.2
3.2
2.7
1.2
3.6
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
William Eccleshare
2.7
11.7
11.3
0.5
1.6
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Euan Sutherland4
-78.5
3.5
1.9
0.5
1.6
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Emer Finnan
3.4
48.4
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Hounaïda Lasry
2.9
12,220.0
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Georgina Harvey5
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Romeo Lacerda6
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
GB employees7
5.3
6.6
2.5
2.8
2.5
10.1
0.2
23.1
1.6
(55.9)
0.6
33.0
10.2
1,385
(62.4)
Notes:
The Executive Directors’ salaries were increased by the same level as the general workforce.
1. Rebecca Napier joined on 4 September 2023 and therefore 2023 was not a full year.
2. Ian Durant became Chair of the Board on 1 June 2023 and therefore 2023 was not a full year.
3. Sue Clark resigned on 2 March 2024.
4. Euan Sutherland resigned on 18 December 2023.
5. Georgina Harvey joined on 26 January 2024.
6. Romeo Lacerda commenced on 27 March 2024.
7. The base salary increase for the GB workforce relates to the impact of higher base salary increases awarded to lower paid workers in the annual salary review effective 1 January 2024. The increase in taxable benefits relates to a higher benefit in kind on private
healthcare which proportionately impacts the general workforce more than Directors. The changes in bonus is less than the CEO as in 2023 the CEO earned 90% of max bonus whereas the majority of the workforce earned a full bonus.
Directors’ remuneration report continued
116
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Single total figure of Directors’ remuneration (subject to audit) continued
Statement of voting outcomes at the Annual General Meeting
The following chart sets out the result from the advisory vote on the Annual statement and Annual
report on remuneration for the past three years at the relevant AGMs and the binding vote on the
Directors’ Remuneration Policy at the 2022 AGM.
Report/policy
Votes for
%
Votes against
%
Votes withheld
2024
Remuneration report
187,105,431
89.6
21,838,111
10.5
208,607
2023
Remuneration report
190,413,985
90.4
20,244,024
9.6
35,899
2022
Remuneration Policy
206,798,781
91.6
18,847,778
8.4
639,791
CEO pay ratio
The Company has decided to use the prescribed Option B methodology when calculating the pay
ratios, to align to the Gender Pay Gap calculations. The table below sets out the comparisons
between the 25th, median and 75th percentile employees in the UK with reference to the Gender Pay
Gap calculations, adjusted for earnings due for the performance to 30 September 2024, and the
CEO’s single figure total of remuneration. It is envisaged that the ratio will fluctuate year on year and
may not always coincide with the underlying performance of the business in a single year.
25th percentile
pay ratio
Median
pay ratio
75th percentile
pay ratio
2024 total remuneration
136:1
87:1
57:1
2023 total remuneration
77:1
55:1
40:1
2022 total remuneration
57:1
43:1
26:1
2021 total remuneration
67:1
56:1
35:1
2020 total remuneration
31:1
28:1
20:1
2024 salary
25:1
16:1
13:1
2023 salary
22:1
16:1
13:1
2022 salary
24:1
18:1
13:1
2021 salary
22:1
18:1
13:1
2020 salary
20:1
18:1
13:1
2024
Salary
Total
remuneration
25th percentile employee
£29,120
£33,282
Median employee
£44,405
£52,501
75th percentile employee
£56,154
£79,504
The increase in the total remuneration ratio in 2024 compared with 2023 is driven by the CEO’s
variable pay as his remuneration is more highly geared when compared to employees. The Company
believes the ratio is consistent with pay and progression for employees and reflects the principle of
the CEO having a much greater proportion of his pay at risk.
Relative importance of spend on pay
The following chart sets out this information as it applies to the Company, comparing figures for
the year under review and the previous year. Profit after tax and capital expenditure are also shown
below for context:
Distribution statement (£m)
1. Adjusted profit after tax is before the deduction of adjusting items.
2. In 2024 £45.8m was returned to shareholders by way of the share buyback.
3. Capital expenditure is defined as net cash flow from the purchase and sale of both tangible and intangible assets excluding cash
related to government grants.
Britvic’s historical TSR performance growth in the value of a hypothetical £100
The Committee considers the FTSE 250 (excluding investment trusts) is a relevant index for total
shareholder return as it represents a broad equity index in which the Company is a constituent member.
The graph below shows the TSR for Britvic plc and the FTSE 250 excluding investment trusts over the
10-year period ended 30 September 2024. The table on the opposite page shows total remuneration for
the CEO over the same period.
Total shareholder return 2014-2024
Directors’ remuneration report continued
214.1
161.1
79.1
70.7
2024
2024
2024
2024
2023
2023
2023
2023
200.9
148.4
75.5
77.9
Wages and salaries
Adjusted profit after tax1
Dividend payout2
Capital expenditure3
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
300%
275%
250%
225%
200%
175%
150%
125%
100%
75%
50%
25%
0%
Britvic
FTSE 250 Index (excluding investment trusts)
117
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Directors’ report
The Directors present their report and the audited consolidated financial statements of the Company
and the Group for the year ended 30 September 2024. The Directors’ report comprises the Corporate
Governance report (from pages 82–117) and this Directors’ report (from pages 118–121).
Additional disclosures
Other information that is relevant to this report is incorporated by reference, including information
required in accordance with the UK Companies Act 2006 and associated regulations, UK Listing
Rules (UKLRs) and Disclosure Guidance and Transparency Rules (DTRs). For the purpose of DTR
4.1.8 R, the management report is made up of the Strategic report and the relevant parts of this
Directors’ report. The Corporate governance statement required under DTR 7.2.1 comprises the
content on pages 82—117.
The following sets out where items required to be included in this report under Schedule 7 of the
Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, which
are not located in the Directors’ report, can be found as follows.
Indication of future developments
Strategic report
Pages 2–81
Financial risk management
CFO’s review
Note 25 to the accounts
Pages 68–71
Pages 165–168
Employment of disabled persons
Sustainable business
Page 36
Employee engagement
Sustainable business
Governance statement
S.172 statement
Stakeholder engagement
Pages 33–37
Page 92
Pages 28–29
Page 27
Engagement with suppliers
and customers
Stakeholder engagement
Sustainable business
Page 25
Pages 44–51
Engagement with other stakeholders
Stakeholder engagement
Governance Report
Pages 24–27
Page 91
Greenhouse gas emissions
Sustainable business
Pages 64–67
Energy consumption
Sustainable business
Pages 64–67
Energy efficiency action
Sustainable business
Page 64
Accounting policies and
financial instruments
Financial statements
Pages 134–141
Acquisition of own shares
Note 19 to the accounts
Pages 155–156
The following sets out where items required under UKLR 6.6.1, which are not located in the Directors’
report, can be found:
Directors’ interests
Remuneration report
Pages 114–115
Disclosure table pursuant to UK Listing Rule UKLR 6.6
In accordance with UKLR 6.6.1(R), the table below sets out the location of the information required to
be disclosed, where applicable.
Listing Rule
Information to be included
Disclosure
6.6(1)
Interest capitalised by the Group
n/a
6.6(2)
Unaudited financial information (UKLR 6.2.23R)
n/a
6.6(3)
Long-term incentive scheme information involving Board Directors
(UKLR 9.3.3R)
Page 114
6.6(4)
Waiver of emoluments by a Director
n/a
6.6(5)
Waiver of future emoluments by a Director
n/a
6.6(6)
Non-pre-emptive issues of equity for cash
n/a
6.6(7)
Non-pre-emptive issues of equity for cash in relation to major
subsidiary undertakings
n/a
6.6(8)
Listed company is a subsidiary of another company
n/a
6.6(9)
Contracts of significance involving a Director or a controlling
shareholder
n/a
6.6(10)
Contracts for the provision of services by a controlling shareholder n/a
6.6(11)
Shareholder waiver of dividends
Page 118
6.6(12)
Shareholder waiver of future dividends
Page 118
6.6(13)
Statement of compliance with UKLR 6.2.3R (controlling shareholder)
n/a
Operations and performance
Dividends and dividend waiver
The Group’s profit before taxation attributable to the equity shareholders amounted to £173.2 million
(2023: £156.8 million) and the profit after taxation amounted to £125.8 million (2023: £124.0 million).
An interim dividend of 9.5 pence (2023: 8.2 pence) per ordinary share was paid on 5 July 2024.
In light of the proposed acquisition of the Company by Carlsberg, the Company will not be paying a
final dividend. It was agreed with Carlsberg that payment of a special dividend of 25 pence per Britvic
share would be made to shareholders on the register as at 6pm on the business day immediately
after the date on which the Court makes its order sanctioning the scheme of arrangement. It was
agreed that the special dividend will be payable within 14 days of the effective date of Carlsberg’s
acquisition of the Company.
The Trustees of the Britvic Share Incentive Plan and the nominee company that runs the Britvic
Global Nominee service have elected to waive dividends payable during the year on shares held
under trust. A shareholder responsible for managing forward hedging activities related to the
Performance Share Plan has also elected to waive dividends payable during the year on shares held
under trust.
Research and development
The Group carries out research and development necessary to support its principal activities as a
manufacturer and distributor of soft drinks.
118
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Directors’ report continued
Operations and performance continued
Events since the balance sheet date
There were no material events after the reporting period requiring
disclosure.
Environmental reporting
The Directors have a responsibility to consider the impact on
the environment and the likely consequences of any business
decisions in the long-term. Disclosures in respect of this are
included in the Strategic report on pages 44–67 and in our
Section 172 statement on pages 28–29.
Shares and shareholders
Share capital
The Company’s issued share capital comprised a single class of
shares divided into ordinary shares of 20 pence each (ordinary
shares). As at 30 September 2024, the Company’s issued share
capital comprised 248,906,262 ordinary shares.
Allotment of shares
At the Company’s AGM on 25 January 2024, shareholders
approved an authority for the Company to allot ordinary shares in
the capital of the Company up to a maximum nominal amount of
£32,940,420 (being approximately two thirds of the Company’s
issued share capital at that time). The Company intends to renew
this authority at its 2025 AGM.
Share buyback programme
On 24 May 2023, the Company commenced a share buyback
programme to repurchase ordinary shares with a market value
of up to £75 million. During the year ended 30 September 2024,
the Company completed the programme, purchasing 4,478,603
ordinary shares at an average price of 838.9 pence per share
and an aggregate cost of £37.8 million including £0.3 million of
transaction costs as part of the second share buyback programme.
On 3 June 2024, the Company announced the commencement
of a further share buyback programme, with an aggregate market
value equivalent of up to £75 million. The sole purpose of the
share buyback programme was to reduce the Company’s share
capital. Authority for the buyback programme was renewed by
shareholders at the 2024 Annual General Meeting. The programme
was suspended by the Company on 25 June 2024 as a result of
the Carlsberg proposed offer.
During the year ended 30 September 2024, the Company purchased
572,702 ordinary shares at an average price of 968.3 pence per
share and an aggregate cost of £5.7 million including £0.1 million of
transaction costs as part of the third share buyback programme.
For further information see note 19 to the accounts.
Rights and restrictions attaching to shares
On a show of hands at a general meeting of the Company, every
holder of ordinary shares present in person and entitled to vote
shall have one vote, and, on a poll, every member present in
person or by proxy and entitled to vote shall have one vote for
every ordinary share held. Any notice of general meeting issued
by the Company will specify deadlines for exercising voting rights
and in appointing a proxy or proxies in relation to resolutions to be
proposed at the general meeting. All proxy votes are counted and
the numbers for, against or withheld in relation to each resolution
are announced at the general meeting and published on the
Company’s website after the meeting.
There are no restrictions on the transfer of ordinary shares in the
Company other than:
• Certain restrictions which may from time to time be imposed
by laws and regulations (for example, insider trading laws)
• Pursuant to the UK Listing Rules of the Financial Conduct
Authority and Britvic’s share dealing code whereby certain
employees of the Group require the approval of the Company to
deal in its ordinary shares
• Pursuant to provisions in the Scheme document between the
Company and Carlsberg
The Company is not aware of any agreements between
shareholders that may result in restrictions on the transfer of
securities and/or voting rights.
Shares held in employee benefit trusts
Under the rules of the Britvic Share Incentive Plan (the Plan),
eligible employees are entitled to acquire shares in the Company.
Plan shares are held in trust for participants by Equiniti Share
Plan Trustees Limited (the Trustees). Voting rights are exercised
by the Trustees on receipt of participants’ instructions. If a
participant does not submit an instruction to the Trustees, no
vote is registered. In addition, the Trustees do not vote on any
unawarded shares held under the Plan as surplus assets. The
Trustees hold shares to satisfy future share awards which at
present have not been allocated to employees under the Plan and
a dividend / voting waiver is in place. As at 30 September 2024,
the Trustees held 1.33% (2023: 1.22%) of the issued share capital
of the Company.
Similarly, if IQ-EQ (Jersey) Limited, as Trustee of the Britvic
Employee Benefit Trust (the Trustee), holds ordinary shares on
trust for the benefit of the Executive Directors, senior executives
and managers of the Group, a dividend waiver is in place. The
Trustee is not permitted to vote on any unvested shares held in
the trust unless expressly directed to do so by the Company. As at
30 September 2024, the Trustee held 0.61% (2023: 0.86%) of the
issued share capital of the Company.
Major shareholders
At 30 September 2024, the Company had been notified, in
accordance with the Disclosure Guidance and Transparency
Rules, of the following interests amounting to 3% or more of the
voting rights in the issued ordinary share capital of the Company.
Number of
ordinary shares
Percentage of
voting rights
The Goldman Sachs Group, Inc.
20,652,282
8.30%
Invesco Ltd
14,169,572
5.69%
NN Group N.V.
13,383,912
5.38%
Blackrock, Inc.
13,377,836
5.37%
FMR LLC
12,859,081
5.17%
Société Générale
12,559,598
5.05%
Incentive AS
12,320,963
4.95%
Morgan Stanley & Co.
International plc
12,484,856
4.94%
Norges Bank
10,464,227
4.20%
BNP Paribas
7,952,461
3.19%
M&G Plc
Unknown
Below 5%
119
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Rights and restrictions attaching to shares
continued
Major shareholders continued
As at 14 November 2024, the Company had been notified of the
following additional changes in interests:
Number of
ordinary shares
Percentage of
voting rights
Société Générale1
15,022,463
6.04%
FIL Limited
14,241,000
5.72%
Morgan Stanley & Co.
International plc2
10,868,062
4.37%
The Goldman Sachs Group, Inc3
4,691,667
1.88%
NN Group N.V.4
4,527,000
1.82%
Barclays plc5
143,624
0.06%
1. Prior to the most recent notification stated, Société Générale decreased its holding
to 4.25% on 2 October, increased its holding to 5.46% on 3 October, decreased
its holding to 4.30% on 8 October, increased its holding to 5.58% on 10 October,
increased its holding to 6.36% on 21 October, decreased its holding to 5.29% on
25 October, increased its holdings to 6.84% on 29 October, decreased its holding
to 5.73% on 5 November, increased its holding to 6.00% on 11 November and
decreased its holding to 5.15% on 12 November 2024.
2. Prior to the most recent notification stated, Morgan Stanley & Co. International
plc increased its holding to 5.13% on 1 October, decreased its holding to 4.97% on
22 October, increased its holding to 5.10% on 23 October, decreased its holding to 0%
on 29 October, increased its holding to 4.91% on 30 October, decreased its holding
to 0% on 1 November, increased its holding to 4.98% on 5 November and further
increased its holding to 5.01% on 6 November 2024.
3. Prior to the most recent notification stated, The Goldman Sachs Group, Inc decreased
its holding to 6.08% on 29 October, further decreased its holding to 5.98% on
30 October, further decreased its holding to 5.29% on 31 October, further decreased
its holding to 4.70% on 4 November and further decreased its holding to 3.29% on
6 November 2024.
4. Prior to the most recent notification stated, NN Group N.V. decreased its holding
to 4.63% on 4 November 2024.
5. Prior to the most recent notification stated, Barclays plc increased its holding
to 5.49% on 7 October, further increased its holding to 6.04% on 18 October and
decreased its holding to 5.99% on 21 October, increased its holding to 6.04% on
30 October, decreased its holding to 6.10% on 31 October and further decreased
its holding to 5.09% on 1 November 2024.
Governance
Articles of association
The Company’s articles may only be amended by a special
resolution at a general meeting of shareholders. The articles
were last updated in August 2024 to give effect to certain matters
in connection with the Carlsberg offer on its completion.
Compliance
Britvic has a global function responsible for overseeing the
compliance agenda, including working with policy owners to
ensure that individual policies form a coherent framework across
the business. Objectives of this function include ensuring that
policies remain relevant, identifying and addressing new policy
areas and advising on implementation and monitoring. New
employees are required to read and complete training on key
policies, and the compliance function runs a rolling programme of
updates in order that the workforce, including contractors, review
relevant policies at regular intervals.
Anti-bribery and corruption
Britvic has an anti-bribery and corruption policy that applies
across the Group. Training is provided to employees through an
e-learning platform.
Face to face training is also deployed to relevant areas of the
business, including to the Executive team and the Board. Training
includes details of the rules and limits around giving and receiving
gifts and hospitality and how to record these. Central records
are kept by the General Counsel and Company Secretary and
reviewed annually. Bribery and corruption risks are addressed
within the Group risk management framework under the legal
and regulatory principal risk (see page 79).
Britvic also provides a confidential mySpeakup whistleblowing
hotline, operated by an independent third party, enabling
employees, contractors, suppliers and anyone associated with
the Group to report suspected wrongdoing. The Audit Committee
reviews the process in place for reporting to ensure it is fit for
purpose, and all reports received, and follow up actions, are
reported to the Board.
Four mySpeakup reports related to anti-bribery and corruption
were received in 2024, of which one was concerned with a potential
non-disclosure of conflicts of interest. These were all investigated
and found to be unsubstantiated.
Going concern and viability
The Directors consider that the Group and the Company have
adequate resources to remain in operation for the foreseeable
future and have therefore continued to adopt the going concern
basis in preparing the financial statements. In making this assessment,
the Directors have considered the Group’s balance sheet position,
forecast earnings and cash flows for the period from the date of
approval of these financial statements to 30 September 2026.
Please refer to note 3 for our basis of preparation and accounting policy.
The UK Corporate Governance Code 2018 requires the Directors
to assess and report on the prospects of the Group over a longer
period. This longer-term viability statement is set out on page 81.
The UK Corporate Governance Code 2024 comes into force after
the year end of the Company, hence the reference to the 2018
Code provisions.
Independent auditor
Deloitte LLP acted as auditor throughout the year. In accordance
with Section 489 and Section 492 of the Companies Act 2006,
resolutions proposing the reappointment of Deloitte LLP as the
Company’s auditor and authorising the Directors to determine
the auditor’s remuneration will be put to shareholders at
the next AGM.
Branches
As a global group, interests and activities are held or operated
through subsidiaries and branches which are established in, and
subject to the laws and regulations of, various different jurisdictions.
Political donations
No political donations were made by the Group and its subsidiaries
during the financial year (2023: nil).
Annual General Meeting
The 2024 AGM will be held on Monday 31 March 2025 at 11.00am
at the offices of Linklaters LLP, 1 Silk Street, London EC2Y 8HQ,
subject to the Company remaining a public company at the
time. Details of the resolutions to be proposed at the AGM will
be published in early March should the Company remain a public
company at the time and will be made available on the Britvic
website at britvic.com/agm.
Engagement with other stakeholders
In the discharge of their various legal, statutory and governance
obligations and duties, the Directors have endeavoured to act to
promote the success of the Group for the benefit of its members
as a whole, and in doing so have regard for the interests of its
stakeholders. Details of the various stakeholder groups and their
associated engagement strategies are provided on pages 91–92 of
this report. The Board ensures, in its discussion of relevant matters,
that stakeholder interests are considered in related discussions and
decision making processes and inform policies and procedures.
Directors
The following were Directors of the Company during the year: Ian
Durant, William Eccleshare, Emer Finnan, Georgina Harvey (joined
on 26 January 2024), Romeo Lacerda (joined on 27 March 2024),
Hounaïda Lasry, Simon Litherland, Rebecca Napier, Sue Clark
(resigned on 20 March 2024) and Euan Sutherland (resigned on
18 December 2023).
Directors’ report continued
120
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Governance continued
Directors continued
The biographical details of the Directors are set out on pages 84–85 of this report. The service
contracts of the Executive Directors and letters of appointment of the Non-Executive Directors are
available for inspection at the Company’s registered office.
Data on the diversity of the individuals on the Board and Executive team as required by UK Listing
Rule 6.6.6R (10) is set out opposite, as at a reference date of 30 September 2024. Data is collected
by self-disclosure directly from the individuals concerned.
Gender identity or sex
Number
of Board
members
% of
the Board
Number of senior
positions on
the Board
(CEO, CFO,
SID and Chair)
Number in
Executive
team
% of
Executive
team
Men
4
50%
3
6
60%
Women
4
50%
1
4
40%
Not specified/
prefer not to say
—
—
—
—
—
Ethnic background
Number
of Board
members
% of
the Board
Number
of senior
positions on
the Board
(CEO, CFO,
SID and Chair)
Number in
Executive
team
% of
Executive
team
White British or other White (including
minority white groups)
6
75%
4
8
80%
Mixed/Multiple Ethnic Groups
—
—
—
1
10%
Asian/Asian British
—
—
—
1
10%
Black/African/Caribbean/Black British
—
—
—
—
—
Other ethnic group, including Arab
2
25%
—
—
—
Not specified/prefer not to say
—
—
—
—
—
Directors’ powers
Subject to company law and Britvic’s articles, the Directors may exercise all of the powers of the
Company and may delegate their power and discretion to Committees. The Executive team is
responsible for the day to day management of the Group. The articles give the Directors power to
appoint and replace Directors. Under the terms of reference of the Nomination Committee, any
appointment must be recommended by the Nomination Committee for approval by the Board.
The Company’s articles require that each Director retires at the end of each AGM of the Company
unless elected or re-elected at the meeting, and that a Director who has been appointed by the Board
during the year retires at the next AGM following their appointment.
Contracts of significance
No Director has any other interest in any shares or loan stock of any group company other than
those disclosed in the Remuneration Committee report on page 115. No Director was or is materially
interested in any contract, other than under their service contract or letter of appointment, which was
subsisting during the year or existing at the end of year and which was significant in relation to the
Group’s business. There are procedures in place to deal with any conflicts of interest and these have
operated effectively during the year.
Directors’ liabilities
During the year and as at the date of this report, customary indemnities are in place under which the
Company has agreed, to the extent permitted by law and the Company’s articles, to indemnify:
• The Directors, in respect of all losses arising out of, or in connection with, the execution of their
powers, duties and responsibilities as Directors of the Company or any of its subsidiaries
• Directors of associated companies, in respect of all losses arising out of, or in connection with,
the execution of their powers, duties and responsibilities as directors of such companies
There are several companies in the Group that act as corporate trustees for group pension schemes,
and the directors of those companies are indemnified under the relevant pension plan rules and are
also covered by indemnity insurance.
Change of control provisions
There are no agreements between the Company and its Directors or employees providing for
compensation for loss of office or employment (whether through resignation, purported redundancy
or otherwise) that occurs because of a takeover bid. The Company’s banking arrangements
are terminable upon a change of control of the Company. Certain other indebtedness becomes
repayable if a change of control leads to a downgrade in the credit rating of the Company.
On 24 June 2024, it was announced that PepsiCo and Carlsberg had reached an agreement whereby
PepsiCo agreed to waive the change of control clause in the bottling arrangements it has with the
Company and this waiver will come into effect should an acquisition of Britvic by Carlsberg proceed
to completion.
Disclaimer
The purpose of this Annual Report and Accounts is to provide information to the members of the
Company, and it has been prepared for, and only for, the members of the Company as a body, and
no other persons. The Company, its Directors and employees, agents and advisors do not accept or
assume responsibility to any other person to whom this document is shown or into whose hands it
may come, and any such responsibility or liability is expressly disclaimed. A cautionary statement in
respect of forward-looking statements contained in this Annual Report appears on the inside front
cover of this document.
The Directors’ report was approved by the Board on 19 November 2024.
By Order of the Board
Mollie Stoker
General Counsel and Company Secretary
Company No. 5604923
Directors’ report continued
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Statement of Directors’ responsibilities
Statement of Directors’ responsibilities in respect of the Annual Report
and the financial statements
The Directors are responsible for preparing the Annual Report and the financial statements in
accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law,
the Directors are required to prepare the Group financial statements in accordance with UK-adopted
international accounting standards in conformity with the requirements of the Companies Act 2006.
The Directors have chosen to prepare the parent company financial statements in accordance with
United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards
and applicable law), including FRS 101 ‘Reduced Disclosure Framework’. Under Company law the
Directors must not approve the financial statements unless they are satisfied that they give a true
and fair view of the state of affairs of the Company and of the profit or loss of the Company for
that period.
In preparing the parent company financial statements, the Directors are required to:
• Select suitable accounting policies and then apply them consistently
• Make judgements and accounting estimates that are reasonable and prudent
• State whether applicable UK Accounting Standards have been followed, subject to any material
departures disclosed and explained in the financial statements
• Prepare the financial statements on the going concern basis unless it is inappropriate to presume
that the Company and/or the Group will continue in business
In preparing the Group financial statements, International Accounting Standard 1 requires that
the Directors:
• Properly select and apply accounting policies
• Present information, including accounting policies, in a manner that provides relevant, reliable,
comparable and understandable information
• Provide additional disclosures when compliance with the specific requirements of the financial
reporting framework are insufficient to enable users to understand the impact of particular
transactions, other events and conditions on the entity’s financial position and financial performance
• Make an assessment of the Group’s ability to continue as a going concern
The Directors are responsible for keeping adequate accounting records that are sufficient to show
and explain the Company’s and Group’s transactions and disclose with reasonable accuracy at
any time the financial position of the Company and the Group and enable them to ensure that the
Company and the Group financial statements comply with the Companies Act 2006. They are also
responsible for safeguarding the assets of the parent company and Group and hence for taking
reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the corporate and financial information,
included on the Company’s website. Legislation in the United Kingdom governing the preparation and
dissemination of financial statements may differ from legislation in other jurisdictions.
Directors’ declaration in relation to relevant audit information
Each of the Directors whose names and functions are set out on pages 84—85 confirm that to the
best of their knowledge:
• There is no relevant audit information of which the Company’s auditor is unaware
• Each Director has taken all the steps a director might reasonably be expected to have taken to be aware of
relevant audit information and to establish that the Company’s auditor is aware of that information
This confirmation is given and should be interpreted in accordance with the provisions of S.418 of the
Companies Act 2006.
Directors’ responsibility statement
The Directors whose names and functions are set out on pages 84—85 confirm that to the best of
their knowledge:
• The financial statements, prepared in accordance with the relevant financial reporting framework,
give a true and fair view of the assets, liabilities, financial position and profit of the Company and
undertakings included in the consolidation taken as a whole
• The management report, comprising the Strategic report and the relevant parts of the Directors’
Report, includes a fair review of the development and performance of the business and the
position of the Company and undertakings included in the consolidation taken as a whole, together
with a description of the principal risks and uncertainties that they face
• The Annual Report and financial statements, taken as a whole, is fair, balanced and understandable
and provides the information necessary for shareholders to assess the Company’s position,
performance, business model and strategy
This responsibility statement was approved by the Board of Directors on 19 November 2024 and is
signed on its behalf by:
Simon Litherland
Rebecca Napier
Chief Executive Officer
Chief Financial Officer
19 November 2024
19 November 2024
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1. Opinion
In our opinion:
• the financial statements of Britvic plc (the ‘company’) and its subsidiaries (the ‘group’) give a true
and fair view of the state of the group’s and of the company’s affairs as at 30 September 2024 and
of the group’s profit for the year then ended;
• the group financial statements have been properly prepared in accordance with United Kingdom
adopted international accounting standards;
• the company financial statements have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 101
“Reduced Disclosure Framework; and
• the financial statements have been prepared in accordance with the requirements of the
Companies Act 2006.
We have audited the financial statements which comprise:
• the consolidated income statement;
• the consolidated statement of comprehensive income;
• the consolidated balance sheet;
• the consolidated statement of changes in equity;
• the consolidated statement of cash flows;
• the related notes to the consolidated financial statements 1 to 35;
• the company balance sheet;
• the company statement of changes in equity; and
• the related notes to the company financial statements 1 to 18.
The financial reporting framework that has been applied in the preparation of the group financial
statements is applicable law and United Kingdom adopted international accounting standards.
The financial reporting framework that has been applied in the preparation of the parent company
financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101
“Reduced Disclosure Framework” (United Kingdom Generally Accepted Accounting Practice).
2. Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK))
and applicable law. Our responsibilities under those standards are further described in the auditor’s
responsibilities for the audit of the financial statements section of our report.
We are independent of the group and the company in accordance with the ethical requirements
that are relevant to our audit of the financial statements in the UK, including the Financial Reporting
Council’s (the ‘FRC’s’) Ethical Standard as applied to listed public interest entities, and we have
fulfilled our other ethical responsibilities in accordance with these requirements. The non-audit
services provided to the group and company for the year are disclosed in note 7 to the financial
statements. We confirm that we have not provided any non-audit services prohibited by the FRC’s
Ethical Standard to the group or the company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
3. Summary of our audit approach
Key audit matters
The key audit matters that we identified in the current year were:
• Commercial rebate liabilities; and
• Impairment of goodwill and intangible assets.
Within this report, key audit matters are identified as follows:
Newly identified
Increased level of risk
Similar level of risk
Decreased level of risk
Materiality
The materiality that we used for the group financial statements was £11m
which was determined on the basis of 5% of adjusted profit before tax.
Scoping
The group is organised into five operating divisions, each of which has
multiple trading entities. We have identified the operating divisions as separate
components, as well as a head-office function. Two components were subject
to full scope audits, with the other three subject to an audit of specified
account balances. Balances in scope account for 87% of the group’s revenue,
89% of the profit before tax and adjusting items and 91% of net assets.
Significant changes
in our approach
There have been no changes in our key audit matters from the prior year or
significant changes in our audit approach.
Annual Report and Accounts 2024 Britvic
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4. Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern
basis of accounting in the preparation of the financial statements is appropriate.
Our evaluation of the directors’ assessment of the group’s and company’s ability to continue to adopt
the going concern basis of accounting included:
• obtaining management’s going concern assessment and understanding the process undertaken
in relation to the going concern assumptions;
• assessing how management have incorporated the potential impact of the wider macro-economic
environment in the going concern model by consideration of the current and forecast performance
of the group;
• challenging assumptions used in the going concern model by assessing management’s
assumptions against market data;
• assessing the group’s financing facilities including the nature of the facilities, repayment terms,
maturity dates and compliance with loan covenants;
• in respect of the potential transaction, we obtained management’s assessment of the implications
of the change of control clause in the group’s financing facilities;
• evaluating the mathematical accuracy of the model used to prepare the group’s going
concern assessment;
• assessing management’s sensitivity analysis and performing our own independent sensitivities;
• evaluating identified potential mitigating actions and the appropriateness of the inclusion of these
in the going concern assessment;
• assessing the historical accuracy of forecasts; and
• assessing the appropriateness of the going concern disclosures in the financial statements,
including in relation to the potential acquisition by Carlsberg UK Holdings Limited.
Based on the work we have performed, we have not identified any material uncertainties relating to
events or conditions that, individually or collectively, may cast significant doubt on the group's and
company’s ability to continue as a going concern for a period of at least twelve months from when
the financial statements are authorised for issue.
In relation to the reporting on how the group has applied the UK Corporate Governance Code, we
have nothing material to add or draw attention to in relation to the directors’ statement in the financial
statements about whether the directors considered it appropriate to adopt the going concern basis
of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current period and include the most significant assessed
risks of material misstatement (whether or not due to fraud) that we identified. These matters
included those which had the greatest effect on: the overall audit strategy, the allocation of resources
in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and
in forming our opinion thereon, and we do not provide a separate opinion on these matters.
5.1. Commercial rebate liabilities
Key audit
matter
description
The Group has a commercial rebate liability of £111.8m (FY23: £123.3m) as at the
balance sheet date as shown in note 23b.
The Group agrees joint business plans and promotional discounts with customers.
This represents variable consideration which is payable to the customer. There
is estimation in determining the transaction price recognised upon sales as the
commercial rebate terms may be linked to forecasted customer net revenue year
which spans the Group’s year end, or may be based on estimated customer sales
volume data.
Further details are included within “Other Sources of Estimation Uncertainty” as
disclosed in the accounting policies within note 4 to the financial statements.
Due to the high level of estimation involved, and the impact the commercial
rebate liability has on Revenue, we have determined there is a potential for fraud
through possible manipulation of the commercial rebate liabilities balance. We
have identified this risk specifically in relation the commercial rebate terms which
are determined to have the highest degree of judgement and management estimate.
These are determined to be growth drivers, which have an element of forecasting,
and rate per case retrospective promotional discounts.
The Audit Committee and Risk Committee’s consideration in respect of the risk is
included on page 101.
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How the
scope of
our audit
responded
to the key
audit matter
We performed the following procedures in respect of this key audit:
• Met with management and the key commercial team contacts to obtain an
understanding of group commercial rebate accounting policy.
• Obtained an understanding of the control environment and the relevant controls
over the commercial rebate process.
• Performed an analytical review over the commercial rebate liabilities balance,
including assessing the year-on-year movement and the ageing of the liabilities.
• For a sample of customer rebate liabilities, sought confirmation directly from
the customer to assess whether the terms, timing and mechanics of the
customer rebate deals as recognised by the group were accurate. We performed
completeness procedures via asking customers to confirm rebate deals in
place with the group. Where responses from customers were not received, we
completed alternative procedures such as agreement to underlying contractual
arrangements and other third-party data.
• Recalculated the commercial rebate liability for our sample by inspecting the
signed contractual terms, third party information received from the customer.
Where management used forecasting to determine the year-end commercial
rebate liability, particularly in relation to growth drivers and rate per case
retrospective promotional discounts, we have challenged management’s
forecasting by comparing to actual post-period end performance to assess the
accuracy of the commercial rebate liabilities.
• Performed a stand back assessment on judgements made in the previous year,
including examining a sample of commercial rebate liability releases.
• Inspected post year end debit notes to evaluate the completeness of the
year-end liability.
• Assessing the appropriateness of the disclosures made in the financial statements.
Key
observations
Based on the audit procedures performed, we are satisfied that the commercial
rebate liabilities and related disclosures are appropriate.
5. Key audit matters continued
5.1. Commercial rebate liabilities
continued
5.2. Impairment of goodwill and intangible assets
Key audit
matter
description
At 30 September 2024, the group held £215.8m (FY23: £212.4m) of goodwill and
£224.4m (FY23: £221.9m) of intangible assets.
Under IAS 36 ‘Impairment of assets’, the group is required to review goodwill and
intangible assets for impairment at least annually by assessing the recoverable amount
of each cash-generating unit, or group of cash-generating units, to which goodwill relates.
Impairment of goodwill and intangible assets has been identified as a key audit
matter because of the high level of judgement in forecasting future cash flows,
determining future growth rates and estimating the discount rate to be applied.
As outlined in notes 4 and 15 management have made judgements and assumptions
including:
• The selection of the appropriate methodology (fair value less costs of disposal
or value in use) in determining the recoverable amount for each group of cash
generating units (‘CGUs’).
• Determination of the appropriate discount and growth rates to be used in the model.
• The assumptions in relation to a market participant’s ability to generate
economic benefits from the highest and best use of the assets, in respect of the
France group of CGUs.
Further details in relation to impairment of goodwill and intangible assets, are
included in note 4 and 15 to the financial statements and in the Audit Committee
report on page 101.
How the
scope of
our audit
responded
to the key
audit matter
We performed the following procedures in respect of this key audit matter:
• Obtained an understanding of the relevant controls in place over the key inputs
and assumptions used in the valuation of the goodwill and intangible assets.
• Assessed the appropriateness of management’s methodology, being the higher
of fair value less costs of disposal and value in use.
• Held discussions with key individuals from the senior leadership team, divisional
leadership and key personnel involved in the forecasting process to discuss and
evaluate evidence to support future sales growth rates and profitability assumptions.
• Evaluated assumptions applied in estimating sales forecasts and benchmarked
the group’s assumptions against external data for specific market segments.
• In conjunction with our valuation specialists and utilising available third-party
evidence, we challenged the assumptions in relation to a market participant’s
ability to generate economic benefits from the highest and best use of the
assets, in respect of the France group of CGUs.
• Involved our valuation specialists to benchmark the discount rates
and appropriateness of the fair value less costs of disposal approach.
• Evaluated the appropriateness of management’s sensitivities performed on
key assumptions.
• Assessed the appropriateness of disclosures provided in the financial statements
regarding the key sources of estimation uncertainty and reasonably possible changes.
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Key
observations
Based on the audit procedures performed, we are satisfied that the reported values
of goodwill and intangible assets and related disclosures are appropriate.
6. Our application of materiality
6.1. Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it
probable that the economic decisions of a reasonably knowledgeable person would be changed
or influenced. We use materiality both in planning the scope of our audit work and in evaluating the
results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a
whole as follows:
Group financial statements
Company financial statements
Materiality
£11.0m (2023: £9.8m)
£10.9m (2023: £9.7m)
Basis for determining
materiality
Approximately 5% of adjusted profit
before tax (2023: 5%).
For further details on adjusting
items and management’s
reconciliation of this alternative
performance measure, refer to the
“Non-GAAP Reconciliations” section
of the financial statements.
Materiality was determined using
a benchmark of net assets and
a factor of 1.6% (2023: 1.5%) and
capped at 99% of group materiality.
Rationale for the
benchmark applied
We concluded that adjusted profit
before tax is the most relevant
measure of the underlying financial
performance of the group. Whilst,
not an IFRS measure, adjusted profit
before tax is one of the key metrics
used by stakeholders. Use of this
measure is consistent with the
approach taken in the previous year.
We consider that net assets is the
most appropriate measure given the
company is an investment holding
company with no revenue. This
approach is consistent with the
approach taken in the previous year.
5. Key audit matters continued
5.2. Impairment of goodwill and intangible assets
continued
Adjusted pre-tax profit
Group materiality
Adjusted
pre-tax
profit £210.1m
Group materiality £11.0m
Component materiality
range £2.8m to £6.3m
Audit Committee reporting
threshold £0.55m
6.2. Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in
aggregate, uncorrected and undetected misstatements exceed the materiality for the financial
statements as a whole.
Group financial statements
Company financial statements
Materiality
65% of group materiality
(2023: 70%)
70% of company materiality
(2023: 70%)
Basis and rationale
for determining
performance
materiality
In determining performance
materiality, we considered the
following factors:
• Our risk assessment, including
our assessment of the group’s
overall control environment; and
• Nature and size of the
misstatements identified in
prior periods.
In determining performance
materiality, we considered the
following factor:
• Our risk assessment, including
our assessment of the group’s
overall control environment.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences
in excess of £0.55m (2023: £0.49m), as well as differences below that threshold that, in our view,
warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure
matters that we identified when assessing the overall presentation of the financial statements.
7. An overview of the scope of our audit
7.1. Identification and scoping of components
Our group audit was scoped by obtaining an understanding of the group and its environment,
including group wide controls, and assessing the risks of material misstatement at the group level.
The group operates predominantly in Europe and South America. We determined which components
are financially significant by reference to a number of factors, including financial contribution and risk
profile and performed full scope audits on two components (Great Britain and Centre). Three further
components were subject to audit of specified account balances (Ireland, France and Brazil) where
we considered there to be a reasonable possibility of material misstatement in specific balances
within the financial statements. We have determined component materiality to be a range of £2.8m
to £6.3m (2023: £2.8m to £6.1m), excluding the company component.
As each of the local finance functions maintain separate financial records, we have engaged
component auditors from the Deloitte member firms in France and Brazil, with the UK firm
performing procedures in relation to the Great Britain, Ireland and Centre components. This approach
also allows us to engage local auditors who have appropriate knowledge of local regulations to
perform the audit work under a common Deloitte audit approach. Our full scope and audit of
specified account balances covered 87% of group revenue (2023: 100%), 89% of adjusted profit
before tax (2023: 100%) and 91% of net assets (2023: 71%).
At the group level we also tested the consolidation process and carried out analytical procedures on
the aggregated financial information of the remaining components not subject to full scope audit or
audits of specified account balances.
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7. An overview of the scope of our audit continued
7.1. Identification and scoping of components continued
The contribution of components to group totals are shown below:
Full audit scope
67%
Specified account balances
20%
Group level procedures
13%
Full audit scope
86%
Specified account balances
3%
Group level procedures
10%
Full audit scope
73%
Specified account balances
18%
Group level procedures
9%
Revenue
Net assets
Profit
before tax
7.2. Our consideration of the control environment
Our controls approach was principally designed to inform our risk assessment, to allow us to obtain
an understanding of relevant controls in order to address the risks of material misstatement. This
included controls relating to revenue recognition, commercial rebate liabilities and head office
controls relating to central balances and processes such as post-employment benefit obligations,
consolidation and financial reporting, and the Group’s planning and budgeting process. We also
included relevant entity level controls.
The group operates a range of IT systems which underpin the financial reporting process. These vary
by business and/or geography. We obtained an understanding of the general IT controls associated
with those financially relevant systems.
We did not seek to place reliance on controls for the purpose of our audit, except for certain
valuation controls in relation to pension scheme assets. Any findings or observations identified
through understanding the controls have been reported to the Audit Committee, together with
recommendations for improvement. Where control deficiencies were identified during the course
of the audit, we reconsidered our risk assessment and the nature, timing and extend of our audit
procedures.
7.3. Our consideration of climate-related risks
The group is exposed to the impacts of climate change on its business and operations as highlighted
in the Task Force on Climate-Related Financial Disclosures (TCFD) report on pages 52-67, viability
statement on page 81, the principal risks on pages 75-80.
We have engaged with both the central finance and sustainability functions to gain an understanding
of the assessment of, and the process undertaken to both identify and quantify, the group’s climate-
related risks. We have involved our climate specialists in our assessment to consider broader
industry and market-wide practice. We completed an independent climate-based risk assessment
in order to consider the potential impact of climate change on the group’s financial statements,
incorporating both business specific knowledge and wider industry awareness, including the
extent to which they have been included in the group’s forecast financial information. We used
this to assess the completeness of the group’s identified risks and to develop audit procedures to
respond to these risks, in particular as part of our work in relation to goodwill and intangible assets
impairment, going concern and long-term viability, as well as considering climate-related risks
throughout our risk assessments on each financial statement account balance.
Consistent with the previous year, the group has identified that the most significant impacts of
climate on its operations in the future will be due to:
• Increasing water stress or scarcity impacting the group’s ability to manufacture and sell soft drinks;
• Extreme weather events disrupting the supply of ingredients and production facilities;
• Increased costs from emerging regulation such as carbon taxation; and
• Changing consumer preferences leading to greater demand for lower emission products.
The details regarding these impacts are provided on pages 52-67 of the Task Force for Climate-
related Financial Disclosures section and on page 77 of the principal risks and uncertainties, which
are included in the “Other Information” section. We read these disclosures to consider whether they
are materially inconsistent with the financial statements and our knowledge obtained in the audit.
Our audit focused on evaluating whether management's assessment of the impact of climate risk,
both physical and transition, and the effects of material climate risks disclosed on pages 52-67 have
been accurately reflected in asset values and associated disclosures where values are determined
through modelling future cash flows. This includes the goodwill and intangible assets impairment
assessment (note 15) and the recoverability of deferred tax assets (note 10). We also assessed the
Directors' considerations of climate change in their assessment of going concern and viability (note
4), along with the associated disclosures.
In considering the disclosures presented as part of the Strategic Report, with the involvement of
our climate change specialists, we assessed compliance with the TCFD requirements and the
recommendations made by both the Task Force and FRC as set out in their thematic reviews.
7.4. Working with other auditors
The component audit teams attended group planning meetings in April 2024 prior to
commencement of our detailed audit work. The purpose of these planning meetings was to ensure
a good level of understanding of the group’s businesses, its core strategy and enable a discussion of
the significant risks and our planned audit approach.
We held regular update calls throughout the year and attended component audit closing calls and
other key meetings with management throughout the FY24 audit process. The group engagement
team reviewed key audit documentation remotely during the reporting stage of the audit and
conducted a site visit to our France component audit team during the year. During this visit we
additionally attended key meetings with component management and the component auditor.
8. Other information
The other information comprises the information included in the annual report other than the
financial statements and our auditor’s report thereon. The directors are responsible for the other
information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to
the extent otherwise explicitly stated in our report, we do not express any form of assurance
conclusion thereon.
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8. Other information continued
Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the
course of the audit, or otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial statements themselves.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact.
We have nothing to report in this regard.
9 Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for
the preparation of the financial statements and for being satisfied that they give a true and fair view,
and for such internal control as the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the
company’s ability to continue as a going concern, disclosing as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to liquidate
the group or the company or to cease operations, or have no realistic alternative but to do so.
10. Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on
the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our
auditor’s report.
11. Extent to which the audit was considered capable of detecting
irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect material misstatements in
respect of irregularities, including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
11.1. Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud
and non-compliance with laws and regulations, we considered the following:
• the nature of the industry and sector, control environment and business performance including the
design of the group’s remuneration policies, key drivers for directors’ remuneration, bonus levels
and performance targets;
• results of our enquiries of management, internal audit, internal legal counsel, the directors and
the Audit Committee about their own identification and assessment of the risks of irregularities,
including those that are specific to the group’s sector;
• any matters we identified having obtained and reviewed the group’s documentation of their
policies and procedures relating to:
• identifying, evaluating and complying with laws and regulations and whether they were aware of
any instances of non-compliance;
• detecting and responding to the risks of fraud and whether they have knowledge of any actual,
suspected or alleged fraud;
• the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
• the matters discussed among the audit engagement team including significant component audit
teams and relevant internal specialists, including tax, climate change, valuations, pensions and
IT specialists regarding how and where fraud might occur in the financial statements and any
potential indicators of fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist
within the organisation for fraud and identified the greatest potential for fraud in the following areas:
commercial rebate liabilities. In common with all audits under ISAs (UK), we are also required to
perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory framework that the group operates
in, focusing on provisions of those laws and regulations that had a direct effect on the determination
of material amounts and disclosures in the financial statements. The key laws and regulations we
considered in this context included the UK Companies Act, Listing Rules and tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect
on the financial statements but compliance with which may be fundamental to the group’s ability to
operate or to avoid a material penalty. These included environmental and health and safety regulations.
11.2. Audit response to risks identified
As a result of performing the above, we identified commercial rebate liabilities as a key audit matter
related to the potential risk of fraud. The key audit matters section of our report explains the matter in
more detail and also describes the specific procedures we performed in response to that key audit matter.
In addition to the above, our procedures to respond to risks identified included the following:
• reviewing the financial statement disclosures and testing to supporting documentation to assess
compliance with provisions of relevant laws and regulations described as having a direct effect on
the financial statements;
• enquiring of management, the Audit Committee, in-house and external legal counsel concerning
actual and potential litigation and claims;
• performing analytical procedures to identify any unusual or unexpected relationships that may
indicate risks of material misstatement due to fraud;
• reading minutes of meetings of those charged with governance, reviewing internal audit reports; and
128
Britvic Annual Report and Accounts 2024
Strategic report
Corporate governance
Financial statements
Additional information
Independent Auditor’s Report continued
to the members of Britvic plc
11. Extent to which the audit was considered capable of detecting
irregularities, including fraud continued
11.2. Audit response to risks identified continued
• in addressing the risk of fraud through management override of controls, testing the appropriateness
of journal entries and other adjustments; assessing whether the judgements made in making
accounting estimates are indicative of a potential bias; and evaluating the business rationale of any
significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all
engagement team members including internal specialists and significant component audit teams,
and remained alert to any indications of fraud or non-compliance with laws and regulations
throughout the audit.
Report on other legal and regulatory requirements
12. Opinions on other matters prescribed by the Companies Act 2006
In our opinion the part of the directors’ remuneration report to be audited has been properly prepared
in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the strategic report and the directors’ report for the financial year for
which the financial statements are prepared is consistent with the financial statements; and
• the strategic report and the directors’ report have been prepared in accordance with applicable
legal requirements.
In the light of the knowledge and understanding of the group and the company and their environment
obtained in the course of the audit, we have not identified any material misstatements in the strategic
report or the directors’ report.
13. Corporate Governance Statement
The Listing Rules require us to review the directors' statement in relation to going concern,
longer-term viability and that part of the Corporate Governance Statement relating to the group’s
compliance with the provisions of the UK Corporate Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following
elements of the Corporate Governance Statement is materially consistent with the financial
statements and our knowledge obtained during the audit:
• the directors’ statement with regards to the appropriateness of adopting the going concern basis
of accounting and any material uncertainties identified set out on page 134
• the directors’ explanation as to its assessment of the group’s prospects, the period this
assessment covers and why the period is appropriate set out on page 81
• the directors' statement on fair, balanced and understandable set out on page 122
• the board’s confirmation that it has carried out a robust assessment of the emerging and principal
risks set out on page 102
• the section of the annual report that describes the review of effectiveness of risk management and
internal control systems set out on page 102 and
• the section describing the work of the audit committee set out on page 99
14. Matters on which we are required to report by exception
14.1. Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not received all the information and explanations we require for our audit; or
• adequate accounting records have not been kept by the company, or returns adequate for our
audit have not been received from branches not visited by us; or
• the company financial statements are not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
14.2. Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of
directors’ remuneration have not been made or the part of the directors’ remuneration report to be
audited is not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
15. Other matters which we are required to address
15.1. Auditor tenure
Following the recommendation of the audit committee, we were appointed by the shareholders at
the Annual General Meeting held on 25 January 2024 to audit the financial statements for the year
ending 30 September 2024.
The period of total uninterrupted engagement including previous renewals and reappointments of the
firm is two years, covering the years ending 30 September 2023 to 30 September 2024.
15.2. Consistency of the audit report with the additional report to the audit committee
Our audit opinion is consistent with the additional report to the audit committee we are required to
provide in accordance with ISAs (UK).
16. Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to
the company’s members those matters we are required to state to them in an auditor’s report and for
no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility
to anyone other than the company and the company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule
(DTR) 4.1.15R – DTR 4.1.18R, these financial statements will form part of the Electronic Format
Annual Financial Report filed on the National Storage Mechanism of the FCA in accordance with
DTR 4.1.15R – DTR 4.1.18R. This auditor’s report provides no assurance over whether the Electronic
Format Annual Financial Report has been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R.
Georgina Robb FCA (Senior statutory auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, UK
19 November 2024
129
Annual Report and Accounts 2024 Britvic
Financial statements
Additional information
Corporate governance
Strategic report
Note
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Revenue
5
1,899.0
1,748.6
Cost of sales
(1,089.2)
(1,049.1)
Gross profit
809.8
699.5
Selling and distribution expenses
(303.2)
(271.1)
Administration expenses
(302.6)
(246.9)
Operating profit
6
204.0
181.5
Finance income
9
3.6
1.1
Finance costs
9
(34.4)
(25.8)
Profit before tax
173.2
156.8
Income tax expense
10
(47.4)
(32.8)
Profit for the year attributable to the
equity shareholders
125.8
124.0
Earnings per share
Basic earnings per share
11
50.8p
48.3p
Diluted earnings per share
11
50.2p
47.9p
All activities relate to continuing operations.
Note
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Profit for the year attributable to the equity shareholders
125.8
124.0
Other comprehensive (expense)/income:
Items that will not be reclassified to profit or loss
Remeasurement losses on defined benefit pension plans
22
(14.4)
(55.5)
Deferred tax on defined benefit pension plans
10a
3.7
13.4
Deferred tax on other temporary differences
10a
(0.1)
—
(10.8)
(42.1)
Items that may be subsequently reclassified to profit
or loss
Fair value losses on hedging instruments designated as
cash flow hedges
26
(21.7)
(34.3)
Amounts reclassified to the income statement in respect
of cash flow hedges
26
12.9
(4.6)
Current tax in respect of cash flow hedges accounted for
in the hedging reserve
10a
0.1
(0.2)
Deferred tax in respect of cash flow hedges accounted
for in the hedging reserve
10a
1.8
7.3
Exchange differences reclassified to profit or loss on
disposal of foreign operations
20
—
(0.3)
Exchange differences on translation of foreign operations
20
(37.9)
(3.4)
Tax on exchange differences accounted for in the
translation reserve
10a
(0.9)
(0.6)
(45.7)
(36.1)
Other comprehensive expense for the year, net of tax
(56.5)
(78.2)
Total comprehensive income for the year attributable
to the equity shareholders
69.3
45.8
Consolidated income statement
Consolidated statement of comprehensive income
Britvic Annual Report and Accounts 2024
130
Financial statements
Additional information
Corporate governance
Strategic report
Consolidated balance sheet
Note
30 September
2024
£m
30 September
2023
£m
Non-current assets
Property, plant and equipment
13
551.0
535.3
Right-of-use assets
24
64.1
61.1
Goodwill and intangible assets
14
440.2
434.3
Trade and other receivables
17
11.1
8.1
Derivative financial instruments
26
9.7
16.0
Deferred tax assets
10f
7.9
4.2
Retirement benefit assets
22
68.3
74.0
1,152.3
1,133.0
Current assets
Inventories
16
202.9
209.8
Trade and other receivables
17
420.7
425.6
Current income tax receivables
10c
1.1
5.3
Derivative financial instruments
26
3.8
17.4
Interest-bearing deposits
18
11.3
10.9
Cash and cash equivalents
18
52.8
79.2
692.6
748.2
Assets held for sale
33
9.1
16.8
701.7
765.0
Total assets
1,854.0
1,898.0
Current liabilities
Trade and other payables
23a
(477.7)
(533.6)
Commercial rebate liabilities
23b
(111.8)
(123.3)
Lease liabilities
24
(9.2)
(7.5)
Interest-bearing loans and borrowings
21
(43.5)
(50.9)
Derivative financial instruments
26
(6.7)
(8.3)
Current income tax liabilities
10c
(0.5)
(0.1)
Overdrafts
18
(16.5)
(48.9)
Provisions
27
(0.9)
(0.7)
Other current liabilities
28
(36.4)
(8.4)
(703.2)
(781.7)
Note
30 September
2024
£m
30 September
2023
£m
Non-current liabilities
Lease liabilities
24
(62.3)
(59.8)
Interest-bearing loans and borrowings
21
(620.7)
(551.0)
Deferred tax liabilities
10f
(112.2)
(111.1)
Retirement benefit obligations
22
(1.6)
(1.4)
Derivative financial instruments
26
(1.7)
(0.3)
Provisions
27
(0.9)
(1.0)
Other non-current liabilities
28
(8.3)
—
(807.7)
(724.6)
Total liabilities
(1,510.9)
(1,506.3)
Net assets
343.1
391.7
Equity
Issued share capital
19
49.8
50.9
Share premium account
157.2
157.2
Own shares reserve
19
(23.4)
(21.4)
Other reserves
20
35.7
78.8
Retained earnings
123.8
126.2
Total equity
343.1
391.7
The financial statements were approved by the Board of Directors and authorised for issue on
19 November 2024. They were signed on its behalf by:
Simon Litherland
Rebecca Napier
Annual Report and Accounts 2024 Britvic
131
Financial statements
Additional information
Corporate governance
Strategic report
Consolidated statement of changes in equity
Note
Issued share
capital
£m
Share
premium
account
£m
Own shares
reserve
£m
Other reserves
Retained
earnings
£m
Total
£m
Capital
redemption
reserve
£m
Hedging
reserve
£m
Translation
reserve
£m
Merger
reserve
£m
At 1 October 2022
52.7
157.2
(7.2)
0.9
27.3
(9.5)
87.3
179.3
488.0
Profit for the year
—
—
—
—
—
—
—
124.0
124.0
Other comprehensive loss
—
—
—
—
(31.8)
(4.3)
—
(42.1)
(78.2)
Total comprehensive (loss)/income
—
—
—
—
(31.8)
(4.3)
—
81.9
45.8
Share buyback programme
19,20
(1.8)
—
(1.7)
1.8
—
—
—
(73.7)
(75.4)
Own shares purchased for share schemes
—
—
(20.1)
—
—
—
—
9.8
(10.3)
Own shares utilised for share schemes
—
—
7.6
—
—
—
—
(5.3)
2.3
Movement in share-based schemes
—
—
—
—
—
—
—
9.3
9.3
Current tax on share-based payments
10a
—
—
—
—
—
—
—
0.2
0.2
Deferred tax on share-based payments
10a
—
—
—
—
—
—
—
0.2
0.2
Transfer of cash flow hedge reserve
to inventories
—
—
—
—
7.1
—
—
—
7.1
Payment of dividend
12
—
—
—
—
—
—
—
(75.5)
(75.5)
At 30 September 2023
50.9
157.2
(21.4)
2.7
2.6
(13.8)
87.3
126.2
391.7
Profit for the year
—
—
—
—
—
—
—
125.8
125.8
Other comprehensive loss
—
—
—
—
(6.9)
(38.8)
—
(10.8)
(56.5)
Total comprehensive (loss)/income
—
—
—
—
(6.9)
(38.8)
—
115.0
69.3
Share buyback programme
19,20
(1.1)
—
2.7
1.1
—
—
—
(46.2)
(43.5)
Own shares purchased for share schemes
—
—
(22.4)
—
—
—
—
—
(22.4)
Own shares utilised for share schemes
—
—
17.7
—
—
—
—
(17.7)
—
Proceeds from share schemes
29
—
—
—
—
—
—
—
6.0
6.0
Movement in share-based schemes
—
—
—
—
—
—
—
15.0
15.0
Current tax on share-based payments
10a
—
—
—
—
—
—
—
0.4
0.4
Deferred tax on share-based payments
10a
—
—
—
—
—
—
—
4.2
4.2
Transfer of cash flow hedge reserve to inventories
—
—
—
—
2.0
—
—
—
2.0
Transfer of cash flow hedge to goodwill
—
—
—
—
(0.5)
—
—
—
(0.5)
Payment of dividend
12
—
—
—
—
—
—
—
(79.1)
(79.1)
At 30 September 2024
49.8
157.2
(23.4)
3.8
(2.8)
(52.6)
87.3
123.8
343.1
Britvic Annual Report and Accounts 2024
132
Financial statements
Additional information
Corporate governance
Strategic report
Note
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Cash flows from operating activities
Profit before tax
173.2
156.8
Net finance costs
9
30.8
24.7
Other financial instruments
14.5
(0.6)
Depreciation of property, plant and equipment
13
48.4
44.8
Depreciation of right-of-use assets
24
10.2
10.1
Amortisation
14
19.1
15.6
Loss on disposal of property, plant and equipment
and intangible assets
—
3.2
Reversal of impairment of intangible assets
14
(3.6)
—
Impairment of asset held for sale
33
7.7
—
Impairment of property, plant and equipment
—
3.8
Share-based payments charge
15.0
9.3
Net pension (credit)/charge less contributions
22
(8.8)
9.4
Net foreign exchange (gain)/loss
(0.2)
0.1
Exchange differences reclassified to profit or loss from
other comprehensive income
20
—
(0.3)
Operating cash flows before movements in
working capital
306.3
276.9
Increase in inventories
(5.0)
(37.8)
(Increase)/decrease in trade and other receivables
(12.0)
16.3
(Decrease)/increase in trade and other payables
(54.1)
19.5
Decrease in commercial rebate liabilities
(10.0)
(13.7)
Increase/(decrease) in provisions
0.2
(0.9)
225.4
260.3
Income tax paid
(34.5)
(21.9)
Net cash flows from operating activities
190.9
238.4
Cash flows from investing activities
Purchases of property, plant and equipment
(63.4)
(69.8)
Government grants towards purchase of equipment
2.1
1.3
Purchases of intangible assets
(7.3)
(8.1)
Investments in interest-bearing deposits
(11.3)
(11.2)
Proceeds from interest-bearing deposits
10.9
11.8
Interest received
1.9
0.5
Note
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Acquisition of subsidiaries, net of cash acquired
34
(24.1)
(24.8)
Net cash flows used in investing activities
(91.2)
(100.3)
Cash flows from financing activities
Interest paid, net of related derivative financial instruments
(25.9)
(21.1)
Net movement on revolving credit facility
21
(35.4)
45.5
Repayment of other loans
—
(1.9)
Payment of principal portion of lease liabilities
24
(8.8)
(9.0)
Payment of interest portion of lease liabilities
24
(2.1)
(1.9)
Proceeds from issue of private placement notes
21
150.0
—
Repayment of private placement notes, net of related
derivative financial instruments
21
(39.2)
(27.8)
Other net derivative cash flows
—
(0.2)
Issue costs paid
21
(0.6)
—
Proceeds from employee share incentive schemes
6.0
2.3
Purchase of own shares related to share schemes
(12.5)
(20.3)
Share buyback programme
(45.8)
(73.7)
Dividends paid to equity shareholders
12
(79.1)
(75.5)
Net cash flows used in financing activities
(93.4)
(183.6)
Net increase/(decrease) in cash and cash equivalents
6.3
(45.5)
Cash and cash equivalents at the beginning of the year
30.3
76.1
Net foreign exchange differences on cash and
cash equivalents
(0.3)
(0.3)
Cash and cash equivalents at the end of the year
36.3
30.3
Presented in the balance sheet as:
Cash and cash equivalents
18
52.8
79.2
Overdrafts1
18
(16.5)
(48.9)
Cash and cash equivalents at the end of the year
36.3
30.3
1. Bank overdrafts are included in the cash and cash equivalents presented in the statement of cash flows because they form an
integral part of the Group’s cash management.
Consolidated statement of cash flows
Annual Report and Accounts 2024 Britvic
133
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements
1. General information
Britvic plc (the Company) is a company incorporated in the United Kingdom under the Companies Act
2006 (registration number 05604923). It is a public company limited by shares domiciled in England
and Wales and its ordinary shares are traded on the London Stock Exchange. The address of the
registered office is Britvic plc, Breakspear Park, Breakspear Way, Hemel Hempstead, Hertfordshire
HP2 4TZ. Britvic plc and its subsidiaries (together the Group) operate in the soft drinks manufacturing
and distribution industry, principally in the United Kingdom, Republic of Ireland, France and Brazil.
The financial statements were authorised for issue by the Board of Directors on 19 November 2024.
2. Statement of compliance
The consolidated financial statements have been prepared in accordance with the Companies Act
2006 and UK-adopted International Accounting Standards.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on a historical cost basis except where measurement
of balances at fair value is required as explained in the policies below. The financial statements of the
Group are presented in pounds sterling, which is also the functional currency of the Company, and all
values are rounded to the nearest £0.1m except where otherwise indicated.
The financial statements have been prepared on a going concern basis.
Going concern
The Directors are satisfied that the Group has adequate resources to continue to operate as a going
concern and that no material uncertainties exist which could cause significant doubt with respect to
this assessment.
In making this assessment, the Directors have considered the Group’s balance sheet position
and forecast earnings and cash flows for the period from the date of approval of these financial
statements to 30 September 2026. This period covers the upcoming maturity of £35m private
placements notes in February 2025, and a further maturity of £46m private placement notes at
hedged exchange rates in February 2026. The assessment period also covers the maturity in
February 2025 of £33m of the Group’s £400m revolving credit facility (of which £8.3m had been
drawn at 30 September 2024).
As part of the going concern assessment, the Group has modelled both a base case scenario and
a plausible downside scenario, to assess the extent to which mitigating actions would be required,
all of which are within management’s control. Mitigating actions can be initiated as they relate to
discretionary and investment spend, without significantly impacting the ability to meet demand.
The scenarios considered as part of the going concern assessment are consistent with those used
in the longer-term viability statement.
At 30 September 2024, the Group was operating within the banking covenants related to its revolving
credit facility and private placement notes. The consolidated balance sheet reflects a net asset
position of £343.1m and the liquidity of the Group remains strong. Both the Group’s revolving credit
facility and private placement notes have a net debt/EBITDA covenant limit of 3.5x, excluding IFRS 16
impact. Based on adjusted net debt of £607.1m and adjusted EBITDA of £306.6m for the preceding
12 months, the adjusted net debt/adjusted EBITDA ratio at 30 September 2024 was 1.98x and well
within the covenant limit.
Under all the scenarios modelled, the Group’s forecasts did not indicate a covenant breach or any
liquidity shortfall.
Consideration of the acquisition by Carlsberg UK Holdings Limited ('Carlsberg')
The shareholders of Britvic plc have approved the terms of a recommended cash offer by Carlsberg
to acquire the entire issued and to be issued share capital of Britvic plc. Completion of the acquisition
remains subject to the satisfaction or waiver of the remaining conditions set out in the Scheme
document, including, but not limited to, certain regulatory approvals. Subject to the satisfaction
of those regulatory conditions and the scheme receiving the sanction of the court, the scheme is
expected to become effective during the first quarter of 2025. The Directors have assessed the
impact of this on the going concern basis of accounting below.
As stated in the Scheme document, Carlsberg has entered into a Bridge Facility Agreement with BNP
Paribas, Danske Bank A/S and Skandinaviska Enskilda Banken AB. The proceeds of loans drawn
under the Bridge Facility are to be applied towards financing the aggregate cash consideration
payable by Carlsberg in connection with the acquisition, certain fees and expenses in connection
with the acquisition and/or refinancing of Britvic’s existing indebtedness. The Group’s existing
financing arrangements include change of control clauses as detailed in note 21 to the financial
statements, that may result in certain facilities becoming repayable upon a change of control.
However, as a result of the Bridge Facility the Directors are confident that Carlsberg has the financing
in place to acquire and operate the Group after the completion of the acquisition. Accordingly,
the Directors believe that sufficient liquidity should be in place to allow the Group to continue as a
going concern.
The Group’s existing bottling arrangements with PepsiCo include clauses that could become
effective upon a change of control of the Group. On 24 June 2024, Carlsberg announced it
had reached agreement with PepsiCo to waive the change of control clause in these bottling
arrangements, should an acquisition of Britvic by Carlsberg proceed to completion. The Directors
have therefore concluded that the proposed acquisition would not result in the loss of the Group’s
agreements with PepsiCo when assessing the Group’s ability to continue as a going concern.
On the basis of these reviews, the Directors consider it is appropriate for the going concern basis to
be adopted in preparing the Annual Report and Accounts.
Basis of consolidation
The consolidated financial statements of the Group incorporate the financial information of the
Company and the entities controlled by the Company (its subsidiaries) in accordance with IFRS 10
‘Consolidated Financial Statements’. Control is achieved when the Company:
• has power over the investee;
• is exposed, or has rights, to variable returns from its involvement with the investee; and
• has the ability to use its power to affect its returns.
The financial statements of subsidiaries are prepared using consistent accounting policies. All
intra‑group transactions, balances, income and expenses are eliminated on consolidation. The
results of subsidiary undertakings acquired or disposed of during the year are included in the
consolidated income statement from the date the Group gains control until the date when the
Company ceases to control the subsidiary.
Britvic Annual Report and Accounts 2024
134
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
3. Accounting policies continued
New standards, amendments and interpretations adopted in the current year
With effect from 1 October 2023, the Group applied for the first time the standards and amendments
as set out below. These amended standards and interpretations have not had a material impact on
the Group’s financial statements.
IFRS 17 'Insurance Contracts'
Amendments to IAS 1 'Presentation of Financial Statements' and IFRS Practice Statement 2 'Making
Materiality Judgements' – Disclosure of Accounting Policies
Amendments to IAS 8 'Accounting Policies, Changes in Accounting Estimates and Errors' – Definition
of Accounting Estimates
Amendments to IAS 12 'Income Taxes' – Deferred Tax related to Assets and Liabilities arising from a
Single Transaction
Amendments to IAS 12 'Income Taxes' – International Tax Reform – Pillar Two Model Rules
The Group has not early adopted any other standard, interpretation or amendment that has been
issued but is not yet effective.
Revenue recognition
The Group principally recognises revenue from the sale of soft drinks to the wholesale market.
Other revenue streams are not currently material. Revenue is recognised when the Group satisfies
its performance obligations by transferring control of goods to the customer, being when the
goods have been delivered. Following delivery, the customer has full discretion over the manner of
distribution and price to sell the goods, has the primary responsibility when on-selling the goods and
bears the risks of obsolescence and loss in relation to the goods. A receivable is recognised by the
Group when the goods are delivered to the customer as this represents the point in time at which
the right to consideration becomes unconditional, as only the passage of time is required before
payment is due.
Revenue is the value of sales, excluding transactions with or between subsidiaries, after the
deduction of sales related discounts and rebates, value added tax and other sales related taxes.
Rebates to customers are deducted from revenue where the amounts paid are sales related or
in relation to a good or service which results in an increase in sales in the customer’s outlet and
therefore is not distinct from the sale of soft drinks to the customer and comprise:
Long-term discounts and rebates
These discounts are typically for months rather than weeks and are usually part of the trading terms
agreed with the customer. Long-term discounts fall into three main categories:
• Fixed – a defined amount over a period of time
• Pence per litre/case – a pence per litre/case rebate, based upon volumes sold
• Percentage of customer net revenue – a percentage of net revenue, which may have associated
hurdle rates
Short-term promotional discounts
Promotional discounts consist of many individual rebates across numerous customers and
represent the reduction in transaction price attributable to short-term deal mechanics. The common
deals typically include Buy One Get One Free (BOGOF), three for two and half price deals.
Account development fund
The account development fund represents customer promotional activity which promotes Britvic’s
products in the customer’s outlets. The Group agrees to pay the customer various amounts as
part of the trading investment. Where these amounts are payable in relation to a good or service
which results in an increase in sales in the customer’s store only, e.g. in-store promotional activity,
management has concluded that this is not distinct, and it is accounted for as a reduction in revenue.
Where these amounts are payable in relation to a good or service which results in an increase in Group
sales more broadly, e.g. participation in trade shows or market research, management has concluded
that the payment is for a distinct good or service. Where amounts paid to customers are deemed to
be for a distinct service, these are included as selling and distribution costs in the income statement.
Variable consideration
The Group agrees to pay customers various amounts either in the form of sales related rebates and
discounts earned or as part of the trading investment (e.g. sales driving investment, growth overrider
investment, incentives for purchasing full loads, payment for new store openings, and payment for
listing new products).
Where the consideration the Group is entitled to will vary because of a rebate, refund incentive or
price concession or similar item, or is contingent on the occurrence or non-occurrence of a future
event, e.g. the customer meeting certain agreed criteria, the amount payable is deemed to be
variable consideration.
The Group uses the most likely method to reflect the consideration that the Group is entitled to.
Variable consideration is then only included to the extent that it is highly probable that the inclusion
will not result in a significant revenue reversal in the future. Accruals are made for each individual
promotion or rebate based on the specific terms and conditions of the customer agreement.
Management makes estimates on an ongoing basis to assess customer performance and sales
volume to calculate total amounts earned to be recorded as deductions from revenue.
Commercial rebate liabilities
Commercial rebate liabilities are recognised where, as part of a contract with a customer, the Group
has received consideration and expects to return part of that consideration in the form of a rebate
against current or future sales invoices.
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and any impairment
losses. Cost comprises the aggregate amount paid and the fair value of any other consideration
given to acquire the asset and includes costs directly attributable to making the asset capable of
operating as intended.
Assets under construction are carried at cost. Depreciation of these assets commences when they
are ready for use.
Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value, on
a straight-line basis, over the useful economic life of that asset as follows:
Plant and machinery
3–20 years
Vehicles (included in plant and machinery)
5–7 years
Equipment in retail outlets (included in fixtures, fittings, tools and equipment)
5–15 years
Other fixtures and fittings (included in fixtures, fittings, tools and equipment)
5—15 years
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Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
3. Accounting policies continued
Property, plant and equipment continued
Land is not depreciated.
Freehold properties are depreciated over 50 years.
Leasehold properties are depreciated over 50 years, or over the unexpired lease term when this is
less than 50 years.
An item of property, plant and equipment is derecognised upon disposal or when no future economic
benefits are expected to arise from the continued use of the asset. Gains and losses on disposals
are determined by comparing proceeds with carrying amount, and are included in the consolidated
income statement in the period of derecognition.
The carrying values of property, plant and equipment are reviewed for impairment when events or
changes in circumstances indicate the carrying value may not be recoverable and are written down
immediately to their recoverable amount. Useful lives and residual amounts are reviewed annually
and where adjustments are required these are made prospectively.
Business combinations and goodwill
Business combinations are accounted for under IFRS 3 ‘Business Combinations’ using the
acquisition method. The consideration transferred in a business combination is measured at fair
value which includes recording deferred consideration at discounted values where the impact of
discounting is material.
On acquisition, the assets, liabilities and contingent liabilities of a subsidiary are measured at their
fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the
identifiable net assets acquired is recognised as goodwill. Any deficiency of the cost of acquisition
below the fair values of the identifiable net assets acquired (discount on acquisition) is credited to the
consolidated income statement in the period of acquisition.
Deferred and contingent consideration, resulting from business combinations, is valued at fair value
at the acquisition date as part of the business combination. When the contingent consideration
meets the definition of a financial liability, it is subsequently remeasured to fair value at each
reporting date. The determination of the fair value of deferred and contingent consideration is based
on discounted cash flows and is classified as other liabilities in the balance sheet (see note 28).
After initial recognition, goodwill is measured at cost less any accumulated impairment losses.
For the purpose of impairment testing, goodwill acquired in a business combination is, from the
acquisition date, allocated to each of the Group’s cash-generating units (CGU) that are expected to
benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are
assigned to those units.
Where goodwill has been allocated to a CGU and part of the operation within that unit is disposed
of, the goodwill associated with the disposed operation is included in the carrying amount of the
operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances
is measured based on the relative values of the disposed operation and the portion of the
CGU retained.
Intangible assets
Software costs
Software expenditure is recognised as an intangible asset only after its technical feasibility and
commercial viability can be demonstrated. Acquired computer software licences and software
developed in house are capitalised on the basis of the costs incurred to acquire and bring to use the
specific software. Costs include resources focused on delivery of capital projects where the choice
has been made to use internal resources rather than external resources. These costs are amortised
over their estimated useful lives of three to seven years on a straight-line basis.
Trademarks, franchise rights, technology and customer lists
Intangible assets acquired separately are measured on initial recognition at the fair value of
consideration paid. Following initial recognition, intangible assets are carried at cost less any
accumulated amortisation or impairment losses. An intangible asset acquired as part of a business
combination is recognised outside goodwill, at fair value at the date of acquisition, if the asset is
separable or arises from contractual or other legal rights and its fair value can be measured reliably.
The useful lives of intangible assets are assessed to be either finite or indefinite. Amortisation is
charged on assets with finite lives on a straight-line basis over a period appropriate to the asset’s
useful life.
The carrying values of intangible assets with finite and indefinite lives are reviewed for impairment
when events or changes in circumstances indicate that the carrying value may not be recoverable.
Intangible assets with indefinite useful lives are also tested for impairment annually, either
individually or, if the intangible asset does not generate cash flows that are largely independent of
those from other assets or groups of assets, as part of the CGU to which it belongs.
Such intangibles are not amortised. The useful life of an intangible asset with an indefinite life is
reviewed annually to determine whether an indefinite life assessment continues to be supportable. If
not, the change in the useful life assessment from indefinite to finite is made on a prospective basis.
Research and development
Research costs are expensed as incurred. Development expenditure is recognised as an intangible
asset when the Group can demonstrate:
• the technical feasibility of completing the intangible asset so that the asset will be available for use;
• its intention to complete and its ability to use the asset;
• how the asset will generate future economic benefits;
• the availability of resources to complete the asset;
• the ability to measure reliably the expenditure during development; and
• the ability to use the intangible asset generated.
Following initial recognition of development expenditure as an asset, the asset is carried at
cost less any accumulated amortisation and accumulated impairment losses. Amortisation
of the asset begins when development is complete and available for use. It is amortised over
the period of expected future benefit. During the period of development, the asset is tested for
impairment annually.
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Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
3. Accounting policies continued
Impairment of goodwill and intangible assets
Goodwill and indefinite life intangible assets are reviewed for impairment at least annually and
whenever events or changes in circumstances indicate that the carrying value may be impaired.
For all remaining intangible assets, the Group assesses at each reporting date whether there is an
indication that an asset may be impaired. Where impairment testing for an asset is required, the
Group makes an estimate of the asset’s recoverable amount or the recoverable amount of the CGU
to which the asset belongs if it does not generate largely independent cash flows.
An asset’s recoverable amount is the higher of an asset’s fair value less costs to sell and its value in
use and is determined for an individual asset, unless the asset does not generate cash inflows that
are largely independent of those from other assets or groups of assets. Where the carrying amount
of an asset exceeds its recoverable amount, the asset is considered impaired and is written down
to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that reflects senior management’s estimate of
the cost of capital. Impairment losses of continuing operations are recognised in the consolidated
income statement in those expense categories consistent with the function of the impaired asset.
An assessment is made at each reporting date as to whether there is any indication that previously
recognised impairment losses may no longer exist or may have decreased. If such an indication
exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed
only if there has been a change in the estimates used to determine the asset’s recoverable amount
since the last impairment loss was recognised. If that is the case, the carrying amount of the asset is
increased to its recoverable amount. That increased amount cannot exceed the carrying amount that
would have been determined, net of amortisation, had no impairment loss been recognised for the
asset in prior years. Goodwill impairment losses cannot subsequently be reversed.
Inventories and work in progress
Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials
and, where applicable, direct labour costs and those overheads that have been incurred in bringing
inventories to their present location and condition. Cost is determined using the weighted average
cost method. Net realisable value represents the estimated selling price less all estimated costs of
completion and costs to be incurred in marketing, selling and distribution.
Financial assets
Classification
The Group classifies its financial assets at amortised cost only if both the following criteria are met:
• the asset is held within a business model whose objective is to collect the contractual cash
flows; and
• the contractual terms give rise to cash flows that are solely payments of principal and interest.
Recognition and derecognition
Purchases or sales of financial assets that require delivery of assets within a timeframe established
by regulation or convention in the market place (regular way trades) are recognised on the trade date,
i.e. the date that the Group commits to purchase or sell the asset. Financial assets are derecognised
when the rights to receive cash flows from the financial assets have expired or have been transferred
and the Group has transferred substantially all the risks and rewards of ownership.
Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly
attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at
FVPL are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining
whether their cash flows are solely payment of principal and interest.
Trade and other receivables
Trade and other receivables are amounts due from customers for goods sold or services performed
in the ordinary course of business. A trade receivable is recognised when the goods are delivered
as this is the point in time that the consideration is unconditional because only the passage of time
is required before the payment is due. Trade receivables are generally due for settlement within 30
to 90 days and are therefore all classified as current. Trade and other receivables are recognised
initially at the amount of consideration that is unconditional, unless they contain significant
financing components, when they are recognised at fair value. The Group holds the trade and other
receivables with the objective of collecting the contractual cash flows and therefore measures
them subsequently at amortised cost using the effective interest method. Details about the Group’s
impairment policies and the calculation of the loss allowance are provided below.
Transferred receivables
The Group has certain trade receivables which are subject to a discount factoring arrangement.
Under this arrangement, the Group receives a cash advance from the factoring bank for a proportion
of the invoice value less a factoring discount. The Group continues to service the trade receivables
including collecting the amounts due from the debtor. Subsequent to the invoice due date, the
Group transfers all proceeds collected from the debtor to the factoring bank. The factoring bank
has no recourse to the Group in the event of non-payment by the debtor and therefore the Group
considers it has transferred substantially all of the risks and rewards associated with the receivable
to the factoring bank. Accordingly, the Group derecognises trade receivables in the programme to
the extent it has received proceeds from the factoring bank. The factoring discount is recognised
as interest expense in the income statement. Amounts collected from customers in respect
of receivables that have been derecognised are recognised as a payable to the factoring bank
until settled.
Fair value of transferred receivables
Due to the short-term nature of the current receivables, their carrying amount is considered to be the
same as their fair value.
Impairment of financial assets
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which
uses a lifetime expected loss allowance for all trade receivables and contract assets. To measure
the expected credit losses, trade receivables have been grouped based on shared credit risk
characteristics and the days past due.
The expected loss rates are based on the historical credit losses experienced within this period.
The historical loss rates are adjusted to reflect current and forward-looking information on
macroeconomic factors affecting the ability of the customers to settle the receivables.
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Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
3. Accounting policies continued
Financial liabilities
Financial liabilities at amortised cost, including interest-bearing loans and borrowings, are initially
recognised at fair value net of any transaction costs directly attributable to the issue of the
instrument. Interest-bearing liabilities are subsequently measured at amortised cost using the
effective interest method, which ensures that any interest expense over the period to repayment is at
a constant rate on the balance of the liability carried into the balance sheet.
The Group has not currently designated any financial liability as at fair value through profit or loss on
initial recognition.
Derecognition of financial liabilities
A liability is derecognised when the contract that gives rise to it is settled, sold, cancelled or expires.
Where an existing financial liability is replaced by another from the same lender on substantially
different terms, or the terms of an existing liability are substantially modified, such an exchange
or modification is treated as a derecognition of the original liability, such that the difference in the
respective carrying amounts together with any costs or fees incurred are recognised in profit or loss.
Supply chain financing (reverse factoring) arrangements
The Group participates in a supply chain financing (SCF) programme under which certain of the
Group’s suppliers can elect, on an invoice-by-invoice basis, to receive a discounted early payment
from the SCF agent bank or to be paid by the SCF agent bank in line with the invoice’s original terms.
For those suppliers in the programme, the Group pays the SCF agent bank the full value of the
invoices on the original payment terms regardless of whether the supplier has chosen to factor
its invoices.
Balances outstanding under the SCF programme are classified as trade payables, and cash flows are
included in operating cash flows, since the financing arrangements are agreed between the supplier
and the SCF agent bank, and the Group does not provide additional credit enhancement nor obtain
any working capital benefit from the arrangement.
Further details of the amounts outstanding under the programme are provided in note 23a.
Fair value
The Group measures financial instruments, such as derivatives, at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement
is based on the presumption that the transaction to sell the asset or transfer the liability takes
place either:
• in the principal market for the asset or liability; or
• in the absence of a principal market, in the most advantageous market for the asset or liability.
The fair value of an asset or liability is measured using the assumptions that market participants
would use when pricing the asset or liability, assuming that market participants act in their best
economic interest.
The Group uses valuation techniques that are appropriate to the circumstances and for which
sufficient data is available to measure fair value, maximising the use of relevant observable inputs
and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described as follows, based on the lowest level input that
is significant to the fair value measurement as a whole:
Level 1:
quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair
value are observable, either directly or indirectly.
Level 3: techniques which use inputs which have a significant effect on the recorded fair value that
are not based on observable market data.
For assets and liabilities that are recognised in the financial statements on a recurring basis, the
Group determines whether transfers have occurred between levels in the hierarchy by re-assessing
categorisation at the end of each reporting period.
Derivative financial instruments and hedging
The Group uses derivative financial instruments such as forward currency contracts and interest rate
swaps to hedge its risks associated with foreign currency and interest rate fluctuations. All derivative
financial instruments are initially recognised and subsequently remeasured at fair value. Derivatives
are carried as assets when the fair value is positive and as liabilities when the fair value is negative.
The fair value of forward currency contracts is calculated by reference to current forward exchange
rates for contracts with similar maturity profiles. The fair value of interest rate swap contracts is
determined by reference to market values for similar instruments.
For those derivatives designated as hedges and for which hedge accounting is appropriate, the hedging
relationship is documented at its inception. This documentation identifies the hedging instrument,
the hedged item or transaction, the nature of the risk being hedged and how effectiveness will be
measured throughout its duration. Such hedges are expected at inception to be highly effective.
Any gains or losses arising from changes in the fair value of derivatives that do not qualify for hedge
accounting are taken to the consolidated income statement. The treatment of gains and losses
arising from revaluing derivatives designated as hedging instruments depends on the nature of the
hedging relationship, as follows:
Cash flow hedges
Hedges are classified as cash flow hedges when hedging exposure to variability in cash flows that is either
attributable to a particular risk associated with a recognised asset or liability or a highly probable forecast
transaction. For cash flow hedges, the effective portion of the gain or loss on the hedging instrument
is recognised in other comprehensive income/(expense), while the ineffective portion is recognised in
the consolidated income statement. Amounts previously recognised in other comprehensive income/
(expense) are transferred to the consolidated income statement in the period in which the hedged item
affects profit or loss, such as when a forecast sale occurs. However, when the forecast transaction
results in the recognition of a non-financial asset or liability, the amounts previously recognised in other
comprehensive income/(expense) are included in the initial carrying amount of the asset or liability.
If a forecast transaction is no longer expected to occur, amounts previously recognised in other
comprehensive income/(expense) are transferred to the consolidated income statement. If the hedging
instrument expires or is sold, terminated or exercised without replacement or rollover, or if its designation
as a hedge is revoked, amounts previously recognised in other comprehensive income/(expense) remain
in equity until the forecast transaction occurs and are then transferred to the consolidated income
statement or included in the initial carrying amount of a non-financial asset or liability as above.
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Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
3. Accounting policies continued
Derivative financial instruments and hedging continued
Net investment hedges
Financial instruments are classified as net investment hedges when they hedge the Group’s net
investment in foreign operations. Some of the Group’s foreign currency borrowings qualify as
hedging instruments that hedge foreign currency net investment balances. The effective portion of
gains or losses on translation of borrowings designated as net investment hedges is recognised in
other comprehensive income/(expense). Any ineffective portion is recognised immediately in the
consolidated income statement. Upon disposal of the associated investment in foreign operations,
any cumulative gain or loss previously recognised in other comprehensive income/(expense) is
recycled through the consolidated income statement.
Share-based payments
The cost of equity-settled transactions with employees is measured by reference to the fair value at
the date at which they are granted. Fair value is determined by an external valuer using an appropriate
pricing model. In valuing equity-settled transactions, no account is taken of any performance
conditions, other than conditions linked to the price of the shares (market conditions).
The cost of equity-settled transactions is recognised, together with a corresponding increase in
equity, over the period in which the performance conditions are fulfilled, ending on the date on which
the relevant employees become fully entitled to the award (vesting date). The cumulative expense
recognised for equity-settled transactions at each reporting date until the vesting date reflects the
extent to which the vesting period has expired and the number of equity instruments that, in the
opinion of the Directors and based on the best available estimate at that date, will ultimately vest
(or in the case of an instrument subject to a market condition, be treated as vesting as described
below). The consolidated income statement charge or credit for a period represents the movement in
cumulative expense recognised as at the beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is
conditional upon a market condition, which are treated as vesting irrespective of whether or not the
market condition is satisfied, provided that all other performance conditions are satisfied.
Taxation
The current income tax expense is based on taxable profits for the year, after any adjustments in
respect of prior years. It is calculated using taxation rates enacted or substantively enacted by the
balance sheet date and is measured at the amount expected to be recovered from or paid to the
taxation authorities.
Provision is made for deferred tax liabilities, or credit taken for deferred tax assets, on all material
temporary differences between the tax base of assets and liabilities and their carrying values in the
consolidated financial statements.
The principal temporary differences arise from accelerated capital allowances, intangible assets,
provisions for pensions and other post-retirement benefits, provisions for share-based payments and
unutilised losses incurred in overseas jurisdictions.
Deferred tax assets are recognised to the extent that it is regarded as probable that future taxable
profits will be available against which the temporary differences can be utilised.
Deferred tax is calculated at the tax rates that are expected to apply in the periods in which the asset or
liability will be settled based on the tax rates enacted or substantively enacted by the balance sheet date.
Deferred tax assets and liabilities are offset only when there is a legally enforceable right to set off
current tax assets against current tax liabilities, and the deferred tax assets and liabilities relate to
taxes levied by the same taxation authority on the same taxable company.
Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result
of past events, it is probable that an outflow of resources will be required to settle the obligation; and
the amount can be reliably estimated. Provisions are not recognised for future operating losses.
Provisions are measured at the present value of the expenditures expected to be required to settle
the obligation using a pre-tax rate that reflects current market assessments of the time value of
money and the risks specific to the obligation. The increase in the provision due to passage of time is
recognised as a finance cost.
Pensions and post-retirement benefits
The Group operates a number of pension schemes. These include both defined benefit and defined
contribution plans.
Defined benefit plans
The defined benefit pension liability or asset in the balance sheet comprises the total for each plan
of the present value of the defined benefit obligation less the fair value of plan assets out of which
the obligations are to be settled directly. The cost of providing benefits is determined using the
projected unit credit method, with actuarial valuations being carried out at the end of each reporting
period.
Remeasurement, comprising actuarial gains and losses, the effect of the asset ceiling and
the return on plan assets (excluding interest), is reflected immediately in the statement of financial
position with a charge or credit recognised in other comprehensive income in the period in which
it occurs. Remeasurement recognised in other comprehensive income is reflected immediately in
retained earnings and will not be reclassified to profit or loss.
Past service cost is recognised in the consolidated income statement in the period of a plan
amendment. Net interest is calculated by applying the discount rate at the beginning of the period to
the net defined benefit liability or asset.
Defined benefit costs are categorised as follows:
• service cost (including current service cost, past service cost, and gains and losses on
curtailments and settlements);
• net interest expense or income; or
• remeasurement.
The retirement benefit obligation recognised in the consolidated balance sheet represents the deficit
or surplus in the Group’s defined benefit plans. Any surplus resulting from this calculation is limited
to the present value of any economic benefits available in the form of refunds from the plans or
reductions in future contributions to the plans.
Defined contribution plans
Under defined contribution plans, contributions payable for the period are charged to the
consolidated income statement as an operating expense.
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Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
3. Accounting policies continued
Leases
Right-of-use assets
The Group recognises right-of-use assets at the commencement date of the lease (i.e. the date
the underlying asset is available for use). Right-of-use assets are measured at cost, less any
accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease
liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial
direct costs incurred, and lease payments made at or before the commencement date less any lease
incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset
at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line
basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject
to impairment reviews.
Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the
present value of lease payments to be made over the lease term. The lease payments include
fixed payments (including in-substance fixed payments) less any lease incentives receivable,
variable lease payments that depend on an index or a rate, and amounts expected to be paid under
residual value guarantees. The lease payments also include the exercise price of a purchase option
reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if
the lease term reflects the Group exercising the option to terminate. The variable lease payments that
do not depend on an index or a rate are recognised as expense in the period in which the event or
condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses the incremental borrowing rate
at the lease commencement date if the interest rate implicit in the lease is not readily determinable.
The incremental borrowing rate is the rate that the Group would have to pay to borrow over a similar
term, and with a similar security, the funds necessary to obtain an asset of similar value. After the
commencement date, the amount of lease liabilities is increased to reflect the accretion of interest
and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is
remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed
lease payments or a change in the assessment to purchase the underlying asset.
Group as a lessor
Leases for which the Group is a lessor are classified as finance or operating leases. Whenever the
terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the
contract is classified as a finance lease. All other leases are classified as operating leases.
When the Group is an intermediate lessor, it accounts for the head lease and the sublease as two
separate contracts. The sublease is classified as a finance or operating lease by reference to the
right-of-use asset arising from the head lease.
Rental income from operating leases is recognised on a straight-line basis over the term of the
relevant lease.
Amounts due from lessees under finance leases are recognised as receivables at the amount of the
Group’s net investment in the leases. Finance lease income is allocated to accounting periods so as
to reflect a constant periodic rate of return on the Group’s net investment outstanding in respect of
the leases.
When a contract includes lease and non-lease components, the Group applies IFRS 15 to allocate the
consideration under the contract to each component.
Interest-bearing deposits
The Group places surplus cash on deposit with banks and other financial institutions. Where such
deposits are not held for the purpose of meeting the Group’s short-term cash commitments, they
are presented as interest-bearing deposits on the balance sheet. Interest-bearing deposits have
contractual cash flows that are solely payments of principal and interest, and which are held to
collect contractual cash flows. Such deposits are initially measured at fair value, and subsequently
measured at amortised cost using the effective interest method.
Cash and cash equivalents
Cash and cash equivalents include cash in hand, on-demand deposits with banks and other short-
term, highly liquid investments with original maturities of three months or less, which are readily
convertible into known amounts of cash and subject to insignificant risk of changes in value. For the
purposes of the statement of cash flows, bank overdrafts repayable on demand are a component of
cash and cash equivalents.
The Group evaluates the nature of any restrictions on cash held in deposit accounts to determine
whether the restriction results in the balance ceasing to be available on demand, highly liquid
or readily convertible. Where this is the case, the deposit is classified within other assets in the
consolidated balance sheet.
Foreign currencies
Functional and presentation currency
The consolidated financial statements of the Group are presented in pounds sterling. The
presentation currency of the consolidated financial statements is the same as the functional
currency of the Company. For each entity, the Group determines the functional currency and items
included in the financial statements of each entity are measured using that functional currency.
Transactions and balances
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated at the rate of
exchange ruling at the balance sheet date. All differences are taken to the consolidated income
statement, except when hedge accounting is applied and for differences in monetary assets and
liabilities that form part of the Group’s net investment in a foreign operation. These are taken in other
comprehensive income until the disposal of the net investment, at which time they are recognised in
the consolidated income statement.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rates at the date of the initial transaction. Non-monetary items measured at fair
value in a foreign currency are translated using the exchange rates at the date when the fair value
is determined. The gain or loss arising on translation of non-monetary items measured at fair value
is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e.
translation differences on items whose fair value gain or loss is recognised in other comprehensive
income or profit or loss are also recognised in other comprehensive income or profit or loss, respectively).
140
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
3. Accounting policies continued
Foreign currencies continued
Foreign operations
The consolidated income statement and statement of cash flows of foreign operations are translated
at the average rate of exchange during the period. The balance sheet is translated at the rate ruling at
the reporting date. Exchange differences arising on opening net assets and arising on the translation
of results at an average rate compared to a closing rate are both recognised in other comprehensive
income. As these exchange differences are non-cash movements in net assets, the changes
in working capital presented in the consolidated statement of cash flows will exclude the effect
of exchange differences recognised in the consolidated balance sheet. On disposal of a foreign
operation, the accumulated exchange differences previously recognised in other comprehensive
income are included in the consolidated income statement.
Certain of the Group’s financial instruments are classified as net investment hedges when they
hedge the Group’s net investment in foreign operations (see note 26). See derivative financial
instruments and the hedging policy for further detail.
Issued share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares
or options are shown in equity as a deduction, net of tax, from the proceeds. Upon cancellation, the
nominal value of shares cancelled is transferred from share capital to the capital redemption reserve.
Own shares
Own shares represent the shares of the Company that are held by an employee benefit trust for the
purpose of satisfying employee share plan awards, or which are purchased and held for cancellation
as part of a share buyback programme. The cost of own shares held in employee share trusts and in
treasury is deducted from shareholders’ equity until the shares are cancelled, reissued or disposed.
When own shares are cancelled or are transferred to employees pursuant to share schemes, the cost
is transferred from own shares to retained earnings. Where shares are subsequently sold or reissued,
the fair value of any consideration received is also included in shareholders’ equity.
Assets and liabilities held for sale
The Group classifies assets and liabilities as held for sale if their carrying amounts will be recovered
principally through a sale transaction rather than through continuing use. Assets and liabilities
classified as held for sale are measured at the lower of their carrying amount and fair value less
costs to sell. Costs to sell are the incremental costs directly attributable to the disposal of an asset
(disposal group), excluding finance costs and income tax expense.
The criteria for held for sale classification are regarded as met only when the has is highly probable
and the asset or disposal group is available for immediate sale in its present condition. Actions
required to complete the sale should indicate that it is unlikely that significant changes to the sale
will be made or that the decision to sell will be withdrawn. Management must be committed to the
plan to sell the asset and the sale is expected to be completed within one year from the date of the
classification. Where there are events or circumstances that extend the period to complete the sale
beyond one year and those events or circumstances are beyond the Group’s control, the Group will
continue to classify an asset (or disposal group) as held for sale where there is sufficient evidence
that the Group remains committed to its plan to sell the asset (or disposal group).
Property, plant and equipment and intangible assets are not depreciated or amortised once classified
as held for sale.
Assets and liabilities classified as held for sale are presented separately as current items in the
statement of financial position.
Additional disclosures are provided in note 33.
Adjusting items
Adjusting items are items of expense or income which are not incurred in the ordinary course of
business due to their size, frequency or nature. Further details of adjusting items are provided in the
non-GAAP reconciliations on pages 187–189.
New standards, amendments and interpretations not yet applied
At the date of authorisation of these financial statements, the Group has not applied the following
new and revised IFRS Accounting Standards that have been issued but are not yet effective (and in
some cases have not yet been adopted by the UK Endorsement Board):
International Financial Reporting
Standards (IFRS)
IASB effective date – periods
commencing on or after
Amendments to IAS 1
Classification of Liabilities as Current or
Non-current
1 January 2024
Amendments to IAS 1
Non-current Liabilities with Covenants
1 January 2024
Amendments to IAS 7
and IFRS 7
Supplier Finance Arrangements
1 January 2024
Amendments to IFRS 16
Lease Liability in a Sale and Leaseback
1 January 2024
Amendments to IAS 21
Lack of Exchangeability
1 January 2025
Amendments to IFRS 9
and IFRS 7
Classification and Measurement of Financial
Instruments
1 January 2026
IFRS 18
Presentation and Disclosure in Financial
Statements
1 January 2027
IFRS 19
Subsidiaries without Public Accountability:
Disclosures
1 January 2027
The above standards and amendments are not expected to have a material impact on the Group’s
financial statements.
4. Critical accounting judgements and key sources of estimation uncertainty
The preparation of financial statements requires management to make judgements, estimates and
assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and
the amounts reported for revenues and expenses during the year. However, the nature of estimation
means that the actual outcomes could differ from those estimates. In the process of applying the
Group’s accounting policies, management has made the following judgements and estimates which
have the most significant effect on the amounts recognised in the financial statements.
Annual Report and Accounts 2024 Britvic
141
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
4. Critical accounting judgements and key sources of estimation
uncertainty continued
Critical accounting judgements
Franchise rights
Franchise rights represent franchise agreements acquired as part of the Britvic Ireland business
combination which provides long-term rights to distribute certain soft drinks. These agreements
were allocated a 35-year useful economic life at the time of acquisition based on a third-party
assessment. As at 30 September 2024, these intangible assets have a remaining useful life
of 18 years.
As at 30 September 2024, the franchise agreement itself had a remaining contract life of one year,
which is less than the useful economic life. Management is required to assess whether the renewal
of the franchise agreements is highly probable, or whether the contracts should be amortised
over the remaining contractual life. The useful economic life has been determined on the basis of
management's judgement that the renewal of the franchise agreements, without significant cost, is
highly probable. Evidence to support this conclusion is:
• significant emphasis on maintaining a strong relationship with Pepsi, strengthened through the
addition of PepsiCo products to Britvic’s portfolio in recent years;
• lack of alternative suppliers; and
• high barriers to entry to the Irish soft drinks bottling market.
This is further supportable by Britvic having signed in 2020 a new and exclusive 20-year franchise
bottling agreement with PepsiCo for the production, distribution, marketing and sales of its soft drink
brands in GB, which provides access to a portfolio of global brands, including Pepsi MAX, 7UP and
now Rockstar. The GB agreement runs to December 2040. While the agreement includes clauses
that could become effective upon a change of control of the Group, on 24 June 2024 Carlsberg
announced it had reached agreement with PepsiCo to waive the change of control clause should an
acquisition of Britvic by Carlsberg proceed to completion.
Intangible assets with indefinite lives
Management has made a judgement that certain intangible assets relating to brands have
indefinite lives.
It is expected that the trademarks with indefinite lives will be held and supported for an indefinite
period of time and are expected to generate economic benefits. The Group is committed to
supporting its trademarks and invests in significant consumer marketing promotional spend.
Key sources of estimation uncertainty
Key sources of estimation uncertainty have a significant risk of causing a material adjustment to the
carrying values of assets and liabilities within the next financial year and are addressed below.
Post-retirement benefits
The determination of the pension and other post-retirement benefits cost and obligation is based
on assumptions determined with independent actuarial advice. The assumptions include discount
rate, inflation, pension and salary increases, expected return on scheme assets, mortality and other
demographic assumptions. The application of other assumptions to the Group’s principal pension
scheme for GB employees, the Britvic Pension Plan, could have a significant impact on the carrying
value of scheme assets and liabilities. The key assumptions applied to the GB scheme and a
sensitivity analysis are disclosed in note 22.
Impairment of goodwill and intangible assets with indefinite lives
Determining whether goodwill and intangible assets with indefinite lives are impaired requires an
estimation of the recoverable amount of the CGU to which the goodwill or intangible assets have
been allocated. The calculation of the recoverable amount requires an estimate of the future cash
flows expected to arise from the CGU and a suitable discount rate in order to calculate present
value. The Group has identified the assumptions used to calculate the recoverable amount of Britvic
France as key sources of estimation uncertainty. Further details and a sensitivity analysis are given
in note 15.
Other sources of estimation
Long-term discounts and rebates
Amounts provided for discounts at the end of a period require estimation; historical data and
accumulated experience are used to estimate the related provision using the most likely amount
method and in most instances the discount can be estimated using known facts with a high level of
accuracy. See note 3 for further details.
Climate change considerations
The Group has modelled the potential five-year impact of its commitment to achieving net zero
carbon emissions by 2050 and used this analysis as part of the assessment of judgements and
estimates in preparing the financial statements. This includes consideration of the following:
• the impact of climate change on the going concern period and viability of the Group over the next
three years; and
• the impact of climate change on forecasts of cash flows used in impairment assessments for non-
current assets including goodwill.
In both cases the impact of climate change assumptions was not material to the final assessment.
Governmental and societal responses to climate change risks are still developing, and are
interdependent upon each other, and consequently financial statements cannot capture all possible
future outcomes as these are not yet known.
5. Segmental reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision maker. The chief operating decision maker, who is responsible for allocating
resources and assessing performance of the operating segments, has been identified as the plc
Executive team and Board of Directors of the Company.
142
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
5. Segmental reporting continued
For management purposes, the Group is organised into business units and has five
reportable segments:
• GB (United Kingdom excluding Northern Ireland);
• Brazil;
• Ireland (Republic of Ireland and Northern Ireland);
• France; and
• International.
These business units sell soft drinks into their respective markets. Management monitors the
operating results of its business units separately for the purpose of making decisions about
resource allocation and performance assessment. Segment performance is evaluated based on
brand contribution. This is defined as revenue less material costs and all other marginal costs
that management considers to be directly attributable to the sale of a given product. Such costs
include brand specific advertising and promotion costs, raw materials and marginal production and
distribution costs. All other costs, including net finance costs and income taxes, are managed on a
centralised basis and are not allocated to reportable segments.
The ‘Other International’ subtotal comprising the Ireland, France and International reportable
segments has been presented to provide linkage to the Chief Financial Officer’s review section of this
Annual Report and Accounts.
Year ended
30 September 2024
GB
£m
Brazil
£m
Other International
Total
£m
Ireland
£m
France
£m
International
£m
Subtotal
£m
Revenue from external
customers
1,288.7
200.5
170.6
181.9
57.3
409.8
1,899.0
Brand contribution
541.2
61.2
60.1
43.5
7.0
110.6
713.0
Non-brand advertising
and promotion(i)
(18.0)
Fixed supply chain(ii)
(170.6)
Selling costs(ii)
(105.0)
Overheads and other
costs(i)
(168.5)
Adjusted EBIT(iii)
250.9
Net finance costs
pre-adjusting items
(29.7)
Adjusting items(iii)
(48.0)
Profit before tax
173.2
Year ended
30 September 2023
GB
£m
Brazil
£m
Other International
Total
£m
Ireland
£m
France
£m
International
£m
Subtotal
£m
Revenue from external
customers
1,187.7
156.2
160.3
185.0
59.4
404.7
1,748.6
Brand contribution
479.6
36.2
52.3
35.7
11.6
99.6
615.4
Non-brand advertising
and promotion(i)
(11.8)
Fixed supply chain(ii)
(145.5)
Selling costs(ii)
(96.7)
Overheads and
other costs(i)
(143.0)
Adjusted EBIT(iii)
218.4
Net finance costs
pre-adjusting items
(23.2)
Adjusting items(iii)
(38.4)
Profit before tax
156.8
(i)
Included within ‘administration expenses’ in the consolidated income statement. ‘Overheads and other costs’ relate to central
expenses including salaries, IT maintenance, depreciation and amortisation (excluding acquisition related amortisation).
(ii)
Included within ‘selling and distribution costs’ in the consolidated income statement.
(iii)
See non-GAAP reconciliations on pages 187–189 for further details on adjusting items.
Geographic information
Revenues from external customers
The analysis below is based on the location where the sale originated.
2024
£m
2023
£m
United Kingdom
1,352.3
1,247.7
Republic of Ireland
134.5
129.1
France
181.9
185.1
Brazil
200.5
156.2
Other
29.8
30.5
Total revenue
1,899.0
1,748.6
Annual Report and Accounts 2024 Britvic
143
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
5. Segmental reporting continued
Geographic information continued
Non-current operating assets
2024
£m
2023*
£m
United Kingdom
653.0
648.3
Republic of Ireland
128.3
122.1
Brazil
99.2
77.6
France
173.6
181.4
Other
1.2
1.3
Total
1,055.3
1,030.7
* The Group has restated the classification of prior period non-current operating assets for Brazil and France. There has been no
impact of this disclosure change on the consolidated balance sheet.
Non-current operating assets for this purpose consist of property, plant and equipment, right-of-use
assets and intangible assets.
Revenues from major products and services
The Group derives revenue from contracts with customers in the following categories:
2024
£m
2023
£m
Sale of soft drinks
1,876.4
1,730.9
Sale of other products and services
22.6
17.7
Total revenue
1,899.0
1,748.6
Sale of other products and services includes revenue attributable to the sale of natural ingredients
and Aqua Libra commercial and flavour taps.
6. Operating profit
This is stated after charging/(crediting):
Note
2024
£m
2023
£m
Cost of inventories recognised as an expense
1,086.9
1,033.3
– Including write-down of inventories to net
realisable value
3.5
5.7
Research and development expense
6.8
5.9
Net foreign currency exchange differences
1.6
0.2
Depreciation of property, plant and equipment
13
48.4
44.8
Depreciation of right-of-use assets
24
10.2
10.1
Amortisation of intangible assets
14
19.1
15.7
Impairment of property, plant and equipment
13
—
3.8
Reversal of impairment of intangible assets
14
(3.6)
—
Loss on disposal of property, plant and equipment
and intangible assets
13,14
—
3.2
Assets held for sale impairment charge
33
7.7
—
Government grants*
(11.5)
(9.0)
Gain on disposal of subsidiary**
—
(0.3)
* Government grants relate to tax credit incentives available in certain states of Brazil, whereby the Group can benefit from a
reduction in sales taxes. Disclosed in the income statement within cost of sales.
** Gain relates to amounts reclassified to profit or loss from other comprehensive income upon disposal of Britvic India
Manufacturing Private Limited in 2023.
7. Auditor’s remuneration
2024
£m
2023
£m
Audit of the consolidated and parent company financial statements
0.7
0.5
Audit of the Company’s subsidiaries
1.1
0.9
Total audit services
1.8
1.4
Audit-related assurance services
0.4
0.2
Total non-audit services
0.4
0.2
Total fees
2.2
1.6
144
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
8. Staff costs
2024
£m
2023
£m
Wages and salaries
214.1
200.9
Social security costs
32.8
25.1
Net defined benefit pension (income)/expense (note 22)
(3.0)
15.2
Defined contribution pension expense
10.9
9.8
Share-based payments expense (note 29)
15.1
9.3
269.9
260.3
2024
£m
2023
£m
Directors’ emoluments
3.9
2.8
Aggregate gains made by Directors on exercise of options
—
—
No Directors accrued benefits under defined benefit pension schemes in either the current or
prior year.
Further information relating to Directors’ remuneration for the year ended 30 September 2024 is
shown in the Directors’ Remuneration Report on pages 105–107.
The average monthly number of employees during the year was made up as follows:
2024
No.
2023
No.
Distribution
477
472
Production
2,179
2,158
Sales and marketing
1,462
1,345
Administration
690
563
4,808
4,537
9. Finance income and costs
2024
£m
2023
£m
Finance income
Bank and other deposits
3.5
1.1
Finance income on net investment in finance leases
0.1
—
Total finance income
3.6
1.1
Finance costs
Bank loans, overdrafts and loan notes
(30.3)
(22.1)
Interest on lease liabilities
(2.0)
(1.9)
Total interest expense
(32.3)
(24.0)
Other finance costs
(1.0)
(0.3)
Unwind of discount on consideration for acquisitions
(1.1)
—
Hedge ineffectiveness
—
(1.5)
Total finance costs
(34.4)
(25.8)
Net finance costs
(30.8)
(24.7)
10. Income tax
a) Tax on profit
2024
£m
2023
£m
Income statement
Current income tax:
Current tax charge
(42.9)
(31.1)
Amounts over provided in previous years
2.3
2.5
Total current tax charge
(40.6)
(28.6)
Deferred income tax:
Origination and reversal of temporary differences
(3.9)
(3.3)
Impact of change in tax rates
—
(0.1)
Amounts under provided in previous years
(2.9)
(0.8)
Total deferred tax charge
(6.8)
(4.2)
Total tax charge in the income statement
(47.4)
(32.8)
Annual Report and Accounts 2024 Britvic
145
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
10. Income tax continued
a) Tax on profit continued
2024
£m
2023
£m
Statement of comprehensive income/(expense)
Deferred tax on defined benefit plans
3.7
13.4
Deferred tax on cash flow hedges accounted for in the hedging reserve
1.8
7.3
Current tax on cash flow hedges accounted for in the hedging reserve
0.1
(0.2)
Tax on exchange differences accounted for in the translation reserve
(0.9)
(0.6)
Deferred tax on other temporary differences
(0.1)
—
Total tax credit in the statement of comprehensive income
4.6
19.9
2024
£m
2023
£m
Statement of changes in equity
Current tax on share options exercised
0.4
0.2
Deferred tax on employee share schemes
4.2
0.2
Total tax credit in the statement of changes in equity
4.6
0.4
b) Reconciliation of the total tax charge
The tax expense in the consolidated income statement is higher (2023: lower) than the standard rate
of UK corporation tax of 25.0% (2023: 22.0%).
The differences are reconciled below:
2024
£m
2023
£m
Profit before taxation
173.2
156.8
Profit multiplied by the UK average rate of corporation tax of 25%
(2023: 22%)
(43.3)
(34.5)
Non-deductible expenses
(12.2)
(3.7)
Non-taxable income and other beneficial items
3.2
3.8
Impact of change in tax rates on deferred tax liability
—
(0.1)
Current tax/deferred tax rate differential
(0.4)
(0.6)
Tax (under)/over provided in previous years
(0.6)
1.6
Overseas tax rate differences
3.8
1.2
Movement in deferred tax recognition
2.1
(0.5)
(47.4)
(32.8)
Effective income tax rate
27.4%
20.9%
The total tax charge in 2024 of £47.4m is higher than the tax charge in 2023. This is mainly due to an
increase in profits and the higher tax rate in the UK.
Non-deductible expenses increased in 2024 due to an increase in disallowable adjusting items in the
UK primarily related to the proposed Carlsberg acquisition, and increased non-deductible expenditure
in Brazil.
The prior year adjustment in 2024 mainly relates to the finalisation of the capital allowance claim in
the submission of UK tax returns.
The increase in the overall overseas tax rate difference reflects the changing profit mix in overseas jurisdictions.
Movements in deferred tax recognition are in respect of changes in recognition of trading losses in Brazil.
c) Income tax receivables and liabilities
2024
£m
2023
£m
Current income tax receivables
1.1
5.3
Current income tax liabilities
(0.5)
(0.1)
0.6
5.2
The net income tax receivable has decreased mainly due to lower instalment payments and a refund
of tax over provided in previous years in the UK.
d) Uncertain tax positions
Where the outcome of jurisdictional tax laws is subject to interpretation, management relies on
its best judgement and estimates the likely outcomes to ensure all uncertain tax positions are
adequately provided for in the Group financial statements. Settlement of any tax provisions could
potentially result in future cash tax payments. However, these would not be expected to result in
an increased tax charge if they have been adequately provided for based on management’s best
estimates of the most likely outcome.
e) Unrecognised tax items
Tax losses and tax credits for which no deferred tax asset was recognised:
Gross amount
2024
£m
Tax affected
2024
£m
Gross amount
2023
£m
Tax affected
2023
£m
Tax losses available indefinitely
16.0
4.6
27.3
8.4
The reduction in unrecognised tax losses available has reduced due to the recognition of losses in
Brazil resulting in a deferred tax asset. The majority of losses relating to current and prior periods in
overseas jurisdictions still remain unrecognised, and at current exchange rates amount to £16.0m
(2023: £27.3m).
All existing tax losses may be carried forward indefinitely. However, in Brazil, losses may only be
utilised to the extent of 30% of taxable profit in each year and there is no consolidated tax grouping
available. In Brazil, a deferred tax asset on losses is only recognised to the extent that it is probable
that there will be sufficient future taxable profits in excess of those arising from the reversal of
existing taxable temporary differences.
The Group considers that there will be no direct or withholding tax consequences of future
remittances of distributable earnings from overseas subsidiaries and therefore no temporary
differences arise in respect of its overseas investments. Accordingly, there is no amount of deferred
tax provided or unprovided in respect of investments in subsidiaries.
146
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
10. Income tax continued
f) Deferred tax
The net deferred tax included in the balance sheet is as follows:
Accelerated
capital
allowances
£m
Intangible
assets
£m
Post-employment
benefits
£m
Employee
incentive
plan
£m
Tax losses
£m
Other
£m
Total
£m
At 1 October 2022
(46.6)
(27.0)
(44.4)
3.1
2.6
(6.4)
(118.7)
(Charged)/credited to the income statement
(10.4)
(1.0)
3.7
1.9
(0.2)
1.9
(4.1)
(Charged)/credited to other comprehensive income
—
—
13.4
—
—
7.0
20.4
Credited to equity
—
—
—
0.2
—
—
0.2
Other movements
—
(4.8)
—
—
—
—
(4.8)
Effect of foreign exchange rate changes
—
0.1
—
—
—
—
0.1
At 1 October 2023
(57.0)
(32.7)
(27.3)
5.2
2.4
2.5
(106.9)
(Charged)/credited to the income statement
(13.3)
(0.2)
(0.9)
1.9
4.1
1.6
(6.8)
Credited to other comprehensive income
—
—
3.7
—
—
1.7
5.4
Credited to equity
—
—
—
4.2
—
—
4.2
Effect of foreign exchange rate changes
0.4
0.5
—
—
(0.4)
(0.7)
(0.2)
At 30 September 2024
(69.9)
(32.4)
(24.5)
11.3
6.1
5.1
(104.3)
In accordance with IAS 12, all balances giving rise to deferred tax liabilities are recognised in full, whereas deferred tax assets are only recognised to the extent to which they are recoverable. The increase
in deferred tax on accelerated capital allowance claims is due to full expensing capital allowance claims in the UK. The deferred tax liability relating to post-employment benefits has decreased due to the
change in valuation of the scheme. The increase in the deferred tax asset on the employee incentive plans relates to an increase in the closing share price. The increase in the deferred tax asset on tax losses
is due to changes in recognition of losses in Brazil.
The deferred tax charge in the income statement has increased to £6.8m in 2024 (2023: £4.1m). This is predominantly related to higher accelerated capital allowance claims in the UK and an adjustment in
the prior year which resulted in an increase in liabilities in the UK Pension scheme following a change in the rate for setting pension increases. This is partially offset by a recognition of deferred tax assets for
tax losses in Brazil.
Certain deferred tax assets and liabilities have been offset. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
2024
£m
2023
£m
Net deferred tax assets
7.9
4.2
Net deferred tax liabilities
(112.2)
(111.1)
(104.3)
(106.9)
In June 2023, Finance (No.2) Act 2023 was substantively enacted in the UK, introducing a global minimum effective tax rate of 15%. The legislation implements a domestic top-up tax and a multinational
top-up tax, effective for accounting periods starting on or after 31 December 2023. The Group has applied the exception under the IAS 12 amendment to not recognise or disclose any information about
deferred tax assets and liabilities related to top up income taxes. As the Group is currently under a potential acquisition by the Carlsberg Group, it cannot be reasonably estimated what the future impact of
this legislation would be. We would nevertheless not expect the rules to have a material impact on the tax payments of the Group.
Annual Report and Accounts 2024 Britvic
147
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
11. Earnings per share
Basic earnings per share amounts are calculated by dividing the net profit for the year attributable
to the equity shareholders of the parent by the weighted average number of ordinary shares
outstanding during the year.
Diluted earnings per share amounts are calculated by dividing the net profit attributable to the
ordinary equity shareholders of the parent by the weighted average number of ordinary shares
outstanding during the year plus the weighted average number of ordinary shares that would be
issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.
The following table reflects the income and share data used in the basic and diluted earnings per
share computations:
2024
2023
Basic earnings per share
Profit for the year attributable to equity shareholders (£m)
125.8
124.0
Weighted average number of ordinary shares in issue for basic
earnings per share (m)
247.8
256.9
Basic earnings per share (pence)
50.8p
48.3p
Diluted earnings per share
Profit for the year attributable to equity shareholders (£m)
125.8
124.0
Effect of dilutive potential ordinary shares – share schemes (m)
2.9
1.9
Weighted average number of ordinary shares in issue for diluted
earnings per share (m)
250.7
258.8
Diluted earnings per share (pence)
50.2p
47.9p
12. Dividends paid and proposed
2024
£m
2023
£m
Declared and paid during the year
Equity dividends on ordinary shares
Final dividend for 2023: 22.6p per share (2022: 21.2p per share)
55.8
54.5
Interim dividend for 2024: 9.5p per share (2023: 8.2p per share)
23.3
21.0
Dividends paid
79.1
75.5
Proposed
Special dividend 25.0p per share
62.2
—
Final dividend for 2024: Nil p per share (2023: 22.6p per share)
—
57.4
Subject to the proposed takeover by the Carlsberg Group being successfully completed,
shareholders would receive a special dividend payment of 25p per Britvic share, which is expected
to be paid to shareholders within 14 days of the effective date. The Board has decided not to declare
the normal final dividend as Carlsberg reserves the right to decrease the acquisition price for any
dividend declared, made, paid or that becomes payable by Britvic on or prior to the effective date
(other than the special dividend).
The special dividend combined with the interim dividend paid in July 2024 represents a total value of
£85.5m, or 34.5p per share.
13. Property, plant and equipment
Freehold
land and
buildings
£m
Leasehold
land and
buildings
£m
Plant and
machinery
£m
Fixtures,
fittings,
tools and
equipment
£m
Assets under
construction
£m
Total
£m
Net carrying amount
At 1 October 2023
132.0
27.1
269.1
57.4
49.7
535.3
Exchange differences
(2.5)
(0.2)
(4.4)
(0.2)
(1.1)
(8.4)
Additions
0.9
0.3
16.8
17.2
37.1
72.3
Reclassification
1.0
0.9
34.3
7.1
(43.3)
—
Disposals at cost
—
(0.3)
(30.2)
(19.4)
—
(49.9)
Depreciation eliminated
on disposals
—
0.3
30.2
19.4
—
49.9
Depreciation charge
(3.9)
(1.2)
(28.2)
(15.1)
—
(48.4)
Acquisition of subsidiary
—
—
—
0.2
—
0.2
At 30 September 2024
127.5
26.9
287.6
66.6
42.4
551.0
At 30 September 2024
Cost (gross carrying
amount)
173.5
49.8
527.9
220.0
42.4
1,013.6
Accumulated
depreciation and
impairment
(46.0)
(22.9)
(240.3)
(153.4)
—
(462.6)
Net carrying amount
127.5
26.9
287.6
66.6
42.4
551.0
148
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
13. Property, plant and equipment continued
Freehold
land and
buildings
£m
Leasehold
land and
buildings
£m
Plant and
machinery
£m
Fixtures,
fittings,
tools and
equipment
£m
Assets under
construction
£m
Total
£m
Net carrying amount
At 1 October 2022
120.5
26.9
255.0
65.5
46.0
513.9
Exchange differences
(0.3)
(0.2)
(0.7)
(0.1)
(0.1)
(1.4)
Additions
0.6
0.1
7.5
12.1
54.2
74.5
Reclassification
15.6
1.7
32.2
0.9
(50.4)
—
Disposals at cost
(0.2)
(0.5)
(7.7)
(26.7)
—
(35.1)
Depreciation eliminated
on disposals
0.1
0.4
6.8
24.6
—
31.9
Depreciation charge
(4.3)
(1.3)
(23.8)
(15.4)
—
(44.8)
Acquisition of subsidiary
—
—
—
0.1
—
0.1
Impairment
—
—
(0.2)
(3.6)
—
(3.8)
At 30 September 2023
132.0
27.1
269.1
57.4
49.7
535.3
At 30 September 2023
Cost (gross carrying
amount)
182.3
48.5
518.1
222.5
49.7
1,021.1
Accumulated
depreciation and
impairment
(50.3)
(21.4)
(249.0)
(165.1)
—
(485.8)
Net carrying amount
132.0
27.1
269.1
57.4
49.7
535.3
14. Goodwill and intangible assets
Trademarks
£m
Franchise
rights
£m
Customer
lists
£m
Software
costs
£m
Goodwill
£m
Other
£m
Total
£m
Net carrying amount
At 1 October 2023
160.6
13.9
16.1
29.3
212.4
2.0
434.3
Exchange differences
(9.5)
(0.5)
(1.4)
(0.3)
(10.1)
—
(21.8)
Additions
—
—
—
5.6
—
—
5.6
Acquisitions (note 34)
18.7
—
5.4
—
13.5
—
37.6
Disposals and
write-offs at cost
—
—
—
(21.3)
—
—
(21.3)
Amortisation eliminated
on disposals and
write-offs
—
—
—
21.3
—
—
21.3
Amortisation charge
(6.7)
(0.8)
(3.4)
(8.0)
—
(0.2)
(19.1)
Reversal of impairment
3.6
—
—
—
—
—
3.6
At 30 September 2024
166.7
12.6
16.7
26.6
215.8
1.8
440.2
At 30 September 2024
Cost (gross carrying
amount)
194.7
24.6
74.7
91.0
271.4
3.7
660.1
Accumulated
amortisation and
impairment
(28.0)
(12.0)
(58.0)
(64.4)
(55.6)
(1.9)
(219.9)
At 30 September 2024
166.7
12.6
16.7
26.6
215.8
1.8
440.2
Annual Report and Accounts 2024 Britvic
149
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
14. Goodwill and intangible assets continued
Trademarks
£m
Franchise
rights
£m
Customer
lists
£m
Software
costs
£m
Goodwill
£m
Other
£m
Total
£m
Net carrying amount
At 1 October 2022
147.0
14.8
19.7
28.4
204.3
2.2
416.4
Exchange differences
(2.0)
(0.1)
(0.3)
(0.1)
(1.8)
—
(4.3)
Additions
—
—
—
8.3
—
—
8.3
Acquisitions
19.6
—
—
—
9.9
—
29.5
Disposals and
write-offs at cost
—
—
—
(3.7)
—
—
(3.7)
Amortisation eliminated
on disposals and
write-offs
—
—
—
3.7
—
—
3.7
Amortisation charge
(4.0)
(0.8)
(3.3)
(7.3)
—
(0.2)
(15.6)
At 30 September 2023
160.6
13.9
16.1
29.3
212.4
2.0
434.3
At 30 September 2023
Cost (gross carrying
amount)
188.8
25.7
75.6
119.7
270.2
4.0
684.0
Accumulated
amortisation and
impairment
(28.2)
(11.8)
(59.5)
(90.4)
(57.8)
(2.0)
(249.7)
Net carrying amount
160.6
13.9
16.1
29.3
212.4
2.0
434.3
Trademarks
Britvic Ireland and Britvic France: £113.9m (2023: £114.9m)
Trademarks in Ireland and France have been allocated an indefinite life and are subject to an
impairment review at each reporting date in accordance with IAS 36 ‘Impairment of assets’.
A reversal of impairment on the Ballygowan trademark in Ireland of £3.6m was recognised during
the year ended 30 September 2024. Further detail and a list of trademarks is provided in note 15.
Britvic Brazil: £25.2m (2023: £14.6m)
Trademarks in Brazil have been allocated useful economic lives of 10 to 15 years. As at 30 September
2024 these intangible assets have an average remaining useful life of 11 years.
Plenish: £10.3m (2023: £11.8m)
The Plenish trademark was acquired on 1 May 2021 and has been allocated a useful economic life of
10 years. At 30 September 2024, this intangible asset had a remaining useful life of 7 years.
Jimmy’s Iced Coffee: £17.3m (2023: £19.3m)
The Jimmy’s trademark was acquired on 1 August 2023 and has been allocated a useful economic
life of 10 years. At 30 September 2024, this intangible asset had a remaining useful life of 9 years.
Franchise rights: £12.6m (2023: £13.9m)
Franchise rights represent franchise agreements acquired as part of the Britvic Ireland
business combination, which provides long-term rights to distribute certain soft drinks. These
agreements were allocated a 35-year useful economic life at the time of acquisition based on a
third‑party assessment.
As at 30 September 2024, these intangible assets have a remaining useful life of 18 years. As at
30 September 2024, the franchise agreement itself had a remaining contract life of one year, which
is less than the useful economic life. The useful economic life has been determined on the basis that
the renewal of the franchise agreements, without significant cost, is highly probable. Evidence to
support this conclusion is:
• significant emphasis on maintaining a strong relationship with Pepsi, strengthened through the
addition of PepsiCo products to Britvic’s portfolio in recent years;
• a lack of alternative suppliers; and
• high barriers to entry to the Irish soft drinks bottling market.
This is further supportable by Britvic having signed in 2020 a new and exclusive 20-year franchise
bottling agreement with PepsiCo for the production, distribution, marketing and sales of its soft drink
brands in GB, which provides access to a portfolio of global brands, including Pepsi MAX, 7UP and
now Rockstar. The GB agreement runs to December 2040. While the agreement includes clauses
that could become effective upon a change of control of the Group, on 24 June 2024 Carlsberg
announced it had reached agreement with PepsiCo to waive the change of control clause should an
acquisition of Britvic by Carlsberg proceed to completion.
Customer lists
Britvic France: £9.5m (2023: £11.6m)
Customer lists recognised on the acquisition of Britvic France relate to those customer
relationships acquired. These intangible assets have been allocated useful economic lives of
20 years. At 30 September 2024, these intangible assets have a remaining useful life of 6 years.
Britvic Ireland: £1.0m (2023: £1.4m)
Customer lists represent those customer relationships acquired which are valued in respect of the
grocery and wholesale businesses. These customer lists have been allocated useful economic lives
of between 10 and 20 years. At 30 September 2024, these intangible assets have a remaining useful
life of up to 3 years.
Britvic Brazil: £4.9m (2023: £1.6m)
Customer lists recognised on acquisitions in Britvic Brazil relate to those customer relationships
acquired. These intangible assets have been allocated useful economic lives of between 4 and 12
years. At 30 September 2024 these intangible assets have a remaining useful life of up to 11 years.
Aqua Libra Co: £1.3m (2023: £1.5m)
Customer lists recognised on acquisition of Aqua Libra Co relate to those customer relationships
acquired. These intangible assets have been allocated useful economic lives of 14 years.
At 30 September 2024, these intangible assets have a remaining useful life of 10 years.
150
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
14. Goodwill and intangible assets continued
Software costs: £26.6m (2023: £29.3m)
Software is capitalised at cost. As at 30 September 2024, these intangible assets have a remaining
useful life of up to 7 years.
Other: £1.8m (2023: £2.0m)
The ‘Other’ category of intangibles mainly comprises technology recognised on the acquisition of
Aqua Libra Co and has an estimated total useful economic life of 14 years. As at 30 September 2024,
the technology asset has a carrying value of £1.8m (2023: £2.0m) and a remaining useful economic
life of 10 years.
Goodwill: £215.8m (2023: £212.4m)
Goodwill is subject to an impairment review at each reporting date in accordance with IAS 36
‘Impairment of Assets’. Further detail is provided in note 15.
15. Impairment testing of intangible assets
Carrying amount of goodwill and trademarks with indefinite lives
The Group typically treats each brand, or family of brands, as a separate cash-generating unit (CGU)
for the impairment testing of intangible assets. Goodwill is either tested for impairment as part of
a CGU where it is directly allocable, or as part of a group of CGUs when it is not possible to allocate
goodwill to individual CGUs on a reasonable basis, so long as the group of CGUs represents the
lowest level at which goodwill is monitored and is not larger than an operating segment.
The carrying amount of goodwill acquired through business combinations and trademarks with
indefinite lives recognised as part of fair value exercises on acquisitions is attributable to the
following CGUs or group of CGUs:
2024
£m
2023
£m
Goodwill:
Britvic GB CGUs:
Orchid
6.0
6.0
Tango
8.9
8.9
Robinsons
38.6
38.6
Britvic Soft Drinks
7.8
7.8
Aqua Libra Co
4.7
4.7
Plenish
10.6
10.6
Jimmy’s Iced Coffee
9.9
9.9
Britvic Ireland group of CGUs
16.5
17.1
Britvic France group of CGUs
79.6
82.8
Britvic Brazil group of CGUs
33.2
26.0
215.8
212.4
2024
£m
2023
£m
Trademarks with indefinite lives
Britvic Ireland CGUs:
Britvic
4.2
4.3
Cidona
5.5
5.8
MiWadi
8.5
8.9
Ballygowan
25.5
22.8
Club
14.1
14.7
Total Ireland
57.8
56.5
Britvic France CGUs:
Teisseire
47.8
49.7
Moulin de Valdonne
3.9
4.1
Pressade
4.5
4.7
Total France
56.2
58.5
Total trademarks with indefinite lives
114.0
115.0
Goodwill amounts for Britvic GB were recognised on acquisitions made by the GB business.
Trademarks with indefinite lives were recognised as part of the fair value exercises relating to the
2007 acquisition of Britvic Ireland and the 2010 acquisition of Britvic France. They were allocated
by management to the CGUs for impairment testing as shown in the table above. Goodwill in
Brazil comprises goodwill relating to the acquisition of Bela Ischia Alimentos Ltda (Bela Ischia),
Empresa Brasileira de Bebidas e Alimentos SA (Ebba), and GlobalBev Comércio de Bebidas Ltda
(GCB). Management tests Brazil goodwill for impairment as part of a group of CGUs based on the
integration of Bela Ischia and GCB into the overall Britvic Brazil business.
Impairment testing
Goodwill and intangible assets with indefinite lives
Impairment reviews of goodwill and intangible assets with indefinite lives are undertaken by
management annually, or more frequently if events or circumstances indicate that their carrying
amount may not be recoverable. Recoverable amounts are generally calculated based on value in use
although consideration is also given to fair value less costs of disposal, when there is an expectation
that this is higher.
Annual Report and Accounts 2024 Britvic
151
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
15. Impairment testing of intangible assets continued
Impairment testing continued
Assumptions used in the calculation of value in use
The recoverable amounts for Britvic GB and Ireland at 30 September 2024 and 30 September 2023
are based on value in use. The recoverable amount for Britvic Brazil is based on fair value less costs
of disposal at 30 September 2024 (see further below) and value in use at 30 September 2023.
Value in use calculations are performed for each CGU using cash flow projections based on the
budget for the forthcoming financial year and strategic plans for the forthcoming three years, both
of which are subject to review by senior management and the Board of Directors. Cash flows are
extrapolated up to five years using expected growth rates in line with management’s best estimates
and beyond five years based on estimated long-term average growth rates. Long-term growth rates
for each country are based on economic forecasts by recognised bodies.
Management expectations are formed in line with performance to date and experience, as well as
available external market data, and reflect the best estimate of future performance after considering
the impact of risks, including those of climate change, on the business.
Discount rates reflect management’s estimate of the pre-tax cost of capital adjusted where
necessary to reflect the different risks of different countries in which the Group operates. The
estimated pre-tax cost of capital is the benchmark used by management to assess operating
performance and to evaluate future capital investment proposals. The Group has considered the
impact of the current economic climate in determining the appropriate discount rate to use in
impairment testing. Assumptions are determined at the reportable segment level as management
has not identified risks related to individual CGUs that are different to the reportable segment.
The pre-tax discount rates used to measure value in use are as follows:
At 30 September
2024
At 30 September
2023
Britvic GB
11.0%
11.9%
Britvic Ireland
7.9%
10.0%
Britvic Brazil
n/a
18.5%
The estimated long-term growth rates used to extrapolate cash flows beyond management’s five-
year forecast are as follows:
At 30 September
2024
At 30 September
2023
Britvic GB
1.7%
1.2%
Britvic Ireland
1.5%
1.6%
Britvic Brazil
n/a
1.5%
The following describes each key assumption on which management has based its cash flow
projections to undertake impairment testing of goodwill.
Volume growth rates – reflect management expectations of volume growth based on growth
achieved to date, current strategy and expected market trends, and will vary according to each CGU.
Marginal contribution – being revenue less material costs and all other marginal costs that
management considers to be directly attributable to the sale of a given product. Key assumptions
are made within these budgets about pricing, discounts and costs based on historical data, current
strategy and expected market trends.
Advertising and promotional spend – financial budgets are used to determine the value assigned to
advertising and promotional spend. This is based on the planned spend for year one and strategic
intent thereafter.
Raw materials price, production and distribution costs, selling costs and other overhead inflation –
the basis used to determine the value assigned to inflation is the forecast increase in consumer price
indices in the relevant market. This has been used in all value in use calculations performed.
Climate considerations – the impact of the unmitigated effects of climate change to revenue
and costs, based on the scenario pathways outlined by the IPCC. For further information on the
pathways, please see the Task Force for Climate-related Financial Disclosures section on page 52.
Assumptions used in the calculation of fair value less costs of disposal
The below fair value measurements are categorised at level 3 of the IFRS 13 fair value hierarchy: level
3 inputs comprise unobservable inputs, including the Group’s own data and forecasts, adjusted to
reflect assumptions market participants would use in the circumstances.
Britvic Brazil
The recoverable amount for the Britvic Brazil group of CGUs is based on fair value less costs of
disposal at 30 September 2024 due to the recent acquisition in Brazil (see note 34). Fair value
has been measured using a market approach with reference to valuation multiples observed on
comparable transactions in Brazil.
Britvic France
The recoverable amount for the Britvic France group of CGUs is based on fair value less costs of
disposal. Fair value less costs of disposal is measured using discounted cash flow projections which
take into account a market participant’s ability to generate economic benefits from the highest and
best use of the assets.
The trading performance of Britvic France showed improvement during the year ended
30 September 2024: while sales volumes continued to decline, higher selling prices and tight cost
control resulted in improved brand contribution (see note 5). Profitability of the business remains
below historic levels following a high degree of cost inflation in recent years that has only been partly
mitigated by sales price rises. During the year, the Group has increased advertising and promotional
investment in the Teisseire and Moulin de Valdonne brands, which continue to hold the top two
positions by market share in the syrups category in France and remain strong family favourites. The
measurement of fair value less cost of disposal assumes actions that a market participant acting in
their economic best interest would be expected to take to improve the profitability of the business
but to which the Group is not yet committed.
152
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
15. Impairment testing of intangible assets continued
Assumptions used in the calculation of fair value less costs of disposal continued
Britvic France continued
Cash flows have been forecast for a five-year period. Cash flows for the subsequent years after
the forecast period are extrapolated based on a terminal growth rate, which is a rate that does not
exceed the long-term economic growth rate expected in France. Key assumptions include:
At 30 September
2024
At 30 September
2023
Post-tax discount rate
8.7%
8.5%
Terminal growth rate
1.4%
1.3%
Revenue compound annual growth rate (CAGR) for forthcoming
5 years*
0.4%
3.2%
* The decrease in revenue CAGR from 2023 to 2024 reflects a strategic decision to exit certain private label contracts. Forecast
revenue CAGR for branded products is 6.3% (2023: 5.4%).
Results and conclusions
During the current year, £3.6m of impairment from prior years was fully reversed on the Ballygowan
brand in Britvic Ireland as a result of strong in year and projected performance of Ballygowan’s
Hint of Fruit range in the flavoured water category. For the Ballygowan brand where a reversal of
impairment has been made during the current period, management have noted no reasonable
change to key assumptions would result in a material change to the reversal amount.
During the current year, there has been no impairment charges to goodwill or intangible assets with
indefinite lives. The Group has carried out sensitivity analysis on reasonably possible changes in
key assumptions in the impairment tests. Other than as set out below in respect of Britvic France,
the Directors do not consider that there are reasonably possible changes in assumptions that would
result in any impairment.
Britvic France
The five-year cash flow forecasts used to assess the recoverable amount assume that Britvic France
is able to grow revenue and improve operating margins. This reflects the commercial growth strategy
of the business, which includes increasing advertising and promotion spend, innovation and brand
repositioning. The recoverable amount of the Britvic France group of CGUs exceeds its carrying
amount of £194.5m by £13.8m at 30 September 2024. Recoverable amount is highly sensitive to
changes in sales growth due to the cost structure of the business. We set out below the changes
in key assumptions that would eliminate this headroom and the reasonably possible changes in
assumption that could result in a material change to the carrying value of Britvic France:
Key assumption
Assumption
%
Change to
eliminate
headroom
%
Reasonably
possible
change
%
Impact to
carrying value of
reasonably
possible change
£m
Post-tax discount rate
8.7%
+0.5%
+2.0%
-£35.0m
Terminal growth rate
1.4%
-0.6%
n/a1
n/a1
Revenue CAGR2 for the period
2024–2029
0.4%
-0.7%
-5.0%
-£81.5m
1 Management do not consider that there is a reasonably possible change in terminal growth rate that could result in a
material impairment.
2 Sensitivities to revenue growth assume that variable costs and advertising and promotion change in direct proportion to revenue.
16. Inventories
2024
£m
2023
£m
Raw materials
72.9
85.0
Finished goods
115.5
107.8
Consumable stores
12.9
15.8
Returnable packaging
1.6
1.2
202.9
209.8
17. Trade and other receivables
Current
£m
Non-current
£m
2024
£m
Current
£m
Non-current
£m
2023
£m
Trade receivables
383.1
3.0
386.1
376.9
—
376.9
Other receivables
15.6
8.1
23.7
18.7
8.1
26.8
Prepayments
22.0
—
22.0
30.0
—
30.0
420.7
11.1
431.8
425.6
8.1
433.7
Trade receivables are non-interest bearing and are generally on credit terms usual for the markets in
which the Group operates.
Other receivables include net investments in finance leases of £2.1m (2023: £1.3m). See note 24 for
further details.
Annual Report and Accounts 2024 Britvic
153
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
17. Trade and other receivables continued
Trade receivables are stated net of allowance for expected credit losses. Movements in the
allowance for expected credit losses were as follows:
Expected
credit losses
£m
At 1 October 2022
8.4
Exchange differences
(0.1)
Charge for period
1.2
Utilised
(0.8)
Unused amounts reversed
(0.1)
At 30 September 2023
8.6
Exchange differences
(0.7)
Charge for period
2.8
Utilised
(1.6)
Unused amounts reversed
(0.5)
At 30 September 2024
8.6
The Group takes the following factors into account when considering expected credit losses for trade
receivables:
• payment performance history;
• external information available regarding credit ratings;
• future expected credit losses; and
• offset of rebate liabilities outstanding to customers.
The Group has considered its customer base and portfolio and uses a provision matrix to evaluate
credit risk exposure on the Group’s trade receivables. The ageing analysis and allowance for
expected credit loss of trade receivables at 30 September 2024 is as follows:
Days past due
Total
£m
Not past
due
£m
<30
days
£m
30–60
days
£m
61–90
days
£m
91–180
days
£m
>180
days
£m
Gross carrying amount
394.7
350.6
25.3
5.0
1.5
3.1
9.2
Expected credit loss
(8.6)
(1.0)
(0.5)
(0.1)
(0.1)
(1.2)
(5.7)
Net carrying amount
386.1
349.6
24.8
4.9
1.4
1.9
3.5
Average expected
credit loss rate
2.2%
0.3%
2.0%
2.0%
6.7%
38.7%
62.0%
The ageing analysis and allowance for expected credit loss of trade receivables at 30 September
2023 was as follows:
Days past due
Total
£m
Not past
due
£m
<30
days
£m
30–60
days
£m
61–90
days
£m
91–180
days
£m
>180
days
£m
Gross carrying amount
385.5
339.4
23.1
3.4
2.6
5.1
11.9
Expected credit loss
(8.6)
(0.2)
(0.4)
(0.3)
(0.1)
(1.6)
(6.0)
Net carrying amount
376.9
339.2
22.7
3.1
2.5
3.5
5.9
Average expected
credit loss rate
2.2%
0.1%
1.7%
8.8%
3.8%
31.4%
50.4%
Refer to note 25 for details of the Group’s credit risk policy. The Group monitors the credit quality of
trade receivables by reference to credit ratings available externally. Expected credit losses on other
financial instruments are immaterial.
154
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
18. Cash and cash equivalents, interest-bearing deposits and overdrafts
2024
£m
2023
£m
Cash at bank
27.8
57.5
Short-term deposits maturing within three months
25.0
21.7
Cash and cash equivalents
52.8
79.2
Cash and cash equivalents comprise cash at bank and deposits which are readily convertible to
known amounts of cash and which are subject to insignificant risk of changes in value and have an
original maturity of three months or less. The fair value of cash and cash equivalents is equal to the
book value.
The Group operates in territories from which it is difficult to extract cash in a timely manner. Included
in cash and cash equivalents is £2.4m (2023: £5.6m) of cash balances that are not available for use
by the Group, but which are available for use in the relevant subsidiary’s day to day operations.
2024
£m
2023
£m
Short-term deposits maturing after three months
11.3
10.9
Interest-bearing deposits
11.3
10.9
The Group holds certain interest-bearing deposits which have remaining maturity of less than one
year and an original maturity of more than three months. These deposits are readily convertible to
known amounts of cash and are subject to insignificant risk of changes in value. The Group presents
these deposits in the balance sheet as current interest-bearing deposits, as they are not held for the
purpose of meeting short-term cash commitments. The fair value of interest-bearing deposits is not
materially different to their book value.
2024
£m
2023
£m
Bank overdrafts
(16.5)
(48.9)
Overdrafts
(16.5)
(48.9)
Bank overdrafts are repayable on demand and include £16.5m (2023: £48.9m) held under a notional
cash pooling facility. The overdrafts do not meet the criteria to be offset against the cash held under
the facility and are therefore separately presented in the balance sheet. The carrying amount of
these liabilities is approximately equal to their fair value. For the purposes of the statement of cash
flows, cash and cash equivalents consist of cash and cash equivalents as shown above, net of the
outstanding bank overdrafts under the cash pooling facility which form an integral part of the Group’s
cash management.
19. Share capital and own shares reserve
The movements in the Company’s issued share capital were as follows:
Issues, called up and fully paid ordinary shares
No. of
shares
Nominal
value
£m
At 1 October 2022
263,300,881
52.7
Shares cancelled pursuant to share buyback
(9,032,384)
(1.8)
At 30 September 2023
254,268,497
50.9
Shares cancelled pursuant to share buyback
(5,362,235)
(1.1)
At 30 September 2024
248,906,262
49.8
The issued share capital is wholly comprised of ordinary shares carrying one voting right each.
The nominal value of each ordinary share is £0.20. There are no restrictions placed on the
distribution of dividends, or the return of capital on a winding up or otherwise.
The movements in the Company’s own shares reserve were as follows:
Value
£m
At 1 October 2022
7.2
Shares purchased for share schemes
20.1
Shares used to satisfy share schemes
(7.6)
Shares purchased pursuant to share buyback
74.8
Shares cancelled pursuant to share buyback
(73.1)
At 30 September 2023
21.4
Shares purchased for share schemes
22.4
Shares used to satisfy share schemes
(17.7)
Shares purchased pursuant to share buyback
43.1
Shares cancelled pursuant to share buyback
(45.8)
At 30 September 2024
23.4
The own shares reserve represents shares in the Company purchased from the market and held by
an employee benefit trust to satisfy share awards under the Group’s share schemes (see note 29)
as well as shares purchased for cancellation as part of the share buyback programme (see below).
Shares purchased for cancellation are included in the own shares reserve until cancellation, at which
point the consideration paid is transferred to retained earnings and the nominal value of the shares is
transferred from share capital to the capital redemption reserve. The own shares reserve can include
equity elements of forward contracts where the Group has an obligation to purchase its own shares
(see note 28).
Of the issued and fully paid ordinary shares, 1,520,811 shares (2023: 2,179,294 shares) are own
shares held by an employee benefit trust. This equates to £304,162 (2023: £435,859) at £0.20 par
value of each ordinary share. These shares are held for the purpose of satisfying the share schemes
detailed in note 29.
Annual Report and Accounts 2024 Britvic
155
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
19. Share capital and own shares reserve continued
Share buyback programme
On 24 May 2023, the Company commenced a share buyback programme to repurchase ordinary
shares with a market value of up to £75.0m. The programme took place within the limitations of the
authority granted to the Board at the Company’s Annual General Meeting held on 26 January 2023,
pursuant to which the maximum number of shares that could be bought back by the Company was
26,081,857. During the year ended 30 September 2024, the Company completed the programme,
purchasing 4,478,603 ordinary shares (2023: 4,327,964) at an average price of 838.9p per share
(2023: 865.0p) and an aggregate cost of £37.8m including £0.3m of transaction costs (2023: £37.5m
including £0.1m of transaction costs).
On 3 June 2024, the Company commenced a further share buyback programme to repurchase
ordinary shares with a market value of up to £75.0m, up to a maximum number of shares of
24,954,864. The programme was subsequently suspended on 25 June 2024, in light of the
commencement of the offer period with respect to Carlsberg Group announced on 21 June 2024.
During the year ended 30 September 2024, the Company purchased 572,702 ordinary shares at an
average price of 968.3p per share and an aggregate cost of £5.7m including £0.1m of transaction costs.
A financial liability of £nil (2023: £2.8m) in respect of shares to be delivered under a share repurchase
agreement with an external bank is included in other current liabilities (note 28). During the year
ended 30 September 2024, the Company cancelled 5,362,235 ordinary shares that had been
purchased pursuant to the buyback (2023: 9,032,384).
An explanation of the Group’s capital management process and objectives is set out in note 25.
20. Other reserves
Capital
redemption
reserve
£m
Hedging
reserve
£m
Translation
reserve
£m
Merger
reserve
£m
Total
£m
At 1 October 2022
0.9
27.3
(9.5)
87.3
106.0
Fair value losses on hedging instruments designated as cash flow hedges
—
(34.3)
—
—
(34.3)
Amounts reclassified to the income statement in respect of cash flow hedges
—
(4.6)
—
—
(4.6)
Current tax in respect of cash flow hedges
—
(0.2)
—
—
(0.2)
Deferred tax in respect of cash flow hedges
—
7.3
—
—
7.3
Exchange differences reclassified to profit or loss on disposal of foreign operations
—
—
(0.3)
—
(0.3)
Exchange differences on translation of foreign operations (note 26)
—
—
(3.4)
—
(3.4)
Tax on exchange differences accounted for in the translation reserve
—
—
(0.6)
—
(0.6)
Movements included within other comprehensive income
—
(31.8)
(4.3)
—
(36.1)
Transfer of cash flow hedge reserve to inventories*
—
7.1
—
—
7.1
Shares cancelled pursuant to share buyback
1.8
—
—
—
1.8
At 30 September 2023
2.7
2.6
(13.8)
87.3
78.8
Fair value losses on hedging instruments designated as cash flow hedges
—
(21.7)
—
—
(21.7)
Amounts reclassified to the income statement in respect of cash flow hedges
—
12.9
—
—
12.9
Current tax in respect of cash flow hedges
—
0.1
—
—
0.1
Deferred tax in respect of cash flow hedges
—
1.8
—
—
1.8
Exchange differences on translation of foreign operations (note 26)
—
—
(37.9)
—
(37.9)
Tax on exchange differences accounted for in the translation reserve
—
—
(0.9)
—
(0.9)
Movements included within other comprehensive income
—
(6.9)
(38.8)
—
(45.7)
Transfer of cash flow hedge reserve to inventories*
—
2.0
—
—
2.0
Transfer of cash flow hedge reserve to goodwill
—
(0.5)
—
—
(0.5)
Shares cancelled pursuant to share buyback
1.1
—
—
—
1.1
At 30 September 2024
3.8
(2.8)
(52.6)
87.3
35.7
* Basis adjustment for commodity contracts relating to purchases of aluminium, sugar and PET that are used in inventories and designated as cash flow hedges.
156
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
20. Other reserves continued
The translation reserve includes cumulative net gains of £5.6m (2023: £2.2m) which relate to gains
and losses in respect of borrowings and derivatives designated as a net investment hedge of the
Group’s foreign operations: £4.2m of this relates to borrowings that were outstanding at the balance
sheet date and £1.4m relates to borrowings and derivatives that have reached maturity (2023: £0.8m
related to borrowings and derivatives outstanding at the balance sheet date and £1.4m related to
borrowings and derivatives that had reached maturity).
Share premium account
The share premium account is used to record the excess of proceeds over the nominal value on the
issue of shares.
Own shares reserve
Own shares represent the shares of the Company that are held by an employee benefit trust for the
purpose of satisfying employee share plan awards, or which are purchased and held for cancellation
as part of the share buyback programme. The cost of own shares is deducted from shareholders’
equity in the own shares reserve until the shares are transferred to employees or are cancelled, at
which point they are transferred to retained earnings.
Capital redemption reserve
The capital redemption reserve relates to the repurchase and cancellation of shares of the Company
pursuant to the share buyback programme (see note 19). Upon cancellation, the nominal value of
shares cancelled is transferred from share capital to the capital redemption reserve.
Hedging reserve
The hedging reserve records the effective portion of movements in the fair value of commodity
contracts, forward exchange contracts and interest rate and cross currency swaps that have been
designated as part of a cash flow hedge relationship.
Translation reserve
The translation reserve includes cumulative net exchange differences on translation into the
presentational currency of items recorded in Group entities with a non-sterling functional currency
net of amounts recognised in respect of net investment hedges.
Merger reserve
The merger reserve arose as a result of the non-pre-emptive share placement which took place on
21 May 2010. It was executed using a structure which created a merger reserve under Sections 612
to 613 of the Companies Act 2006.
21. Interest-bearing loans and borrowings
2024
£m
2023
£m
Current
Private placement notes
(43.6)
(51.1)
Less: unamortised issue costs
0.1
0.2
Total current
(43.5)
(50.9)
Non-current
Bank loans
(8.3)
(44.7)
Private placement notes
(614.4)
(508.1)
Less: unamortised issue costs
2.0
1.8
Total non-current
(620.7)
(551.0)
Total interest-bearing loans and borrowings
(664.2)
(601.9)
Total interest-bearing loans and borrowings comprise the following:
2024
£m
2023
£m
2014 notes
(56.1)
(108.5)
2017 notes
(175.0)
(175.0)
2018 notes
(118.3)
(119.7)
2020 notes
(150.0)
(151.9)
2024 notes
(150.0)
—
Bank loans
(8.3)
(44.7)
Accrued interest
(8.6)
(4.1)
Unamortised issue costs
2.1
2.0
Total interest-bearing loans and borrowings
(664.2)
(601.9)
Annual Report and Accounts 2024 Britvic
157
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
21. Interest-bearing loans and borrowings continued
Analysis of changes in interest-bearing loans and borrowings
2024
£m
2023
£m
At the beginning of the year
(601.9)
(605.3)
Net movement on revolving credit facility
35.4
(45.5)
Other loans acquired
—
(1.9)
Other loans repaid
—
1.9
Repayment of private placement notes*
45.7
36.6
Issue of private placement notes
(150.0)
—
Issue costs
0.6
—
Amortisation of issue costs
(0.5)
(0.6)
Net translation gain and fair value adjustment
11.0
13.5
Net movement in accrued interest
(4.5)
(0.6)
At the end of the year
(664.2)
(601.9)
Derivatives hedging balance sheet debt**
9.5
22.6
Debt translated at contracted rate
(654.7)
(579.3)
* During the year ended 30 September 2024, the Group repaid £45.7m of the 2014 private placement notes. £6.5m was also
received on maturity of derivatives hedging the 2014 notes, resulting in net cash outflows presented in the consolidated
statement of cash flows of £39.2m.
During the year ended 30 September 2023, the Group repaid £36.6m of the 2010 private placement notes. £7.8m was also
received on maturity of derivatives hedging the 2010 notes and £1.0m was received in respect of the firm commitment for the
2010 notes, resulting in net cash outflows presented in the consolidated statement of cash flows of £27.8m.
** Represents the intrinsic value of interest rate currency swaps hedging the balance sheet value of the private placement notes.
This amount has been disclosed separately to demonstrate the impact of foreign exchange movements which are included in
interest-bearing loans and borrowings.
At 30 September 2024, the Group had committed borrowing facilities available of £400.0m
(2023: £400.0m), of which £391.7m was undrawn (2023: £355.3m). £33.3m of the borrowing
facilities mature in February 2025 with the remaining £366.7m maturing in February 2027. Under
the terms of these facilities, lenders may request to cancel their commitments within 30 days of
a change of control of the parent company by giving not less than 30-day’s notice. The change of
control clause may be waived with approval of two thirds of the lenders.
In addition, the private placement loan notes may also become repayable following a change of
control, which can be waived with 100% noteholder consent. Prepayment is not triggered if the notes
are rated at the time of the change of control and there is no downgrade in the rating of the notes
from Investment Grade, or, where the notes are unrated, the Group obtains an Investment Grade
rating within 90 days of the change of control.
Private placement notes
The Group holds loan notes with coupons and maturities as shown in the following table:
Maturity date
Amount
Interest terms
2014
February 2026
$75m
US$ fixed at 4.24%
2017
February 2025–February 2032
£120m
UK£ fixed at 2.31%–2.76%
2017
February 2027–February 2032
£55m
SONIA plus 1.32%–1.36%
2018
June 2028–June 2033
£65m
UK£ fixed at 2.66%–2.88%
2018
June 2030
£20m
SONIA plus 1.06%
2018
June 2028
€40m
EURIBOR plus 0.65%
2020
May 2030–May 2032
£70m
UK£ fixed at 2.09%–2.19%
2020
May 2032
€35m
EUR fixed at 1.15%
2020
May 2035
£30m
SONIA plus 1.45%
2020
May 2035
€25m
EURIBOR plus 1.15%
2024
March 2029–March 2034
£150m
UK£ fixed at 5.29%–5.41%
The Group entered into a number of cross currency swap agreements in relation to the loan notes to
manage foreign exchange risk on interest rates or on the repayment of the principal borrowed. These
swaps expire in line with the loan notes and are discussed in note 26.
See note 26 for an analysis of the interest rate profile and the maturity of the borrowings and related
interest rate swaps.
22. Retirement benefit schemes
Net asset/(liability) by scheme
2024
GB
£m
ROI
£m
NI
£m
France
£m
Total
£m
Present value of benefit obligation
(456.2)
(65.7)
(22.3)
(1.6)
(545.8)
Fair value of plan assets
515.4
74.8
28.9
—
619.1
Funded status
59.2
9.1
6.6
(1.6)
73.3
Restrictions on asset recognised
—
—
(6.6)
—
(6.6)
Net asset/(liability)
59.2
9.1
—
(1.6)
66.7
Retirement benefit assets
59.2
9.1
—
—
68.3
Retirement benefit obligations
—
—
—
(1.6)
(1.6)
Net asset/(liability)
59.2
9.1
—
(1.6)
66.7
158
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
22. Retirement benefit schemes continued
Net asset/(liability) by scheme continued
2023
GB
£m
ROI
£m
NI
£m
France
£m
Total
£m
Present value of benefit obligation
(431.4)
(61.8)
(20.8)
(1.4)
(515.4)
Fair value of plan assets
491.0
69.8
27.2
—
588.0
Net asset/(liability)
59.6
8.0
6.4
(1.4)
72.6
Retirement benefit assets
59.6
8.0
6.4
—
74.0
Retirement benefit obligations
—
—
—
(1.4)
(1.4)
Net asset/(liability)
59.6
8.0
6.4
(1.4)
72.6
There has been a reduction in the overall net surplus during the year ended 30 September 2024.
This is a consequence of the impact of changes in financial market conditions which have led to an
increase in the value placed on liabilities. This has been offset to an extent by asset performance
being higher than expectations over the previous year, and the Group’s continued payment of funding
contributions. In addition, in applying IFRIC 14 (see below), the Group has derecognised the surplus
in respect of the Northern Ireland scheme.
GB schemes
The Group’s principal pension scheme for GB employees, the Britvic Pension Plan (BPP), has both a
final salary defined benefit section and a defined contribution section.
BPP defined benefit scheme
The defined benefit section was closed to new members from 1 August 2002 and closed to
future accrual for active members from 1 April 2011, with active members moving to the defined
contribution section for future service benefits.
The BPP is a limited partner of Britvic Scottish Limited Partnership (Britvic SLP), which in turn is a limited
partner in both Britvic Property Partnership (Britvic PP) and Britvic Brands LLP. Britvic SLP, Britvic PP and
Britvic Brands LLP are all consolidated by the Group. The investment held by BPP does not represent a
plan asset for accounting purposes and is therefore not included in the fair value of the plan assets.
Certain properties and Group brands have been transferred to Britvic PP and Britvic Brands LLP
respectively, all of which are leased back to Britvic Soft Drinks Limited. The Group retains operational
flexibility over the properties and brands, including the ability to substitute the properties and
brands held by Britvic PP and Britvic Brands LLP respectively. The BPP is entitled to a share of
the profits in Britvic SLP until 2026. At the end of this period, the partnership capital allocated to
the BPP will be changed to an amount equal to any funding deficit of the BPP at this time, up to a
maximum of £105m.
Contributions are ordinarily paid into the defined benefit section of the BPP as determined by
the Trustee, agreed by the Company and certified by an independent actuary in the Schedule of
Contributions. No deficit funding payments were paid during the year except for the £5.0m annual
partnership payment which will continue until 2025. The last triennial valuation was carried out
as of 31 March 2022 and finalised in April 2023: this did not result in any change to the Schedule
of Contributions.
In August 2023, the Company and Trustee of the BPP finalised an amendment of the scheme rules
related to pension increases. The amendment clarified that the Company did not have the power
to set alternative rates of pension increase and certain annual increases will be based on the RPI
measure of inflation. The previous valuation of the scheme at 30 September 2022 was based on the
assumption that certain members would receive pension increases based on the CPI measure of
inflation, which is lower than RPI. As a result, the pension surplus at 30 September 2023 decreased
by £20.5m. As the change in valuation arose as a result of a change in the scheme rules, this amount
was recognised in the income statement as a past service cost in the year ended 30 September 2023.
The triennial valuation as of 31 March 2022 agreed in April 2023 already adopted the assumption
that pension increases would be based on RPI and this did not result in any change to the Company’s
required contributions to the scheme.
Accounting standards require all companies to discount their projected cash flows at a standard
rate based on high quality corporate bonds and not to allow for prudence when calculating the value
of the liabilities. This is in contrast to the funding valuation where prudence is a requirement when
assessing the value of the liabilities. This, in combination with the Plan being invested in relatively low
risk assets as part of the funding strategy agreed, results in the funding valuation being expected to
show a higher deficit than the accounting valuation. The benefits of adopting a low risk approach to
funding is that there is less volatility expected in the Company’s future contribution requirements.
The Virgin Media Ltd v NTL Pension Trustees II decision, handed down by the High Court on 16 June 2023
considered the implications of section 37 of the Pension Schemes Act 1993. Section 37 of the
Pension Schemes Act 1993 only allowed the rules of contracted-out schemes in respect to benefits
to be altered where certain requirements were met. The court decision was subject to appeal, with
the Court of Appeal judgement published on 25 July 2024 upholding the High Court’s ruling. The
Group’s view is that it remains appropriate that no adjustment is made to the Group’s financial
statements, as at this point there is no reason to believe the relevant requirements were not
complied with.
BPP defined contribution scheme
The amount recognised as an expense in relation to the BPP defined contribution scheme in the
consolidated income statement for 2024 was £9.8m (2023: £8.8m).
The Britvic Executive Top Up Scheme
Britvic’s business in GB also has a secured unfunded, unregistered retirement benefit scheme called
The Britvic Executive Top Up Scheme (BETUS), which provides benefits for members who have
historically exceeded the earnings cap or the lifetime allowance while members of the defined benefit
section of the BPP. BETUS closed to future accrual on 10 April 2011, which coincided with the closure
of the defined benefit section of the BPP.
Republic of Ireland scheme
The Britvic Ireland Pension Plan (BIPP) is a defined benefit pension plan. Following legislative
changes made in 2012, no deficit recovery contributions are currently required. The Trustee has been
undertaking investment de-risking to protect the ongoing funding position achieved as a result of the
2012 changes. The latest triennial valuation as at 1 January 2024 was concluded on 30 September 2024.
The scheme remains open to future accrual for current members.
The amount recognised as an expense in relation to the Irish defined contribution scheme in the
consolidated income statement for 2024 was £0.9m (2023: £0.8m).
Annual Report and Accounts 2024 Britvic
159
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
22. Retirement benefit schemes continued
Northern Ireland scheme
The Britvic Northern Ireland Pension Plan (BNIPP) is a defined benefit pension plan which was closed
to new members on 28 February 2006 and to future accrual from 31 December 2018. Since this date,
all employees have been eligible to join a stakeholder plan with Legal & General. The latest formal
actuarial valuation for contribution purposes was carried out as at 31 December 2023 and is in the
process of being finalised.
Contributions are paid into the BNIPP as determined by the Trustee, agreed by the Company and certified by
an independent actuary in the Schedule of Contributions. During the year ended 30 September 2024,
additional contributions of £nil were paid (2023: £nil).
The amount recognised as an expense in relation to the Northern Ireland defined contribution
scheme in the consolidated income statement for 2024 was £0.1m (2023: £0.1m).
France schemes
Britvic France operates two defined benefit schemes. In the first, employees receive long-service
cash payments at various stages throughout their careers. In the second, employees receive a lump
sum at retirement. Payment amounts are dependent upon salary and service with the Company.
The schemes are unfunded, therefore these benefits are paid directly as they fall due.
All Group pension schemes are administered by trustees who are independent of the Group’s
finances, except for the Britvic France schemes which are operated directly by the Company.
IFRIC 14 ‘IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding
Requirements and their Interaction’
The rules of the GB Plan were updated in February 2010 to clarify that any surplus remaining on the
death or leaving of the final member of the Plan may be returned directly to the Company without
prior trustee approval and a mechanism was provided within the rules for this to occur. As a result,
the asset ceiling has not been applied to date.
For the BIPP, any surplus remaining on the death or leaving of the final member of the Plan may be
returned directly to the Company without prior trustee approval and a mechanism is provided for this
to occur. Potential trustee rights under the Plan to augment additional benefits have been assessed
by management and their actuarial specialists in measuring the net defined benefit asset, but are not
considered a material risk to the Company as the Rules of the Plan which provide for augmentation
(benefit increases) require employer consent. These two points mean that IFRIC 14 does not have
any practical impact on the GB Plan or the BIPP and so no allowance for it (and, in particular, no
allowance for the asset ceiling) has been made in the calculated figures.
For the BNIPP, the rules of the plan provide that any surplus would be returned directly to the Company
without prior Trustee approval on the death or leaving of the final member of the Plan. The rules of
the plan also provide that, in certain circumstances, the Trustee has the power to augment benefits
payable to members without the prior consent of the Company. The Company has assessed that, in
the context of IFRIC 14, the Company’s right to a return of a surplus is contingent upon the Trustee not
exercising their power to unilaterally augment benefits. As the Company’s right to a refund depends on
the non-occurrence of uncertain future events not wholly within its control, the Company has assessed
that it does not have an unconditional right to the surplus and accordingly should not recognise a Plan
surplus in its financial statements. The Company has therefore restricted the recognition of the surplus
by £6.6m at 30 September 2024 by applying an asset ceiling equal to nil.
BETUS is treated as unfunded for the purposes of IAS 19, so IFRIC 14 is not applicable.
Defined contribution pension expense
The total defined contribution pension expense for the year ended 30 September 2024 is £10.9m
(2023: £9.8m) and includes £0.1m which relates to schemes for entities within the Group in addition
to those mentioned above (2023: £0.1m).
Net defined benefit pension benefit/(expense)
2024 total
£m
2023 total
£m
Current service cost
(0.6)
(0.6)
Administration expenses
(0.3)
—
Net interest on net defined benefit asset
3.9
5.9
Past service cost
—
(20.5)
Net benefit/(expense)
3.0
(15.2)
The net benefit/(expense) detailed above is recognised in arriving at operating profit and is included
within cost of sales, selling and distribution costs and administration expenses.
Taken to the statement of comprehensive income
2024 total
£m
2023 total
£m
Actual return on scheme assets
54.3
(63.9)
Less: amounts included in net interest expense
(31.8)
(32.1)
Return on plan assets (excluding amounts included in net interest
expense)
22.5
(96.0)
Gains/(losses) due to demographic assumptions
0.5
19.6
(Losses)/gains due to financial assumptions
(28.8)
39.3
Experience losses
(2.1)
(18.4)
Adjustments for restrictions on the defined benefit asset
(6.5)
—
Remeasurement losses taken to the statement of
comprehensive income
(14.4)
(55.5)
160
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
22. Retirement benefit schemes continued
Movements in present value of benefit obligation:
2024
GB
£m
ROI
£m
NI
£m
France
£m
Total
£m
At 1 October 2023
(431.4)
(61.8)
(20.8)
(1.4)
(515.4)
Exchange differences
—
2.5
—
0.1
2.6
Current service cost
—
(0.5)
—
(0.1)
(0.6)
Member contributions
—
(0.1)
—
—
(0.1)
Interest cost on benefit obligation
(23.9)
(2.6)
(1.2)
(0.1)
(27.8)
Benefits paid
22.9
2.0
1.0
—
25.9
Remeasurement losses
(23.8)
(5.2)
(1.3)
(0.1)
(30.4)
At 30 September 2024
(456.2)
(65.7)
(22.3)
(1.6)
(545.8)
Weighted average duration of the liabilities
13 years
17 years
13 years
11 years
2023
GB
£m
ROI
£m
NI
£m
France
£m
Total
£m
At 1 October 2022
(446.4)
(65.9)
(21.8)
(1.4)
(535.5)
Exchange differences
—
0.8
—
—
0.8
Current service cost
—
(0.5)
—
(0.1)
(0.6)
Past service cost
(20.5)
—
—
—
(20.5)
Member contributions
—
(0.2)
—
—
(0.2)
Interest cost on benefit obligation
(22.6)
(2.3)
(1.2)
(0.1)
(26.2)
Benefits paid
23.0
2.1
1.0
0.2
26.3
Remeasurement gains
35.1
4.2
1.2
—
40.5
At 30 September 2023
(431.4)
(61.8)
(20.8)
(1.4)
(515.4)
Weighted average duration of the liabilities
14 years
17 years
14 years
12 years
Movements in fair value of plan assets:
2024
GB
£m
ROI
£m
NI
£m
Total
£m
At 1 October 2023
491.0
69.8
27.2
588.0
Exchange differences
—
(2.9)
—
(2.9)
Interest income on plan assets
27.4
2.9
1.5
31.8
Administration expenses
—
—
(0.3)
(0.3)
Return on scheme assets excluding
interest income
14.7
6.3
1.5
22.5
Employer contributions
5.2
0.6
—
5.8
Member contributions
—
0.1
—
0.1
Benefits paid
(22.9)
(2.0)
(1.0)
(25.9)
At 30 September 2024
515.4
74.8
28.9
619.1
2023
GB
£m
ROI
£m
NI
£m
Total
£m
At 1 October 2022
565.2
75.8
32.0
673.0
Exchange differences
—
(0.9)
—
(0.9)
Interest income on plan assets
27.7
2.7
1.7
32.1
Administration expenses
—
—
(0.1)
(0.1)
Return on scheme assets excluding
interest income
(84.0)
(6.6)
(5.4)
(96.0)
Employer contributions
5.1
0.7
—
5.8
Member contributions
—
0.2
—
0.2
Benefits paid
(23.0)
(2.1)
(1.0)
(26.1)
At 30 September 2023
491.0
69.8
27.2
588.0
Reconciliation of changes in the effect of the asset ceiling:
2024
NI
£m
Total
£m
At 1 October 2023
—
—
Interest on the effect of the asset ceiling recognised in P&L
(0.1)
(0.1)
Change in adjustment recognised in other comprehensive income
(6.5)
(6.5)
At 30 September 2024
(6.6)
(6.6)
No adjustments were made in regard to the asset ceiling in the prior year.
Annual Report and Accounts 2024 Britvic
161
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
22. Retirement benefit schemes continued
Principal assumptions
The assets and liabilities of the pension schemes were valued on an IAS 19 (revised) basis at
30 September 2024, by Willis Towers Watson (for the BPP and the French schemes), Invesco (for the
BIPP) and Gallagher (for the BNIPP).
Financial assumptions
2024
GB
%
ROI
%
NI
%
France
%
Discount rate
5.15
3.50
5.15
3.25–3.35
Rate of compensation increase
—
2.00
—
3.00–4.00
Pension increases
1.95–2.90
—
2.05–2.65
—
Inflation assumption
3.05
2.00
2.65
2.00
Indexation
RPI and CPI
CPI
CPI
ECB *
2023
GB
%
ROI
%
NI
%
France
%
Discount rate
5.70
4.20
5.65
4.15
Rate of compensation increase
—
2.50
—
3.00–4.00
Pension increases
2.00–3.05
—
2.10–5.00
—
Inflation assumption
3.25
2.50
2.80
2.00
Indexation
RPI and CPI
CPI
CPI
ECB *
* The France scheme is linked to the long-term interest rate of the European Central Bank (ECB).
Demographic assumptions
The most significant non-financial assumption is the assumed rate of longevity. This is based on
standard actuarial tables, which for the BPP are known as SAPS Series 3. An allowance for future
improvements in longevity has also been included. The following life expectancy assumptions have
been used:
2024 GB
Years
2024 ROI
Years
2024 NI
Years
2023 GB
Years
2023 ROI
Years
2023 NI
Years
Current pensioners (at age
65) — males
21.0
22.3
20.3
21.0
22.2
20.6
Current pensioners (at age
65) — females
24.1
24.5
23.3
24.0
24.4
23.5
Future pensioners currently
aged 45 (at age 65) — males
22.3
24.6
21.5
22.3
24.5
21.8
Future pensioners currently
aged 45 (at age 65) — females
25.6
26.4
24.7
25.5
26.3
24.9
Sensitivities
Changes in assumptions used for determining retirement benefit costs and obligations may have a
material impact on the consolidated income statement and balance sheet. The main assumptions are
the discount rate, the rate of inflation and the assumed mortality rate. The following table provides an
estimate of the potential impact of each of these variables on the principal pension plans.
Assumption
Change in
assumption
Impact on
GB liabilities
Impact on
ROI liabilities
Impact on
NI liabilities
Impact on
France liabilities
Discount rate
Increase by
0.75%
Decrease by
£40.5m
Decrease by
£9.1m
Decrease by
£1.9m
Decrease by
£0.1m
Decrease by
0.75%
Increase by
£47.0m
Increase by
£9.1m
Increase by
£2.1m
Increase by
£0.1m
Inflation rate
Increase by
0.25% *
Increase by
£8.8m
Increase by
£1.2m
Increase by
£0.6m
Increase by
£0.04m
Decrease by
0.25% *
Decrease by
£8.9m
Decrease by
£1.1m
Decrease by
£0.6m
Decrease by
£0.04m
Longevity rates
Increase by
1 year
Increase by
£13.3m
Increase by
£1.8m
Increase by
£0.6m
n/a
* The sensitivity to inflation assumption includes corresponding changes to future salary (applicable only to France) and future
pension increase assumptions.
Categories of scheme assets as a percentage of the fair value of total
scheme assets
2024
GB
£m
ROI
£m
NI
£m
Total
£m
Total
%
Equities
1.6
13.3
—
14.9
2
Corporate bonds
138.3
44.4
6.0
188.7
30
Diversified funds
—
—
11.2
11.2
2
Liability-driven investments
357.7
—
10.7
368.4
60
Cash and other assets
17.8
17.1
1.0
35.9
6
Total
515.4
74.8
28.9
619.1
100
2023
GB
£m
ROI
£m
NI
£m
Total
£m
Total
%
Equities
1.1
14.7
—
15.8
3
Properties
30.7
—
—
30.7
5
Corporate bonds
278.9
34.3
5.3
318.5
54
Diversified funds
—
—
11.1
11.1
2
Liability-driven investments
164.6
—
9.9
174.5
30
Cash and other assets
15.7
20.8
0.9
37.4
6
Total
491.0
69.8
27.2
588.0
100
162
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
22. Retirement benefit schemes continued
Categories of scheme assets as a percentage of the fair value of total
scheme assets continued
The fair values of the above equity and debt instruments are determined based on quoted market
prices in active markets, whereas the fair values of properties are not based on quoted market prices.
The fixed interest and index linked asset classes include leveraged gilt funds.
Liability-driven investments are a portfolio of assets used primarily in the GB scheme to hedge the
exposure to changes in interest rates and inflation. It consists of fixed interest gilts and index linked
gilts, including leveraged gilt funds. The fair value of these assets is derived from quoted market
prices of the underlying funds held. These funds are held as part of the strategy by the Trustees of
the GB scheme to invest in low risk assets that provide a hedge against interest rates and inflation.
Risks
For defined contribution sections and plans, the Group’s liability is limited to the requirement to pay
contributions on behalf of each employee. In these arrangements, the associated risks are borne by
the members.
For defined benefit sections and plans, the Group bears the risks of operation. The main risk that the
Group runs in respect of the defined benefit schemes is that additional contributions are required
to pay for the benefits if investment returns are not sufficient. The contributions required for the
schemes are in general determined at each triennial actuarial funding valuation. The key factors that
will affect the need for additional contributions include levels of long-term inflation and interest rates
and the assessment of how long members are expected to live, along with the level of investment
return achieved. The level of investment return achieved is subject to a range of risks typical of the
asset classes held, in particular market risk on equities, credit risk on corporate bonds and exposure
to the property market. The discount rates used to calculate the liabilities are set by reference to
yields on high quality corporate bonds. There is therefore a mismatch between the assets held and
the way that the liabilities are calculated, meaning that the net balance sheet position disclosed
under IAS 19 could fluctuate.
For the BPP, the Trustee holds the power to determine the contribution rates that the Group should
pay, although the Group fully uses the opportunity to make representation to the Trustee on
this point.
The Trustee of the BPP has implemented an investment strategy which consists of a diverse range
of fixed interest and index linked securities, which provides a significant hedge against inflation and
interest rate risk.
The funding partnership mitigates the risk that additional cash contributions will be required after
31 March 2026, as the partnership will pay up to £105m to remove any funding deficit at 31 March 2026.
23a. Trade and other payables
2024
£m
2023
£m
Trade payables
318.9
396.0
Other payables
20.1
17.2
Accruals
80.9
67.6
Other taxes and social security
57.8
52.8
477.7
533.6
Trade payables are non-interest bearing and are normally settled on 60 to 90-day terms.
The Group participates in supplier financing arrangements with partner financial institutions
as follows:
(i) trade payables include amounts of £94.8m (2023: £130.0m) where suppliers can elect on
an invoice-by-invoice basis to receive a discounted early payment from the partner financial
institution rather than being paid in line with the agreed payment terms; and
(ii) trade payables include amounts of £11.6m (2023: £14.1m) where the Group elects for the partner
financial institution to pay the supplier in line with the agreed payment terms and extends the
corresponding payment terms it has with the financial institution.
The Group considers that its liabilities under these arrangements are similar in nature and function to
trade payables and form part of the working capital used in the Group’s normal operating cycle, accordingly
they are presented within trade payables. Any financing element is not considered to be significant.
Consistent with classification in the balance sheet as trade payables, cash flows from these
arrangements are presented either as cash flows from operating activities or cash flows from
investing activities, when related to the acquisition of non-current assets.
23b. Commercial rebate liabilities
The Group has the following liabilities outstanding to customers in respect of commercial rebates:
2024
£m
2023
£m
Rebate accruals
111.8
123.3
For further information on the Group’s accounting policy for rebate liabilities, see the revenue
recognition policy within note 3.
Annual Report and Accounts 2024 Britvic
163
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
24. Leases
The Group has lease contracts for properties, plant and machinery and vehicles. Leases of property
have lease terms between 5 and 75 years, plant and machinery generally have lease terms between
five and ten years, while motor vehicles generally have lease terms between two and four years.
There are several lease contracts that include extension and termination options. These options are
negotiated by management to provide flexibility in managing the leased asset portfolio and align with
the Group’s business needs. Where a lease contract contains an extension or termination option,
management uses judgement to determine the lease term when measuring lease liabilities. At
30 September 2024, the undiscounted potential future rental payments relating to periods following
the exercise date of extension and termination options that are not included in the lease term are
not material.
Right-of-use assets
Set out below are the carrying amounts of right-of-use assets recognised and the movements
during the year:
Leased
property
£m
Leasehold
plant and
machinery
£m
Leased
vehicles
£m
Total
£m
Net carrying amount
At 1 October 2022
62.1
3.7
2.9
68.7
Exchange differences
(0.1)
—
0.1
—
Additions
0.4
0.1
2.1
2.6
Depreciation charge for the year
(6.5)
(2.0)
(1.6)
(10.1)
Disposal
—
—
(0.1)
(0.1)
At 30 September 2023
55.9
1.8
3.4
61.1
Additions
2.8
6.8
3.2
12.8
Acquired (note 34)
0.4
—
—
0.4
Depreciation charge for the year
(6.4)
(1.8)
(2.0)
(10.2)
At 30 September 2024
52.7
6.8
4.6
64.1
Lease liabilities
Set out below are the carrying amounts of lease liabilities and the movements during the year:
2024
£m
2023
£m
At the beginning of the year
67.3
73.9
Exchange differences
(0.1)
(0.1)
Additions
12.8
2.5
Acquired (note 34)
0.4
—
Accretion of interest
2.0
1.9
Payment of principal portion of lease liabilities
(8.8)
(9.0)
Payment of interest portion of lease liabilities
(2.1)
(1.9)
At the end of the year
71.5
67.3
Current
9.2
7.5
Non-current
62.3
59.8
At the end of the year
71.5
67.3
The maturity analysis of lease liabilities is disclosed in the liquidity risk section of note 25. The
following are the amounts recognised in the income statement:
2024
£m
2023
£m
Depreciation of right-of-use assets
10.2
10.1
Interest expense on lease liabilities (note 9)
2.0
1.9
Total amount recognised in profit or loss
12.2
12.0
The Group had total cash outflows for leases of £10.9m during the year ended 30 September 2024
(2023: £10.9m).
Finance lease receivables
The Group enters into finance leasing arrangements as a lessor for tap systems that dispense
instant boiling, chilled and sparkling water. The term of finance leases ranges from three to five years,
which forms the majority of the expected useful economic life of the tap system and after which the
residual value of the equipment is not expected to be material.
164
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
24. Leases continued
Finance lease receivables continued
The amounts receivable under finance leases were as follows:
2024
£m
2023
£m
Not later than one year
1.1
0.6
Later than one year and not later than two years
0.6
0.5
Later than two years and not later than three years
0.3
0.3
Later than three years and not later than four years
0.2
0.1
Later than four years and not later than five years
—
—
Later than five years
—
—
Total undiscounted lease payments receivable
2.2
1.5
Less: unearned finance income
(0.1)
(0.2)
Net investment in the lease
2.1
1.3
Net investment in the lease analysed as:
Recoverable within 12 months
1.3
0.4
Recoverable after 12 months
0.8
0.9
Net investment in the lease
2.1
1.3
The following table presents the amounts included in profit or loss:
2024
£m
2023
£m
Selling profit for finance leases
0.5
0.6
Finance income on the net investment in finance leases
0.1
0.1
25. Financial risk management objectives and policies
Overview
The Group’s principal financial instruments comprise derivatives, borrowings and overdrafts, interest-
bearing deposits and cash and cash equivalents. These financial instruments are used to manage
interest rate, currency and commodity exposures, funding and liquidity requirements. Other financial
instruments which arise directly from the Group’s operations include trade receivables and payables
(see notes 17 and 23 respectively).
It is, and has always been, the Group’s policy that no derivative is entered into for trading or
speculative purposes.
The main risks arising from the Group’s financial instruments are interest rate risk, foreign currency
risk, credit risk and liquidity risk. Additionally, the Group uses commodity derivatives to manage
commodity price risk. The policies for managing these risks are approved by the Board of Directors.
Interest rate risk
The Group’s policy is to manage its interest cost by maintaining a mix of fixed and variable rate debt.
The Group enters into interest rate swaps and cross currency swaps agreements to hedge underlying
debt obligations. At 30 September 2024, after taking into account the effect of these instruments,
approximately 79% of the Group’s gross debt was at a fixed rate of interest (2023: 71%).
As the critical terms of the interest rate swap contracts and their corresponding hedged items are
the same, the group performs a qualitative assessment of effectiveness and it is expected that
the value of the interest rate swap contracts and the value of the corresponding hedged items
will systematically change in opposite directions in response to movements in the underlying
interest rates.
Interest rate risk table
The following table demonstrates the sensitivity to a reasonably possible change in interest rates,
with all other variables held constant, on the Group’s profit before tax (through the impact on floating
rate borrowings):
Increase/
(decrease) in
basis points
Effect on
profit before tax
£m
2024
Sterling
200
(0.8)
(200)
0.8
Euro
200
(0.9)
(200)
0.9
2023
Sterling
200
(1.5)
(200)
1.5
Euro
200
(1.1)
(200)
1.1
Foreign currency risk
Foreign currency risk is primarily in respect of exposure to fluctuations to the sterling-euro,
sterling-US dollar and US dollar-Brazilian real rates of exchange. The Group has operations
in euro‑denominated countries and finances these partly through the use of foreign currency
borrowings which hedge the translation risk of net investments in foreign operations. Additionally,
certain internal flows from euro-denominated operations can be utilised to meet euro payment
obligations in sterling-denominated companies, providing a natural hedge.
Annual Report and Accounts 2024 Britvic
165
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
25. Financial risk management objectives and policies continued
Foreign currency risk continued
The Group also has transactional exposures arising from purchases of prime materials, capital
expenditure and interest costs in currencies other than the functional currency of the individual
Group entities. Non-functional currency purchases and interest costs are mainly in the currencies of
US dollars and euros. As at 30 September 2024, the Group had hedged 74% (2023: 68%) of forecast
net exposures 12 months in advance using forward foreign exchange contracts. For hedges of highly
probable forecast purchases, as the critical terms (i.e. the notional amount, life and underlying) of the
foreign exchange forward contracts and their corresponding hedged items are the same, the group
performs a qualitative assessment of effectiveness and it is expected that the value of the forward
contracts and the value of the corresponding hedged items will systematically change in opposite
direction in response to movements in the underlying exchange rates.
Where funding has been raised in a currency other than the currency ultimately required by the
Group, cross currency interest rate swaps have been used to convert the cash flows to the required
currency. These swaps have the same duration and other critical terms as the underlying borrowings.
The following table demonstrates what the sensitivity would have been from a reasonably possible
change in the US dollar, euro and Brazilian real exchange rates, with all other variables held constant,
on the current year’s Group profit before tax (due to changes in the fair value of monetary assets and
liabilities) and the Group’s equity (due to changes in the fair value of forward exchange contracts).
Increase/
(decrease) in
basis points
Effect on
profit before tax
£m
Effect on
equity
£m
2024
Sterling/euro
10
3.5
(7.7)
(10)
(3.5)
7.7
Sterling/US dollar
10
0.9
(2.3)
(10)
(0.9)
2.3
Euro/US dollar
10
0.3
—
(10)
(0.3)
—
US dollar/Brazilian real
10
—
—
(10)
—
—
2023
Sterling/euro
10
3.0
(8.3)
(10)
(3.0)
8.3
Sterling/US dollar
10
0.9
(2.2)
(10)
(0.9)
2.2
Euro/US dollar
10
0.2
—
(10)
(0.2)
—
US dollar/Brazilian real
10
(0.1)
—
(10)
0.1
—
Credit risk
The Group trades only with recognised creditworthy third parties. It is the Group’s policy that all
customers who wish to trade on credit terms are subject to credit verification procedures. In addition,
receivable balances are monitored on an ongoing basis with the result that the Group’s experience
of bad debts is not significant. The maximum exposure is the carrying amount disclosed in note
17. There are no significant concentrations of credit risk within the Group. Where appropriate, the
Group insures its trade receivables across GB, Ireland and France with reputable credit insurance
companies.
The Group maintains a policy on counterparty credit exposures with banks and financial institutions
arising from the use of derivatives and financial instruments. This policy restricts the investment of
surplus funds and entering into derivatives to counterparties with a minimum credit rating maintained
by either Moody’s, Standard & Poor’s or Fitch. The level of exposure with counterparties at various
ratings levels is also restricted under this policy. The level of exposure and the credit-worthiness
of the Group’s banking counterparties are reviewed continuously to ensure compliance with this
policy. The credit risk on liquid funds and derivative financial instruments is limited because the
counterparties are banks with high credit ratings assigned by international credit-rating agencies.
Commodity price risk
The Group purchases a wide range of commodities and finished goods in the ordinary course
of business, with exposure to certain floating market indices including aluminium, PET, sugar,
electricity, gas, and diesel. To manage this risk, the Group employs a combination of supplier
contracts (including power purchase agreements) and financial derivatives, in accordance with a
Group-approved hedging policy.
The objective of this policy is to mitigate the impact of significant price fluctuations on the Group’s
financial performance. Typically, the Group hedges its commodity price risk exposure for up to 18
months of forecasted volume, with the aim of maintaining a minimum and maximum cover level
over a 12-month rolling period of c.45% and c.85%, respectively. Because the critical terms (i.e. the
quantity, maturity and underlying) of the commodity option and their corresponding hedged items
are the same, the group performs a qualitative assessment of effectiveness and it is expected
that the intrinsic value of the derivative and the value of the corresponding hedged items will
systematically change in opposite directions in response to movements in the price of underlying
commodity. The effectiveness of our hedging strategy is continuously monitored and reviewed,
ensuring that hedging instruments are effectively mitigating price risk.
All commodity derivative contracts are accounted for using IFRS 9 hedge accounting principles,
ensuring that gains and losses on hedging instruments are recognised in the same period as the
hedged transactions.
By implementing these measures, the Group aims to maintain financial stability and predictability in
the face of commodity price volatility.
Liquidity risk
The Group monitors its risk of a shortage of funds using rolling cash flow forecasts. These forecasts
consider the maturity of both its financial investments and financial assets (e.g. accounts receivable
and other financial assets) and projected cash flows from operations. The objective of the Group’s
liquidity policy is to maintain a balance between continuity of funds and flexibility through the use of
bank loans and overdrafts and long-term private placement issuance.
166
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
25. Financial risk management objectives and policies continued
Liquidity risk continued
The maturity date of the Group’s £400m multi-currency bank facility is February 2027 for £367m of
commitments. The remaining £33m of commitment matures in February 2025. As at 30 September
2024, the Group had £8.3m outstanding borrowings under this facility (2023: £44.7m).
The table below summarises the maturity profile of the Group’s financial liabilities at 30 September
2024 based on contractual undiscounted payments and receipts including interest:
<1 year
£m
1–5 years
£m
>5 years
£m
Total
£m
2024
Bank loans
8.3
—
—
8.3
Private placement notes including coupons
60.9
338.4
412.8
812.1
Derivatives hedging private placement notes –
payments
1.9
47.5
—
49.4
Derivatives hedging private placement notes –
receipts
(3.2)
(47.8)
—
(51.0)
67.9
338.1
412.8
818.8
Overdrafts
16.5
—
—
16.5
Trade, other payables and rebate liabilities
(excluding other taxes and social security)
531.7
—
—
531.7
Lease liabilities
9.4
31.0
57.7
98.1
Other liabilities
38.8
9.2
—
48.0
Other derivative liabilities
6.7
1.5
0.3
8.5
671.0
379.8
470.8
1,521.6
<1 year
£m
1–5 years
£m
>5 years
£m
Total
£m
2023
Bank loans
44.8
—
—
44.8
Private placement notes including coupons
67.1
293.9
316.7
677.7
Derivatives hedging private placement notes –
payments
26.7
49.5
—
76.2
Derivatives hedging private placement notes –
receipts
(29.3)
(51.4)
—
(80.7)
109.3
292.0
316.7
718.0
Trade, other payables and rebate liabilities
(excluding other taxes and social security)
604.1
—
—
604.1
Lease liabilities
8.1
25.3
52.1
85.5
Other liabilities
8.4
—
—
8.4
Other derivative liabilities
8.3
0.3
—
8.6
738.2
317.6
368.8
1,424.6
Fair values of financial assets and financial liabilities
Hierarchy
The Group uses the following valuation hierarchy to determine the carrying value of financial
instruments that are measured at fair value:
Level 1:
Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2:
Other techniques for which all inputs which have a significant effect on the recorded fair
value are observable, either directly or indirectly.
Level 3:
Techniques which use inputs which have a significant effect on the recorded fair value
that are not based on observable market data.
The valuation basis used to calculate fair value is level 2, other than power purchase agreements
which are level 3.
Level 2 financial instruments
Derivatives are valued using discounted cash flow analysis using the applicable yield curve for the
duration of the instruments. Forward currency contracts are measured using quoted forward exchange
rates and yield curves derived from quoted interest rates matching maturities of the contracts. Commodity
contracts are measured using observable market data and yield curves derived from quoted interest rates
matching maturities of the contracts. Cross currency interest rate swaps are measured at the present
value of future cash flows estimated and discounted based on quoted forward exchange rates and the
applicable yield curves derived from quoted interest rates. The fair value of derivatives also includes the
non-performance risk of both Britvic and its derivatives, trading counterparties.
Level 3 financial instruments
Power purchase agreement
The Group has entered a 10-year physical power purchase agreement for solar energy with an
independent producer in the UK, under which electricity is purchased at a fixed and CPI-linked price.
The Power Purchase Agreement is valued as the net present value of the contracted fixed price
less the market implied forward energy price discounted at the prevailing risk-free rate. The power
purchase agreement has been designated as a hedging instrument in a cash flow hedge. The credit
risk exposure associated with the power purchase agreement is considered to be immaterial.
The below table reconciles changes in the fair value of the power purchase agreement during the period.
2024
£m
At 1 October
—
Settlements
0.9
Charged to other comprehensive income
(2.4)
At 30 September
(1.5)
Professional fees
The Group has incurred significant professional fees in relation to the proposed takeover by Carlsberg,
of which £16.8m is payable upon the successful completion of the transaction. At 30 September
2024, the Group has recognised a financial liability of £14.8m representing the fair value of these fees
(note 28). A corresponding expense has been recognised in the income statement. The fair value
represents a discount of 12% to the contractual amount payable to reflect the time value of money and
the uncertainty inherent in the cash flows as to whether and when the transaction will complete.
Annual Report and Accounts 2024 Britvic
167
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
25. Financial risk management objectives and policies continued
Fair values of financial assets and financial liabilities continued
Fair value of financial assets and liabilities
As in the prior year, the carrying values of financial assets and liabilities are considered to be reasonable
approximations of their fair values, except for fixed rate borrowings.
The fair value of the Group’s fixed rate interest-bearing borrowings and loans at 30 September 2024 was
£460.7m (2023: £331.6m), compared to a carrying value of £490.2m (2023: £393.7m). The fair value of
the Group’s fixed rate interest-bearing borrowings and loans is determined by using discounted cash flow
methods using discount rates that reflect the Group’s borrowing rate as at the end of the reporting period.
Capital management
The Group defines ‘capital’ as being adjusted net debt plus equity. The Group’s objectives when
managing capital are to safeguard the Group’s ability to continue as a going concern and maintain
an appropriate capital structure to balance the needs of the Group to grow, while operating with
sufficient headroom within its bank covenants. Further information on the Group’s covenants is
provided within the going concern disclosure in note 3.
The following table summarises the capital of the Group:
2024
£m
2023
£m
Financial assets
Cash and cash equivalents
(52.8)
(79.2)
Interest-bearing deposits
(11.3)
(10.9)
Derivatives hedging balance sheet debt (note 21)
(9.5)
(22.6)
Financial liabilities
Overdrafts
16.5
48.9
Interest-bearing loans and borrowings (note 21)
664.2
601.9
Adjusted net debt
607.1
538.1
Equity
343.1
391.7
Capital
950.2
929.8
The Group manages its capital structure and makes adjustments to it, in light of changes in
economic conditions or in order to facilitate acquisitions. To maintain or adjust the capital
structure, the Group has a number of options available to it, including modifying dividend payments
to shareholders, returning capital to shareholders or issuing new shares. In this way, the Group
balances returns to shareholders between long-term growth and current returns while maintaining
capital discipline in relation to investing activities and taking any necessary action on costs to
respond to the current environment.
The Group monitors capital on the basis of the adjusted net debt/EBITDA ratio (see non-GAAP
reconciliations). Adjusted net debt is calculated as being the net of cash and cash equivalents,
interest-bearing deposits, interest-bearing loans and borrowings, and the intrinsic value of interest
rate currency swaps hedging the balance sheet value of the US private placement notes. The
adjusted net debt/EBITDA ratio enables the Group to plan its capital requirements in the medium
term. The Group uses this measure to provide useful information to financial institutions and investors.
26. Derivatives and hedge relationships
The fair values of the Group’s derivative contracts are as follows:
2024
£m
2023
£m
Non-current assets: derivative financial instruments
USD GBP cross currency fixed interest rate swaps*
9.5
14.0
Forward currency contracts*
—
0.1
Commodity contracts*
0.2
1.2
Interest rate swaps*
—
0.7
9.7
16.0
Current assets: derivative financial instruments
USD GBP cross currency fixed interest rate swaps*
0.5
8.3
Forward currency contracts*
—
1.1
Forward currency contracts
—
0.2
Commodity contracts*
2.5
6.1
Interest rate swaps*
0.8
1.7
3.8
17.4
Current liabilities: derivative financial instruments
Forward currency contracts*
(3.4)
(1.2)
Forward currency contracts
(0.4)
—
Commodity contracts*
(2.2)
(7.1)
Power purchase agreement*
(0.7)
—
(6.7)
(8.3)
Non-current liabilities: derivative financial instruments
Forward currency contracts*
(0.2)
—
Forward currency contracts
(0.1)
—
Commodity contracts*
(0.6)
(0.3)
Power purchase agreement*
(0.8)
—
(1.7)
(0.3)
Net derivative financial assets
5.1
24.8
* Instruments designated as part of a cash flow hedge relationship.
168
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
26. Derivatives and hedge relationships continued
Derivatives designated as part of hedge relationships
The carrying amounts and notional maturity profile of derivatives designated as part of a hedge
relationship were as follows:
Notional maturity profile
2024
Net carrying
amount
£m
Less than
1 year
£m
Greater than
1 year
£m
Total
£m
Cross currency swaps
Cash flow hedge
10.0
—
46.6
46.6
Forward currency contracts
Cash flow hedge
(3.6)
94.0
9.4
103.4
Interest rate swaps
Cash flow hedge
0.8
36.7
—
36.7
Commodity swaps
Cash flow hedge
(0.1)
59.2
7.2
66.4
Power purchase agreement
Cash flow hedge
(1.5)
3.1
26.6
29.7
Notional maturity profile
2023
Net carrying
amount
£m
Less than
1 year
£m
Greater than
1 year
£m
Total
£m
Cross currency swaps
Cash flow hedge
22.3
24.2
46.6
70.8
Forward currency contracts
Cash flow hedge
—
97.3
8.7
106.0
Interest rate swaps
Cash flow hedge
2.5
—
37.3
37.3
Commodity swaps
Cash flow hedge
(0.1)
64.4
11.2
75.6
Cash flow hedges
Forward currency contracts
The forward currency contracts hedge expected future euro and US dollar purchases in the period
to March 2026 and have been assessed as part of effective cash flow hedge relationships as at
30 September 2024.
Cross currency interest rate swaps
USD GBP cross currency interest rate swaps
The Group has a number of cross currency interest rate swaps relating to the 2014 USPP notes.
These cross currency interest rate swaps have the effect of fixing both the value of the USD
borrowings into sterling and the rate of interest payable. The cross currency interest rate swaps are
designated as part of a cash flow hedge relationship with the USPP notes.
Cash flows due under these cross currency interest rate swaps match the interest payment
dates and maturity profile of the USPP notes. The maturity profile of the USPP notes can be seen
in note 21.
During the year ended 30 September 2024, an amount of £nil (2023: £1.5m loss) has been
recognised in the income statement in respect of ineffectiveness.
The Group’s cash flow hedging reserve relates to the following hedging instruments:
2024
Net (loss)/gain
within equity
£m
Related deferred
tax asset/
(liability)
£m
Forward currency contracts
(3.6)
0.9
Interest rate swaps
0.3
(0.1)
2014 cross currency swaps
0.4
(0.1)
Commodity swaps
—
—
Power purchase agreement
(1.5)
0.4
(4.4)
1.1
2023
Net gain/(loss)
within equity
£m
Related deferred
tax (liability)/asset
£m
Forward currency contracts
—
—
Interest rate swaps
2.5
(0.6)
2014 cross currency swaps
(0.4)
0.1
Commodity swaps
0.8
(0.2)
2.9
(0.7)
Net investment hedges
EUR loan notes
Interest-bearing borrowings at 30 September 2024 include private placement notes issued in
2018 and 2020 with a EUR notional amount of €100.0m and carrying amount of £83.3m that are
designated a hedge of the Group’s net investment in its operations in France and Ireland (2023: EUR
notional amount €100.0m and carrying amount £86.7m). These borrowings are being used to hedge
the Group’s exposure to the EUR foreign exchange risk on these investments. Gains or losses on the
retranslation of this borrowing are transferred to OCI to offset gains or losses on the translation of
these foreign operations and are accumulated in the translation reserve.
Annual Report and Accounts 2024 Britvic
169
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
26. Derivatives and hedge relationships continued
Impact of derivatives and hedge relationships on the consolidated statement
of comprehensive income
2024
£m
2023
£m
Amounts reclassified to the income statement in respect of cash
flow hedges
Forward currency contracts*
2.9
(0.9)
Interest rate swaps**
(0.5)
—
2010 cross currency interest rate swaps**
—
1.7
2014 cross currency interest rate swaps**
6.6
8.7
Commodity swaps*
3.0
(14.1)
Power purchase agreement*
0.9
—
12.9
(4.6)
Losses in respect of cash flow hedges
Forward currency contracts and interest rate swaps
(7.5)
(3.7)
2010 cross currency interest rate swaps
—
(0.7)
2014 cross currency interest rate swaps
(5.9)
(9.4)
Commodity swaps
(5.9)
(20.5)
Power purchase agreement
(2.4)
—
(21.7)
(34.3)
Exchange differences on translation of foreign operations
Movement on 2010 GBP EUR cross currency interest rate swaps
—
0.4
Movement on FX swaps designated as net investment hedges
—
(0.3)
Movement on euro loans designated as net investment hedges
3.4
1.4
Exchange movements on translation of foreign operations
(41.3)
(4.9)
(37.9)
(3.4)
* Offsetting amounts recorded in cost of sales.
** Offsetting amounts recorded in finance income/costs.
27. Provisions
Restructuring
£m
Other
£m
Total
£m
At 1 October 2022
1.9
0.9
2.8
Provisions made during the year
4.1
—
4.1
Provisions utilised during the year
(5.0)
—
(5.0)
Unused amounts reversed
(0.1)
(0.1)
(0.2)
At 30 September 2023
0.9
0.8
1.7
Provisions made during the year
0.8
0.2
1.0
Provisions utilised during the year
(0.6)
—
(0.6)
Unused amounts reversed
(0.1)
—
(0.1)
Exchange Differences
(0.1)
(0.1)
(0.2)
At 30 September 2024
0.9
0.9
1.8
Current
0.9
—
0.9
Non-current
—
0.9
0.9
At 30 September 2024
0.9
0.9
1.8
Current
0.7
—
0.7
Non-current
0.2
0.8
1.0
At 30 September 2023
0.9
0.8
1.7
Restructuring provisions
Restructuring provisions at 30 September 2024 and 30 September 2023 primarily relate to
Group‑wide strategic restructuring.
Other provisions
Other provisions at 30 September 2024 and 30 September 2023 primarily relate to certain provisions
in Brazil for regulatory and legal claims and are expected to be settled in one to four years. The
impact of discounting is immaterial.
28. Other liabilities
2024
£m
2023
£m
Forward contracts to purchase own shares
16.6
5.6
Professional fees
14.8
—
Deferred consideration (note 34)
10.3
—
Contingent consideration (note 34)
3.0
—
Share buyback programme
—
2.8
44.7
8.4
Due within less than one year
36.4
8.4
Due after more than one year
8.3
—
44.7
8.4
170
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
28. Other liabilities continued
Forward contracts to purchase own shares
To satisfy the future requirements of its share schemes (see note 29), the Group has entered into
forward contracts to acquire a fixed quantity of its own shares for a fixed price. Upon entering into
the forward contracts, the Group recognised a financial liability and corresponding reduction in
equity. The financial liability was initially recognised at fair value and subsequently accounted for at
amortised cost.
Professional fees
On 8 July 2024, the boards of Britvic and Carlsberg announced that they had reached agreement on
the terms of a recommended cash offer by Carlsberg UK Holdings Limited for the entire issued and
to be issued share capital of Britvic plc, the terms of which were approved by Britvic’s shareholders
on 27 August 2024. The Group has incurred significant professional fees over the second half of the
year as part of the Board’s evaluation and subsequent recommendation of the proposal, of which
£16.8m becomes payable upon the successful completion of the transaction. At 30 September 2024,
the Group has determined the fair value of these liabilities to be £14.8m and has recognised the
change in fair value as an expense in the income statement.
Deferred and contingent consideration
On 4 October 2023, the Group acquired 100% of the issued share capital of GlobalBev Comércio de
Bebidas Ltda. The consideration for the acquisition comprises deferred consideration of BR$70.0m,
due in instalments on the first and second anniversary of completion, and contingent consideration
of up to BR$25.0m, subject to performance criteria. Further details regarding the acquisition,
including the value of deferred and contingent consideration, are provided in note 34.
Share buyback programme
At 30 September 2023, the Company recognised a financial liability of £2.8m in respect of shares to
be delivered under a share repurchase agreement with an external bank as part of the share buyback
programme (note 19). The financial liability was initially recognised at fair value and subsequently
accounted for at amortised cost. At 30 September 2023, the Company had a contractual right
to terminate the programme. Accordingly, the liability recognised was limited to the Company’s
obligation to pay for those shares purchased by its brokers but that had not yet been settled by the
Company at 30 September.
On 3 June 2024, the Company commenced a share buyback programme to repurchase ordinary
shares with a market value of up to £75.0m. The programme was subsequently suspended on 25 June
2024, in light of the commencement of the offer period with respect to Carlsberg Group announced on
21 June 2024. At this point, the Company settled the outstanding liability for shares purchased under
the programme. Accordingly, no financial liability was outstanding at 30 September 2024.
29. Share-based payments
Britvic operates a number of share schemes for the benefit of its executives and employees. In
GB, Britvic operates SIP plans for all employees, whereas outside of GB Britvic operates both
share-settled and cash-settled plans. Executives participate in ESOP and PSP plans and the senior
leadership team participates in PSP plans.
The expense recognised for share-based payments in respect of employee services received during the
year ended 30 September 2024, including National Insurance, is £18.7m (2023: £10.9m). This expense
arises from transactions which are expected to be equity-settled share-based payment transactions.
The Britvic Share Incentive Plan (SIP)
The SIP is an all-employee HMRC approved share plan open to employees based in GB. Employees are
entitled to receive the annual free share award, where granted by the Group, provided they are employed
by the Group on the last day of each financial year and on the award date. Employees cannot sell these
shares for three years from their date of award. Employees also have the opportunity to invest up to
£150 every month (£1,800 per year) through the partnership share scheme. This is deducted from their
gross salary. Matching shares are offered on the basis of one free matching share for each ordinary
share purchased with a participant’s savings, up to a maximum of £55 per monthly pay period.
Awards made during the period are shown in the table below. The fair value of these awards is
equivalent to the intrinsic value of the shares.
2024
No. of
shares
2024
Weighted
average fair
value
2023
No. of
shares
2023
Weighted
average fair
value
Annual free shares award
463,472
847.5p
371,790
782.0p
Matching shares award – one free share
for every ordinary share purchased
93,454
949.8p
92,612
832.5p
The Britvic Executive Share Option Plan (ESOP)
The ESOP allows for options to buy ordinary shares to be granted to executives. The option price is set
as the average market price of Britvic plc’s shares on the three business days before the date of grant.
Options become exercisable on the satisfaction of the performance condition and remain exercisable
until 10 years after the date of grant.
In some circumstances, at the discretion of the Company, an option holder who exercises his/her option may
receive a cash payment rather than the ordinary shares under option. The cash payment would be equal to
the amount by which the market value of the ordinary shares under option exceeds the option price. However,
it is expected that this plan will be equity settled and as a consequence has been accounted for as such.
Following the approval of a new Directors’ Remuneration Policy at the 2022 AGM, share options are
no longer granted under the ESOP, with the final award being made in 2021. An increased level of
PSP awards in lieu of ESOP awards have since been made to replace the value of share options that
would previously have been granted.
The following table illustrates the movements in the number of share options outstanding:
Number of
share options
Weighted
average
exercise price
(pence)
Outstanding at 1 October 2022
3,611,617
741.2
Exercised
(384,008)
594.9
Lapsed
(896,365)
923.8
Outstanding at 30 September 2023
2,331,244
695.1
Exercised
(868,689)
694.0
Lapsed
(83,843)
771.3
Outstanding at 30 September 2024
1,378,712
691.1
Exercisable at 30 September 2023
1,420,093
646.2
Exercisable at 30 September 2024
1,378,712
691.1
Annual Report and Accounts 2024 Britvic
171
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
29. Share-based payments continued
The Britvic Executive Share Option Plan (ESOP) continued
The weighted average share price at the date of exercise for share options exercised during the year was
984.0p (2023: 865.0p). The proceeds received upon the exercise of share options during the year were
£6.0m (2023: £2.3m).
The share options outstanding as at 30 September 2024 had a weighted average remaining contractual
life of 3.6 years (2023: 4.6 years) and the range of exercise prices was 542p–924p (2023: 427.5p–963.0p).
The fair value of equity-settled share options granted is estimated as at the date of grant using a
binomial model, taking account of the terms and conditions upon which the options were granted.
The Britvic Performance Share Plan (PSP)
The PSP allows for awards of ordinary shares or nil cost options to be made to selected employees
with vesting subject to the satisfaction of performance conditions, where different performance
conditions apply to different groups of employees. Awards are made in respect of ordinary shares
and are exercised when vested.
In some circumstances, at the discretion of the Company, vested awards may be satisfied by a cash
payment rather than a transfer of ordinary shares. However, it is expected that this plan will be equity
settled and as a consequence has been accounted for as such.
Awards granted in 2024
Two categories of award were granted during the year ended 30 September 2024.
The first award was made to the senior leadership team and the senior management team. These
awards vest subject to the Company achieving financial performance conditions during the three
years ended 30 September 2026 and the employee remaining in employment for three years from
the date of grant. 50% of the award is subject to a performance condition based on adjusted diluted
EPS and 50% of the award is subject to a condition based on total shareholder return (TSR). 20% of
the awards subject to an EPS condition will vest if the Company achieves adjusted diluted EPS of
63.1p in the year ended 30 September 2026, increasing to 100% if the Company achieves 72.1p or
higher. The TSR condition measures the Company’s TSR relative to a comparator group (the FTSE
250, excluding investment trusts) over the three-year performance period. The awards will not vest
unless the Company’s position in the comparator group is at least median. At median 20% will vest,
rising on a straight-line basis to 100% vesting at upper quartile.
The second award is an exceptional award under the PSP and has been awarded to selected
employees. The service condition applied to awards granted is continued employment for three
years from date of grant – no company financial performance condition applies.
The weighted average fair value of awards granted in the year was 683.1p.
Awards granted in 2023
Two categories of award were granted during the year ended 30 September 2023.
The first award was made to the senior leadership team and the senior management team. These
awards vest subject to the Company achieving financial performance conditions during the three
years ended 30 September 2025 and the employee remaining in employment for three years from
the date of grant. 50% of the award is subject to a performance condition based on adjusted diluted
EPS and 50% of the award is subject to a condition based on total shareholder return (TSR). 20% of
the awards subject to an EPS condition will vest if the Company achieves adjusted diluted EPS of
57.2p in the year ended 30 September 2025, increasing to 100% if the Company achieves 66.3p or
higher. The TSR condition measures the Company’s TSR relative to a comparator group (the FTSE
250, excluding investment trusts) over the three-year performance period. The awards will not vest
unless the Company’s position in the comparator group is at least median. At median 20% will vest,
rising on a straight-line basis to 100% vesting at upper quartile.
The second award is an exceptional award under the PSP and has been awarded to selected
employees. The service condition applied to awards granted is continued employment for three
years from date of grant – no company financial performance condition applies.
The weighted average fair value of awards granted in the year was 663.0p.
The following tables illustrate the movements in the number of PSP shares and nil cost options outstanding:
Number of shares and nil cost options subject to specific conditions
TSR
condition
EPS
condition
Continued
employment
condition
Outstanding at 1 October 2022
1,066,482
2,160,496
328,731
Granted
676,899
688,621
578,139
Exercised
(21,580)
(127,029)
(18,987)
Lapsed
(294,845)
(869,313)
(26,821)
Outstanding at 30 September 2023
1,426,956
1,852,775
861,062
Granted
852,149
864,132
170,656
Exercised
(162,516)
(370,821)
(181,458)
Lapsed
(318,114)
(540,883)
(26,101)
Outstanding at 30 September 2024
1,798,475
1,805,203
824,159
Key assumptions used to determine the fair value of the ESOP and PSP
The fair value of options and awards granted is estimated as at the date of grant, taking account
of the terms and conditions upon which shares options were granted. The fair value of the award
subject to the TSR condition is determined using a Monte Carlo simulation. The fair value of all other
awards is calculated using the share price at the date of grant.
The following table lists the inputs to the model used in respect of the PSP awards granted during the
financial year:
2024
2023
Dividend yield (%)
3.28%
2.93%
Expected volatility (%)
20.3%
28.5%
Risk-free interest rate (%)
4.21%
3.31%
Expected life of option (years)
3
3
Share price at date of grant (pence)
854.0–973.0
810.0–888.0
Exercise price (pence)
Nil
Nil
The expected volatility reflects the assumption that the historical volatility is indicative of future
trends, which may also not necessarily be the actual outcome.
172
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
30. Changes in liabilities arising from financing activities
2023
£m
Cash flows
£m
Exchange
differences
£m
Change in
fair value
£m
New leases
£m
Accrued
interest
£m
Other
£m
2024
£m
Interest-bearing loans and borrowings
(601.9)
(42.4)
11.0
—
—
(30.3)
(0.6)
(664.2)
Lease liabilities
(67.3)
10.9
0.1
—
(13.2)
(2.0)
—
(71.5)
Net derivative assets related to financing activities1
24.8
(6.5)
—
(7.6)
—
—
—
10.7
Other liabilities related to financing activities2
(8.4)
2.8
—
—
—
(0.7)
(10.3)
(16.6)
Net liabilities arising from financing activities
(652.8)
(35.2)
11.1
(7.6)
(13.2)
(33.0)
(10.9)
(741.6)
Proceeds from employee share incentive schemes
(6.0)
Purchase of own shares related to share schemes
12.5
Share buyback programme
43.0
Dividends paid to equity shareholders
79.1
Net cash flows used in financing activities
93.4
1. Total net derivative assets in the balance sheet at 30 September 2024 are £5.1m, of which £10.7m relate to financing activities and £(5.6)m relate to operating activities (2023: total of £24.8m, of which £24.8m relate to financing activities, £(0.5)m relate to operating
activities and £0.5m relate to investing activities).
2. Other liabilities related to financing comprise financial liabilities whose cash flows are presented within financing activities. They include forward contracts to acquire own shares and liabilities related to the share buyback programme.
2022
£m
Cash flows
£m
Exchange
differences
£m
Change in
fair value
£m
New leases
£m
Accrued
interest
£m
Other
£m
2023
£m
Interest-bearing loans and borrowings
(605.3)
13.9
12.4
1.1
—
(22.1)
(1.9)
(601.9)
Lease liabilities
(73.9)
10.9
0.1
—
(2.5)
(1.9)
—
(67.3)
Net derivative assets related to financing activities1
45.8
(7.6)
—
(13.4)
—
—
—
24.8
Other assets and liabilities related to financing activities2
(15.7)
9.1
—
—
—
(0.2)
(1.6)
(8.4)
Net liabilities arising from financing activities
(649.1)
26.3
12.5
(12.3)
(2.5)
(24.2)
(3.5)
(652.8)
Proceeds from employee share incentive schemes
(2.3)
Purchase of own shares related to share schemes
10.4
Share buyback programme
73.7
Dividends paid to equity shareholders
75.5
Net cash flows used in financing activities
183.6
1. Total net derivative assets in the balance sheet at 30 September 2023 are £24.8m, of which £24.8m relate to financing activities, £(0.5)m relate to operating activities and £0.5m relate to investing activities (2022: total of £72.2m, of which £45.8m relate to financing
activities and £27.4m relate to operating activities).
2. Other liabilities related to financing comprise financial liabilities whose cash flows are presented within financing activities. They include forward contracts to acquire own shares and liabilities related to the share buyback programme.
Annual Report and Accounts 2024 Britvic
173
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
31. Commitments and contingencies
Capital commitments
At 30 September 2024, the Group has commitments of £9.9m (2023: £15.8m) for the acquisition of
new plant and machinery, primarily relating to Newcastle West in Ireland (Ballygowan), Beckton heat
recovery in GB and a production line at Crolles, France.
Contingent liabilities
The Group had no material contingent liabilities at 30 September 2024 (2023: none).
32. Related party disclosures
The Company’s subsidiaries at 30 September 2024 were as follows:
Name
Principal activity
Country of
incorporation
% equity
interest
Directly held
Britannia Soft Drinks Limited
Holding company
England and Wales¹
100
Indirectly held
Britvic Asset Company No.1 Limited Pension funding vehicle
England and Wales¹
100
Britvic Asset Company No.2 Limited Pension funding vehicle
England and Wales¹
100
Britvic Asset Company No.3 Limited Pension funding vehicle
England and Wales¹
100
Britvic Asset Company No.4 Limited Pension funding vehicle
England and Wales¹
100
Britvic Brands LLP
Pension funding vehicle
England and Wales¹
100
Britvic EMEA Limited
Marketing and distribution of
soft drinks
England and Wales¹
100
Britvic Finance Partnership LLP
Financing company
England and Wales¹
100
Britvic Overseas Limited
Holding company
England and Wales¹
100
Britvic Soft Drinks Limited
Manufacture and sale of soft drinks England and Wales¹
100
Jimmy’s Iced Coffee Limited
Marketing and distribution of
soft drinks
England and Wales¹
100
Robinsons Soft Drinks Limited
Holding company
England and Wales¹
100
Britvic Property Partnership
Pension funding vehicle
Scotland4
100
Britvic Scottish Limited Partnership Pension funding vehicle
Scotland4
100
Britvic Finance Limited
Financing company
Jersey3
100
Aquaporte Limited
Supply of water-coolers and
bottled water
Republic of Ireland5
100
Britvic Ireland Limited
Manufacture and marketing of
soft drinks
Republic of Ireland5
100
Britvic Irish Holdings Limited
Holding company
Republic of Ireland5
100
Name
Principal activity
Country of
incorporation
% equity
interest
Britvic Northern Ireland Limited
Marketing and distribution of
soft drinks
Republic of Ireland5
100
Britvic North America LLC
Marketing and distribution of
soft drinks
USA6
100
Britvic France SAS
Holding partnership
France7
100
Pressade SAS
Manufacture and sale of soft drinks France7
100
Teisseire France SAS
Manufacture and sale of soft drinks France7
100
Empresa Brasileira de Bebidas
e Alimentos SA
Manufacture and sale of soft drinks Brazil8
100
Bela Ischia Alimentos Ltda
Manufacture and sale of soft drinks Brazil9
100
GlobalBev Comércio de
Bebidas Ltda
Manufacture and sale of soft drinks Brazil10
100
Globalfruit Participacoes S.A.
Dormant
Brazil11
100
Britvic Asia PTE. Ltd
Holding company
Singapore12
100
Britvic Healthcare Trustee Limited Dormant
England and Wales¹
100
Britvic International Investments
Limited
Dormant
England and Wales¹
100
Britvic Pensions Limited
Dormant
England and Wales¹
100
Wisehead Productions Limited
Dormant
England and Wales2
100
Britvic Ireland Pension Trust DAC
Dormant
Republic of Ireland5
100
1. Registered office: Breakspear Park, Breakspear Way, Hemel Hempstead, HP2 4TZ, England.
2. Registered office: 9 Roding Road, Beckton, London, E6 6LF, England.
3. Registered office: 13 Castle Street, St Helier, JE2 3BT, Jersey.
4. Registered office: c/o Shepherd & Wedderburn LLP, 9 Haymarket Square, Edinburgh, EH3 8FY, Scotland.
5. Registered office: 10 Earlsfort Terrace, Dublin 2, D02 T380, Ireland.
6. Registered office: 1209 Orange Street, Wilmington, Delaware 19801, United States of America.
7. Registered office: 482 Avenue Ambroise Croizat 38926, Crolles, France.
8. Registered office: Avenida Consul Joseph Noujaim 40, Pina, Recife, Pernambuco, CEP 51110-150, Brazil.
9. Registered office: Rodovia MG 285-KM 77, sem número, Centro, CEP 36780-000, Astolfo Dutra/MG, Brazil.
10. Registered office: Distrito Federal, St. Polo de Desenvolvimento Juscelino Kubitschek, trecho 5, S/n, Conjunto 8, lote 1,
sala GLBVSA, Santa Maria, Brazil.
11. Registered office: Nova Lima, state of Minas Gerais, at Rua Ministro Orozimbo Nonato, 102, 2nd Floor, Suite 203 B, Tower B,
Vila da Serra, CEP 34006-053, Brazil.
12. Registered office: 80 Robinson Road #17-02, Singapore 068898, Singapore.
174
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
32. Related party disclosure continued
Key management personnel are deemed to be the Executive and Non-Executive Directors of the
Company. The compensation payable to key management in the period is detailed below.
2024
2023
Short-term employee benefits
3.9
2.8
Post-employment benefits
—
—
Share-based payments
2.7
1.0
6.6
3.8
See note 8 for details of Directors’ emoluments.
There were no other related party transactions requiring disclosure in these financial statements.
33. Assets held for sale
Norwich land and buildings
The Group classified property, plant and equipment related to the Norwich production site of £9.1m
as assets held for sale at 30 September 2024 (30 September 2023: £16.8m). Assets held for sale are
measured at the lower of carrying amount and fair value less costs to sell.
In October 2020, contracts were exchanged for the sale of the Norwich site (jointly owned with
Unilever) and the land and buildings (forming part of the Group’s GB operating segment) were
classified as assets held for sale. This sale was subject to conditions precedent, including certain
planning consents being obtained by the buyer.
In June 2024, Britvic terminated the existing contract to sell the site due to a breach of contract by
the purchaser. In line with IFRS 5, management have revalued the asset held for sale based on the
latest market conditions to reflect its estimated fair value. This has resulted in an impairment being
recognised of £7.7m. Given this transaction does not form part of our underlying performance the
charge has been recognised within adjusting items. Management remains committed to the sale
of the site and have an active programme to locate a buyer. The assets are available for sale in their
present condition and a future sale within one year is considered highly probable.
34. Acquisition in Brazil
On 4 October 2023, the Group acquired 100% of the issued share capital of GlobalBev Comércio
de Bebidas Ltda (GCB). This comprised of all the voting equity interests and resulted in the Group
obtaining control of GCB. The acquired entity owns the Extra Power energy drink brand as well as the
energy brand Flying Horse, the juice brand Juxx and the acai smoothie brand Amazoo. Collectively,
this acquisition in Brazil enables the Group to expand its brand portfolio and regional footprint.
The acquisition marks an important extension of Britvic’s Brazilian operations, consistent with the
Group’s strategy to accelerate and expand its presence across Brazil.
The consideration for the acquisition comprises initial cash consideration of BR$151.1m (£24.1m),
deferred consideration of BR$70.0m (£11.4m, at exchange rate on acquisition), due in instalments
on the first and second anniversary of completion, and contingent consideration of up to BR$25.0m
(£4.1m, at exchange rate on acquisition), subject to performance criteria.
GCB contributed £21.7m of revenue and a profit of £4.4m to the Group’s profit after tax for the period
between the date of acquisition and 30 September 2024.
The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are set
out below:
4 October 2023
£m
Assets
Property, plant and equipment
0.2
Right-of-use assets
0.4
Intangible assets
24.1
Inventories
1.8
Trade and other receivables
2.0
Total assets
28.5
Trade and other payables
(3.1)
Lease liabilities
(0.4)
Total liabilities
(3.5)
Total identifiable net assets
25.0
Goodwill
13.5
Total consideration
38.5
Satisfied by:
Cash
24.1
Deferred consideration
11.1
Contingent consideration
3.3
Total consideration
38.5
The net cash outflow arising on acquisition was £24.1m.
The goodwill of £13.5m includes the value of the assembled workforce as well as expected synergies
arising from the acquisition such as from integrating back-office arrangements with the Group’s
existing Brazilian operations and from the sale of the Group’s existing brands in territories served
by the acquiree. All of the goodwill has been allocated to the Group’s Brazil operating segment. It is
expected that the total goodwill arising on acquisition will be tax deductible in Brazil.
Intangible assets identified separately from goodwill comprise trademarks of £18.7m related to the
Extra Power, Flying Horse, Juxx and Amazoo brands and customer relationships of £5.4m.
Trade and other receivables with a fair value of £2.0m have been recognised on acquisition. The
gross contractual amount of these receivables is £2.0m, all of which is expected to be collected.
The Group measured acquired lease liabilities using the present value of the remaining lease
payments at the date of acquisition. The right-of-use assets were measured at an amount equal to
the lease liabilities, reflecting that the lease rentals are comparable to market rates.
Annual Report and Accounts 2024 Britvic
175
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the consolidated financial statements continued
34. Acquisition in Brazil continued
The contingent consideration arrangement is based on the sales volume growth of the acquired
energy drinks brands compared to the energy drinks market in Brazil over the two years following
acquisition, with potential payments after each of the two years. The potential undiscounted amount
of all future payments that the Group could be required to make under the arrangement is between
£nil and £4.1m. The fair value of the contingent consideration arrangement on acquisition has been
estimated at £3.3m and takes into consideration the likelihood of achieving the target performance
and discounting to present value. A reconciliation of the fair value measurement of the contingent
consideration liability is provided below:
Purchase consideration
The fair value of the purchase consideration at the acquisition date comprised the following:
Year ended
30 September
2024
£m
As at 1 October 2023
—
Liability arising on acquisition
3.3
Unrealised fair value changes recognised in profit or loss
0.2
Exchange differences
(0.5)
As at 30 September 2024
3.0
In addition to the consideration outlined above, acquisition and integration costs of £2.0m have
been incurred during the year ended 30 September 2024. These are included within administrative
expenses and are presented as adjusting items (see non-GAAP reconciliations on pages 187–189).
35. Events after the reporting period
There were no material events after the reporting period requiring disclosure.
176
Britvic Annual Report and Accounts 2024
Financial statements
Additional information
Corporate governance
Strategic report
Company balance sheet
Note
30 September
2024
£m
30 September
2023
£m
Non-current assets
Investments in Group undertakings
5
750.0
731.3
Loans due from Group undertakings
6
990.8
909.8
Derivative financial instruments
10
9.7
14.8
1,750.5
1,655.9
Current assets
Loans due from Group undertakings
6
3.8
142.7
Derivative financial instruments
10
2.2
11.4
Cash and cash equivalents
7
29.6
21.7
35.6
175.8
Current liabilities
Trade and other payables
8
(85.4)
(77.6)
Interest-bearing loans and borrowings
9
(324.4)
(484.2)
Derivative financial instruments
10
(0.9)
(1.4)
Overdrafts
(8.4)
(20.8)
Other current liabilities
11
(31.4)
(8.4)
(450.5)
(592.4)
Net current liabilities
(414.9)
(416.6)
Total assets less current liabilities
1,335.6
1,239.3
Non-current liabilities
Interest-bearing loans and borrowings
9
(620.7)
(551.0)
Deferred tax liabilities
(0.2)
(0.5)
Derivative financial instruments
10
(0.2)
(0.1)
(621.1)
(551.6)
Net assets
714.5
687.7
Note
30 September
2024
£m
30 September
2023
£m
Capital and reserves
Issued share capital
12
49.8
50.9
Share premium account
157.2
157.2
Own shares reserve
12
(23.4)
(21.4)
Capital redemption reserve
3.8
2.7
Hedging reserve
0.6
1.6
Merger reserve
87.3
87.3
Retained earnings*
439.2
409.4
Total equity
714.5
687.7
* The Company has taken advantage of the exemption permitted by Section 408 of the Companies Act 2006 not to publish its
individual profit and loss account and related notes. The Company made a profit attributable to the equity shareholders of
£151.3m in the year (2023: £137.4m).
The financial statements were approved by the Board of Directors and authorised for issue on
19 November 2024. They were signed on its behalf by:
Simon Litherland
Rebecca Napier
Annual Report and Accounts 2024 Britvic
177
Financial statements
Additional information
Corporate governance
Strategic report
Issued share
capital
£m
Share
premium
account
£m
Own shares
reserve
£m
Capital
redemption
reserve
£m
Hedging
reserve
£m
Merger
reserve
£m
Retained
earnings
£m
Total
£m
At 1 October 2022
52.7
157.2
(7.2)
0.9
2.1
87.3
407.0
700.0
Profit for the year
—
—
—
—
—
—
137.4
137.4
Movement in cash flow hedges
—
—
—
—
(0.7)
—
—
(0.7)
Deferred tax in respect of cash flow hedges
—
—
—
—
0.2
—
—
0.2
Total comprehensive income
—
—
—
—
(0.5)
—
137.4
136.9
Share buyback programme
(1.8)
—
(1.6)
1.8
—
—
(73.7)
(75.3)
Own shares purchased for share schemes
—
—
(19.7)
—
—
—
9.8
(9.9)
Own shares utilised for share schemes
—
—
7.1
—
—
—
(4.9)
2.2
Movement in share-based schemes
—
—
—
—
—
—
9.3
9.3
Payment of dividend
—
—
—
—
—
—
(75.5)
(75.5)
At 30 September 2023
50.9
157.2
(21.4)
2.7
1.6
87.3
409.4
687.7
Profit for the year
—
—
—
—
—
—
151.3
151.3
Movement in cash flow hedges
—
—
—
—
(1.4)
—
—
(1.4)
Deferred tax in respect of cash flow hedges
—
—
—
—
0.4
—
—
0.4
Total comprehensive income
—
—
—
—
(1.0)
—
151.3
150.3
Share buyback programme
(1.1)
—
2.7
1.1
—
—
(46.2)
(43.5)
Own shares purchased for share schemes
—
—
(21.9)
—
—
—
—
(21.9)
Own shares utilised for share schemes
—
—
17.2
—
—
—
(17.2)
—
Proceeds from share schemes
—
—
—
—
—
—
6.0
6.0
Movement in share-based schemes
—
—
—
—
—
—
15.0
15.0
Payment of dividend
—
—
—
—
—
—
(79.1)
(79.1)
At 30 September 2024
49.8
157.2
(23.4)
3.8
0.6
87.3
439.2
714.5
Company statement of changes in equity
Britvic Annual Report and Accounts 2024
178
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the Company financial statements
1. Significant accounting policies, judgements, estimates and assumptions
Statement of compliance with Financial Reporting Standard 101 ‘Reduced
Disclosure Framework’ (FRS 101)
The Company meets the definition of a qualifying entity under Financial Reporting Standard 100
(FRS 100) issued by the Financial Reporting Council. Accordingly, these financial statements were
prepared in accordance with Financial Reporting Standard 101 ‘Reduced Disclosure Framework’
(FRS 101) and in accordance with the provisions of the Companies Act 2006.
Basis of preparation
These financial statements are prepared on a going concern basis and in accordance with the
Companies Act 2006 and applicable UK Accounting Standards and present information about the
Company as an individual undertaking, and not about its Group.
The financial statements are prepared under the historical cost convention except for the
measurement of derivative instruments at fair value. The Company has taken advantage of the
exemption permitted by Section 408 of the Companies Act 2006 not to publish its individual profit
and loss account and related notes.
The financial statements are presented in pounds sterling and all values are rounded to the nearest
£0.1m. As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions
available in relation to:
a. the requirements of IFRS 7 ‘Financial Instruments: Disclosures’;
b. the requirements of IFRS 9 ‘Financial Instruments’;
c. the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and
134 to 136 of IAS 1 ‘Presentation of Financial Statements’;
d. the requirements of IAS 7 ‘Statement of Cash Flows’;
e. the requirements of paragraphs 30 and 31 of IAS 8 ‘Accounting Policies, Changes in Accounting
Estimates and Errors’ in relation to standards not yet effective;
f.
the requirements of paragraphs 17 and 18A of IAS 24 ‘Related Party Disclosures’;
g. the requirements of IAS 24 ‘Related Party Disclosures’ to disclose related party transactions
entered into between two or more members of a group, provided that any subsidiary which is a
party to the transaction is wholly owned by such a member;
h. the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2 Share-based Payment; and
i.
the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes.
Where required, equivalent disclosures are given in the consolidated financial statements of Britvic plc.
Significant accounting policies: use of judgement, estimates and assumptions
The preparation of financial statements requires management to make judgements, estimates and
assumptions that affect the amounts reported for assets and liabilities as at the balance sheet
date and the amounts reported for income and expenditure during the year. However, the nature
of estimation means that the actual outcomes could differ from those estimates. There are no
significant judgements and estimates relevant to these financial statements.
Foreign currency translations
The Company’s financial statements are presented in sterling, which is also the Company’s
functional currency.
Transactions in foreign currencies are initially recorded in the entity’s functional currency by
applying the spot exchange rate ruling at the date of the transaction. Monetary assets and liabilities
denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance sheet
date. Any resulting exchange differences are included in the income statement, except when deferred
in other comprehensive income as qualifying cash flow hedges.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at
fair value in a foreign currency are translated using the exchange rates at the date when the fair value
was determined.
Income taxes
The current income tax is based on taxable profits for the year, after any adjustments in respect of
prior years. It is calculated using taxation rates enacted or substantively enacted by the balance sheet
date and is measured at the amount expected to be recovered from or paid to the taxation authorities.
Provision is made for deferred tax liabilities, or credit taken for deferred tax assets, on all material
temporary differences between the tax base of assets and liabilities and their carrying values in the
financial statements.
Deferred tax assets are recognised to the extent that it is regarded as probable that future taxable
profits will be available against which the temporary differences can be utilised.
Deferred tax assets and liabilities are offset only when there is a legally enforceable right to set off
current tax assets against current tax liabilities, and the deferred tax assets and liabilities relate to
taxes levied by the same taxation authority on the same taxable company.
Share-based payments
The cost of the equity-settled transactions with employees of other Group companies is measured
by reference to the fair value at the date at which equity instruments are granted and is recognised as
a capital contribution in investments in subsidiary undertakings over the vesting period, which ends
on the date on which the employees become fully entitled to the award. A corresponding credit is
recognised within equity. Fair value is determined by using an appropriate valuation model. In valuing
equity-settled transactions, no account is taken of any vesting conditions, other than conditions
linked to the price of the shares of the Company (market conditions).
Investments
The Company recognises its investments in subsidiaries at cost less any provisions made for
impairment. The Company assesses investments for impairment whenever events or changes in
circumstances indicate that the carrying value of an investment may not be recoverable. If any such
indication of impairment exists, the Company makes an estimate of its recoverable amount. Where
the carrying amount of an investment exceeds its recoverable amount, the investment is considered
impaired and is written down to its recoverable amount.
In respect of IFRS 2 ‘Share-based Payment’, the Company records an increase in its investment in
subsidiaries to reflect the share-based compensation expense recorded by its subsidiaries.
Annual Report and Accounts 2024 Britvic
179
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the Company financial statements continued
1. Significant accounting policies, judgements, estimates and assumptions
continued
Cash and cash equivalents
Cash and cash equivalents includes cash at bank, deposits held at call with banks and other short-
term highly liquid investments with original maturities of three months or less, which are readily
convertible into known amounts of cash and subject to insignificant risk of changes in value.
The Company evaluates the nature of any restrictions on cash held in deposit accounts to determine
whether the restriction results in the balance ceasing to be available on demand, highly liquid
or readily convertible. Where this is the case, the deposit is classified within other assets in the
balance sheet.
Financial instruments
Financial assets and financial liabilities are recognised in the Company balance sheet when the
Company becomes party to the contractual provisions of the instrument.
Loans due from group undertakings
Loans due from group undertakings are recognised initially at fair value, and subsequently at
amortised cost using the effective interest method, less any expected credit losses. Allowances for
expected credit losses are determined based on the risk of non-payment, taking into consideration
the net assets of the counterparty and forward-looking data.
Financial liabilities and equity instruments
Financial liabilities and equity instruments are classified according to the substance of the
contractual arrangements entered into. An equity instrument is any contract that gives a residual
interest in the assets of the Company after deducting all of its liabilities. Equity instruments issued by
the Company are recorded as the proceeds received, net of direct issue costs.
Interest-bearing loans and borrowings
Interest-bearing loans and borrowings are initially recognised at fair value and net of attributable
transaction costs. Subsequent to initial recognition, interest-bearing borrowings are measured at
amortised cost using the effective interest rate method.
Gains and losses arising on the repurchase, settlement or other cancellation of interest-bearing loans
and borrowings are recognised in finance income and finance costs, respectively.
Trade and other payables
Trade and other payables are recognised initially at fair value, and subsequently at amortised cost
using the effective interest method.
Derivative financial instruments and hedge accounting
The Company uses derivative financial instruments such as forward currency contracts and interest
rate swaps to hedge its risks associated with foreign currency and interest rate fluctuations.
All derivative financial instruments are initially recognised and subsequently remeasured at fair value.
Derivatives are carried as assets when the fair value is positive and as liabilities when the fair value
is negative.
The fair value of forward currency contracts is calculated by reference to current forward exchange
rates for contracts with similar maturity profiles. The fair value of interest rate swap contracts is
determined by reference to market values for similar instruments.
For those derivatives designated as hedges and for which hedge accounting is appropriate, the hedging
relationship is documented at its inception. This documentation identifies the hedging instrument,
the hedged item or transaction, the nature of the risk being hedged and how effectiveness will be
measured throughout its duration. Such hedges are expected at inception to be highly effective.
Any gains or losses arising from changes in the fair value of derivatives that do not qualify for hedge
accounting are taken to the profit and loss account. The treatment of gains and losses arising from
changes in the fair value of derivatives designated as hedging instruments depends on the nature of
the hedging relationship, as follows:
Cash flow hedges
Hedges are classified as cash flow hedges when hedging exposure to variability in cash flows that
is either attributable to a particular risk associated with a recognised asset or liability or a highly
probable forecast transaction. For cash flow hedges, the effective portion of the gain or loss on the
hedging instrument is recognised in other comprehensive income, while the ineffective portion is
recognised in the profit and loss account. Amounts previously recognised in other comprehensive
income are transferred to the profit and loss account in the period in which the hedged item affects
profit or loss, such as when a forecast sale occurs. However, when the forecast transaction results
in the recognition of a non-financial asset or liability, the amounts previously recognised in other
comprehensive income are included in the initial carrying amount of the asset or liability.
If a forecast transaction is no longer expected to occur, amounts previously recognised in other
comprehensive income are transferred to the profit and loss account. If the hedging instrument
expires or is sold, terminated or exercised without replacement or rollover, or if its designation as a
hedge is revoked, amounts previously recognised in other comprehensive income remain in equity
until the forecast transaction occurs and are then transferred to the profit and loss account or
included in the initial carrying amount of a non-financial asset or liability as above.
Dividends
Dividend income is recognised when the Company’s right to receive payment is established.
Final dividends payable are recorded in the financial statements in the period in which they are
approved by the Company’s shareholders. Interim dividends payable are recorded in the period in
which they are declared.
Issued share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new
shares or options are shown in equity as a deduction, net of tax, from the proceeds.
Other reserves
Share premium account
The share premium account is used to record the excess of proceeds over the nominal value on the
issue of shares.
Own shares reserve
Own shares represent the shares of the Company that are held by an employee benefit trust for the
purpose of satisfying employee share plan awards, or which are purchased and held for cancellation
as part of the share buyback programme. The Company adopts a ‘look-through’ approach which,
in substance, accounts for employee benefit trusts as an extension of the Company. The cost of
own shares is deducted from shareholders’ equity in the own shares reserve until the shares are
transferred to employees or are cancelled, at which point they are transferred to retained earnings.
Britvic Annual Report and Accounts 2024
180
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the Company financial statements continued
1. Significant accounting policies, judgements, estimates and assumptions
continued
Other reserves continued
Capital redemption reserve
The capital redemption reserve relates to the repurchase and cancellation of shares of the Company
pursuant to the share buyback programme. Upon cancellation, the nominal value of shares cancelled
is transferred from share capital to the capital redemption reserve.
Hedging reserve
The hedging reserve records the effective portion of movements in the fair value of forward
exchange contracts and interest rate and cross currency swaps that have been designated as
hedging instruments in cash flow hedges.
Merger reserve
The merger reserve arose as a result of the non-pre-emptive share placement which took place on
21 May 2010. It was executed using a structure which created a merger reserve under Sections 612
to 613 of the Companies Act 2006.
New standards, amendments and interpretations effective for the current
financial year
See note 3 to the consolidated financial statements for details of new standards, amendments and
interpretations applied.
2. Auditor’s remuneration
The auditor’s remuneration has been borne by another Group undertaking. For further details, refer to
note 7 to the consolidated financial statements.
3. Profit of the Company
The Company made a profit of £151.3m in the year (2023: £137.4m).
4. Directors’ remuneration
The remuneration of the Directors of the Company is borne by another Group company.
2024
£m
2023
£m
Directors’ emoluments
3.9
2.8
Aggregate gains made by Directors on exercise of options
—
—
No Directors accrued benefits under defined benefit pension schemes in either the current or prior year.
Further information relating to Directors’ remuneration for the year ended 30 September 2024 is
shown in the Directors’ Remuneration Report on pages 105–107.
The average number of employees for the year, including Executive Directors, was two (2023: two).
5. Investments in Group undertakings
2024
£m
2023
£m
Cost and net book value at the beginning of the year
731.3
720.4
Capital contribution
18.7
10.9
Cost and net book value at the end of the year
750.0
731.3
The list of the subsidiary undertakings of which Britvic plc is, either directly or through subsidiary
companies, the beneficial owner of the whole of the equity share capital is given in note 32 to the
consolidated financial statements.
6. Loans due from Group undertakings
2024
£m
2023
£m
Loans due from Group undertakings
994.6
1,052.5
Due within less than one year
3.8
142.7
Due after more than one year
990.8
909.8
994.6
1,052.5
Loans due from Group undertakings are interest bearing, unsecured and repayable on demand. At
30 September 2024, loans due from Group undertakings are stated net of an allowance for expected
credit losses of £9.1m (2023: £nil).
7. Cash and cash equivalents
2024
£m
2023
£m
Cash at bank
4.6
—
Short-term deposits maturing within 3 months
25.0
21.7
29.6
21.7
Short-term deposits are made for varying periods of time, depending on the immediate cash
requirements of the Company, and earn interest at the respective short-term deposit rates. Such
deposits are readily convertible to known amounts of cash, are subject to insignificant risk of
changes in value and are held for the purpose of meeting the Company’s short-term cash commitments.
8. Trade and other payables
2024
£m
2023
£m
Amounts due to Group undertakings
80.3
75.1
Accruals
5.1
2.5
85.4
77.6
All of the amounts due to Group undertakings are unsecured, interest-bearing and repayable
on demand.
Annual Report and Accounts 2024 Britvic
181
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the Company financial statements continued
9. Interest-bearing loans and borrowings
2024
£m
2023
£m
Current
Loans due to Group undertakings
280.9
433.3
Private placement notes
43.6
51.1
Unamortised issue costs
(0.1)
(0.2)
Total current
324.4
484.2
Non-current
Bank loans
8.3
44.7
Private placement notes
614.4
508.1
Unamortised issue costs
(2.0)
(1.8)
Total non-current
620.7
551.0
Private placement notes
The Group holds loan notes with coupons and maturities as shown in the following table:
Year issued
Maturity date
Amount
Interest terms
2014
February 2026
$75m
US$ fixed at 4.24%
2017
February 2025–February 2032
£120m
UK£ fixed at 2.31%–2.76%
2017
February 2027–February 2032
£55m
SONIA plus 1.32%–1.36%
2018
June 2028–June 2033
£65m
UK£ fixed at 2.66%–2.88%
2018
June 2030
£20m
SONIA plus 1.06%
2018
June 2028
€40m
EURIBOR plus 0.65%
2020
May 2030–May 2032
£70m
UK£ fixed at 2.09%–2.19%
2020
May 2032
€35m
EUR fixed at 1.15%
2020
May 2035
£30m
SONIA plus 1.45%
2020
May 2035
€25m
EURIBOR plus 1.15%
2024
March 2029–March 2034
£150m
UK£ fixed at 5.29%–5.41%
The Company entered into a number of cross currency swap agreements in relation to the loan notes
to manage foreign exchange risk on interest rates or on the repayment of the principal borrowed.
These swaps expire in line with the loan notes and are discussed in note 26 to the consolidated
financial statements.
See note 25 to the consolidated financial statements for an analysis of the interest rate profile and
the maturity of the borrowings and related interest rate swaps.
Fair values of financial assets and financial liabilities
Hierarchy
The Company uses the following valuation hierarchy to determine the carrying value of financial
instruments that are measured at fair value:
Level 1:
Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2:
Other techniques for which all inputs which have a significant effect on the recorded
fair value are observable, either directly or indirectly.
Level 3:
Techniques which use inputs which have a significant effect on the recorded fair value
that are not based on observable market data.
The valuation basis used to calculate fair value is level 2, other than professional fees which are level
3 as detailed below.
All derivatives are valued using discounted cash flow analysis using the applicable yield curve for
the duration of the instruments. Forward currency contracts are measured using quoted forward
exchange rates and yield curves derived from quoted interest rates matching maturities of the
contracts. Cross currency interest rate swaps are measured at the present value of future cash flows
estimated and discounted based on quoted forward exchange rates and the applicable yield curves
derived from quoted interest rates. The fair value of derivatives also includes the non-performance
risk of both Britvic and its derivatives’ trading counterparties.
As in the prior year, the carrying values of financial assets and liabilities are considered to be
reasonable approximations of their fair values, except for fixed rate borrowings.
The fair value of the Company’s fixed rate interest-bearing borrowings and loans at 30 September
2024 was £460.7m (2023: £331.6m) compared to a carrying value of £490.2m (2023: £393.7m).
The fair value of the Group’s fixed rate interest-bearing borrowings and loans is determined by using
discounted cash flow methods using discount rates that reflect the Group’s borrowing rate as at the
end of the reporting period.
Level 3 financial instruments
Professional fees
The Company has incurred significant professional fees in relation to the proposed takeover
by Carlsberg, of which £16.8m is payable upon the successful completion of the transaction.
At 30 September 2024, the Company has recognised a financial liability of £14.8m representing
the fair value of these fees (note 11). A corresponding expense has been recognised in the
income statement.
Britvic Annual Report and Accounts 2024
182
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the Company financial statements continued
10. Derivative financial instruments
2024
£m
2023
£m
Non-current assets: derivative financial instruments
USD GBP cross currency fixed interest rate swaps
9.5
14.1
Interest rate swaps
—
0.7
Forward currency contracts
0.2
—
9.7
14.8
Current assets: derivative financial instruments
USD GBP cross currency fixed interest rate swaps
0.5
8.2
Interest rate swaps
0.8
1.8
Forward currency contracts
0.5
0.7
Commodity contracts
0.4
0.7
2.2
11.4
Current liabilities: derivative financial instruments
Forward currency contracts
(0.6)
(0.7)
Commodity contracts
(0.3)
(0.7)
(0.9)
(1.4)
Non-current liabilities: derivative financial instruments
Forward currency contracts
(0.2)
—
Commodity contracts
—
(0.1)
(0.2)
(0.1)
Net derivative financial assets
10.8
24.7
Cash flow hedges
Cross currency interest rate swaps
The Company has a number of cross currency interest rate swaps relating to the 2014 USPP
notes. These cross currency interest rate swaps have the effect of fixing both the value of the USD
borrowings into sterling and the rate of interest payable. The cross currency interest rate swaps are
designated as part of a cash flow hedge relationship with the USPP notes.
Cash flows due under these cross currency interest rate swaps match the interest payment dates
and maturity profile of the USPP notes. The maturity profile of the USPP notes can be seen in note 9.
During the year ended 30 September 2024, an amount of £nil (2023: £1.5m loss) has been
recognised in the income statement in respect of ineffectiveness.
11. Other current liabilities
2024
£m
2023
£m
Forward contracts to purchase own shares
16.6
5.6
Professional fees
14.8
—
Share buyback programme
—
2.8
31.4
8.4
Forward contracts to purchase own shares
To satisfy the future requirements of its employee share schemes, the Company has entered into
forward contracts to acquire a fixed quantity of its own shares for a fixed price. Upon entering into
the forward contracts, the Company recognised a financial liability and corresponding reduction in
equity. The financial liability was initially recognised at fair value and is subsequently accounted for at
amortised cost.
Professional fees
On 8 July 2024, the boards of Britvic and Carlsberg announced that they had reached agreement on
the terms of a recommended cash offer by Carlsberg UK Holdings Limited for the entire issued and
to be issued share capital of Britvic plc, the terms of which were approved by Britvic’s shareholders
on 27 August 2024. The Company has incurred significant professional fees over the second half
of the year as part of the Board’s evaluation and subsequent recommendation of the proposal, of
which £16.8m becomes payable upon the successful completion of the transaction. The fair value
recognised of £14.8m represents a discount of 12% to the contractual amount payable to reflect
the time value of money and the uncertainty inherent in the cash flows as to whether and when the
transaction will complete.
Share buyback programme
At 30 September 2023, the Company recognised a financial liability of £2.8m in respect of shares
to be delivered under a share repurchase agreement with an external bank as part of the share
buyback programme (see note 19 to the consolidated financial statements). The financial liability was
initially recognised at fair value and subsequently accounted for at amortised cost. At 30 September
2023, the Company had a contractual right to terminate the programme. Accordingly, the liability
recognised was limited to the Company’s obligation to pay for those shares purchased by its brokers
but that had not yet been settled by the Company at 30 September 2023.
On 3 June 2024, the Company commenced a share buyback programme to repurchase ordinary
shares with a market value of up to £75.0m. The programme was subsequently suspended
on 25 June 2024, in light of the commencement of the offer period with respect to Carlsberg
Group announced on 21 June 2024. At this point, the Group settled the outstanding liability for
shares purchased under the programme. Accordingly, no financial liability was outstanding at
30 September 2024.
12. Share capital and own shares reserve
The movements on these accounts are disclosed in notes 19 and 20 to the consolidated
financial statements.
Annual Report and Accounts 2024 Britvic
183
Financial statements
Additional information
Corporate governance
Strategic report
Notes to the Company financial statements continued
13. Dividends paid and proposed
The dividends paid and proposed by the Company are set out in note 12 to the consolidated
financial statements.
14. Distributable reserves
Britvic plc, the parent company of the Group, holds investments in subsidiaries and acts as a
financing entity for the Group. It derives its profits from dividends paid by subsidiary companies
and interest earned on intra-group loans. The Board reviews the level of distributable reserves in the
parent company prior to the declaration of interim and final dividends to shareholders to ensure that
distributable reserves provide adequate cover for dividend payments.
In accordance with the UK Companies Act 2006 Section 831(2), a public company may make a
distribution only if, after giving effect to such distribution, the amount of its net assets is not less than
the aggregate of its called up share capital and non-distributable reserves as shown in the relevant
accounts. The Company determines what is realised and unrealised in accordance with the guidance
provided by ICAEW TECH 02/17BL and the requirements of UK law.
Reserves available for distribution at 30 September 2024 and 30 September 2023 were comprised
as follows:
2024
£m
2023
£m
Net assets
714.5
687.7
Less:
– Issued share capital
(49.8)
(50.9)
– Share premium
(157.2)
(157.2)
– Capital redemption reserve
(3.8)
(2.7)
– Merger reserve
(87.3)
(87.3)
– Other non-distributable reserves*
(118.3)
(104.3)
Distributable reserves
298.1
285.3
* Other non-distributable reserves represent the excess of accumulated unrealised profits over accumulated unrealised losses.
They comprise the cumulative credit to equity arising from equity-settled share-based payments to the employees of subsidiary
companies, so long as the associated investment in the subsidiary is not impaired or disposed of, and net unrealised gains in the
Company’s hedging reserve related to cash flow hedges.
15. Share-based payments
Details of the Company’s share-based payments are included in note 29 to the consolidated
financial statements.
16. Contingent liabilities
The Company is co-guarantor of the Group’s bank loan and overdraft facilities. See note 18 and 21 in
the consolidated financial statements for details of the Group’s facilities.
17. Related undertakings
In accordance with Section 409 of the Companies Act 2006, a full list of related undertakings, the
country of incorporation and the percentage of share capital owned as at 30 September 2024 are
disclosed in note 32 to the consolidated financial statements.
Subsidiary undertakings are controlled by the Group and their results are fully consolidated in the
Group’s financial statements.
18. Events after the reporting period
There were no material events after the reporting period requiring disclosure.
Britvic Annual Report and Accounts 2024
184
Financial statements
Additional information
Corporate governance
Strategic report
Shareholder information
Contacts
Britvic plc
Registered address:
Breakspear Park, Breakspear Way,
Hemel Hempstead, Hertfordshire HP2 4TZ
Telephone:
+44 (0)121 711 1102
Company Secretary enquiries by email:
company.secretariat@britvic.com
Investor relations enquiries by email:
investors@britvic.com
Website:
britvic.com
This report is available to download via the
Company’s website.
The Britvic Registrar:
Equiniti, Aspect House, Spencer Road,
Lancing, West Sussex BN99 6DA
Shareholder helpline:
+44 (0) 371 384 2550
Shareview dealing:
+44 (0) 345 6037 037
ISA helpline:
+44 (0) 345 070 0720
Employee helpline:
+44 (0) 371 384 2520
For deaf and speech impaired customers,
we welcome calls via Relay UK. Please see
www.relayuk.bt.com for more information.
Websites:
equiniti.com, shareview.co.uk
ADR Depositary Bank and Registrar:
BNY Mellon Shareowner Services,
PO Box 505000, Louisville, KY 40233-5000, US
Direct mailing for overnight packages:
BNY Mellon Shareowner Services,
462 South 4th Street, Suite 1600,
Louisville, KY 40202, US
Investor helpline:
+1-888-BNY-ADRs (US callers, toll free),
+1 201 680 6825 (non-US callers)
Email:
shrrelations@cpushareownerservices.com
Website:
mybnymdr.com
Dividends
2024 dividends*
Payment date
Amount per share
Interim
5 July 2024
9.5p
Final
n/a
n/a
* Subject to the completion of the Carlsberg takeover, a special dividend will be paid within 14 days of the scheme effective date.
Dividend mandates
If you choose to take your dividends in cash, you can have these paid directly into a sterling bank
or building society account in the UK. This method of payment removes the risk of delay or loss of
dividend cheques in the post and ensures that your account is credited on the due date.
The easiest way to arrange this is to register on Shareview, at shareview.co.uk, the share portal for
managing your shareholding. Alternatively, you can complete a dividend mandate form and return it
to the Registrar by post. You can download a mandate form from the dividends page at britvic.com/
dividends. Your instruction must be received by the Registrar before the record date for a dividend in
order for it to be implemented for that payment.
If you live outside the UK, our Registrar offers an Overseas Payment Service, which provides
dividend payments that are automatically converted into your local currency and paid directly into
your bank account. The service is available in over 90 countries worldwide and it normally costs
less than paying in a sterling cheque. You can find more information and download application
forms at shareview.co.uk. You can call the Registrar if you need further assistance – see contact
details opposite.
If you don’t instruct us to pay your cash dividend into your bank account, you will be sent a sterling
cheque to your registered address. You are strongly advised to register on Shareview to keep your
details up to date.
Dividend reinvestment plan (DRIP)
Shareholders can choose to reinvest dividends received to purchase further shares in the Company.
The purchases are made on, or as soon as reasonably practicable after, the dividend payment date,
at the market price(s) available at the time. Any surplus cash dividend remaining is carried forward
and added to your next dividend payment. A DRIP application form is available via the Registrar or via
download from the dividends page at britvic.com/dividends.
2024/25 financial calendar
Annual General Meeting
31 March 2025*
Interim results announcement
14 May 2025*
* Subject to the Company remaining a public company at the time.
Annual Report and Accounts 2024 Britvic
185
Corporate governance
Strategic report
Financial statements
Additional information
Shareholder information continued
Further information
Stock exchange listings
Britvic is listed on the London Stock Exchange and can be found using the code BVIC. The Company
was floated through an IPO in November 2005.
Britvic American Depository Receipts (ADRs) are traded on OTCQX in the US under the symbol
BTVCY. OTCQX is an over-the-counter (OTC) market, where securities not listed on major exchanges
are traded directly by a network of dealers. One ADR represents two Britvic plc ordinary shares.
Share dealing services
The Company’s Registrar, Equiniti Financial Services Limited, offers a telephone and internet dealing
service, Shareview, which provides a simple and convenient way of buying and selling shares. For
telephone dealings call +44 (0) 345 6037 037 between 8.00am and 4.30pm, Monday to Friday, and
for internet dealings log on to shareview.co.uk/dealing.
Individual Savings Accounts (ISAs)
ISAs in Britvic plc ordinary shares are available through Equiniti Financial Services Limited.
Further information may be obtained through its ISA helpline, +44 (0) 345 070 0720.
Warning to shareholders – boiler room fraud and other investment scams
Share or investment scams are often run from ‘boiler rooms’ where fraudsters cold-call investors
offering them worthless, overpriced or even non-existent shares, or offer to buy their shares in a
company at a higher price than the market value. Shareholders are advised to be very wary of any
unsolicited advice, offers to buy shares at a discount, or offers of free reports about the Company.
Even seasoned investors have been caught out by such fraudsters and it is estimated that £200m
is lost in this way in the UK each year.
The Financial Conduct Authority (FCA) has some helpful information about such scams on its
website, including tips to protect your savings and how to report a suspected investment scam.
Britvic encourages shareholders to read the information on the site, which can be accessed at fca.
org.uk/scamsmart/share-bond-boiler-room-scams. If you suspect an attempt at fraud, report it to
the FCA on 0800 111 6768.
Electronic communications
Britvic has adopted website communication as the default method of communication with
shareholders. We periodically contact shareholders to ask if they would prefer to receive hard copy
documents. Shareholders who do not respond to this query within 28 days are deemed to have
consented to website communication under the 2006 Companies Act provisions. Britvic will still send
a paper notification to tell these shareholders when new documents are posted to the website.
Alternatively, shareholders can elect to receive these notifications by email, by registering
with Shareview at shareview.co.uk. This will save on printing and distribution costs, creating
environmental benefits. When registering, you will need your shareholder reference number which
can be found on your share certificate or proxy form. Please contact Equiniti if you require any
assistance or further information.
Shareholder profile as at 30 September 2024
Range of holdings
Number of
shareholders
Percentage
of total
shareholders
Number of
ordinary
shares
Percentage
of issued
share capital
1–199
575
24.29%
32,742
0.01%
200–499
264
11.15%
84,025
0.03%
500–999
302
12.76%
208,277
0.08%
1,000–4,999
692
29.23%
1,581,230
0.64%
5,000–9,999
177
7.48%
1,237,955
0.50%
10,000–49,999
133
5.62%
3,066,473
1.23%
50,000–99,999
61
2.58%
4,376,537
1.76%
100,000–499,999
78
3.30%
16,238,467
6.52%
500,000–999,999
34
1.44%
23,731,457
9.53%
1,000,000 plus
51
2.15%
198,349,099
79.69%
2,367
100%
248,906,262
100%
Category
Number of
shareholders
Percentage
of total
shareholders
Number of
ordinary
shares
Percentage
of issued
share capital
Private individuals
1,813
76.59%
3,469,567
1.39%
Nominee companies
441
18.63%
187,922,178
75.50%
Limited and public limited
companies
42
1.77%
48,015,222
19.29%
Other corporate bodies
69
2.93%
9,499,255
3.82%
Pension funds, insurance companies
and banks
2
0.08%
40
0.00%
2,367
100%
248,906,262
100%
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Non-GAAP reconciliations
Adjusting items
In addition to statutory financial measures, the Group uses certain alternative performance
measures (APMs), which are not defined by adopted IFRS and therefore may not be comparable
to other companies’ APMs. These APMs are intended to provide additional useful information on
trading performance to the users of the financial statements and are not intended to be a substitute
for IFRS measures.
These APMs are used by management to assess the operating performance and financial position
of the Group and exclude certain items, referred to as adjusting items, which are not incurred in the
ordinary course of business due to their size, frequency and nature.
For the year ended 30 September 2024, these items primarily relate to the reversal of the Ballygowan
impairment charge, impairment charge of Norwich land and buildings, Carlsberg acquisition costs,
strategic M&A activity and amortisation of acquisition related intangibles.
Adjusted KPIs are used to measure the underlying profitability of the Group and enable comparison
of performance against peers. They are also used in the calculation of short and long-term
reward schemes.
Notes
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Reversal of impairment of trademarks
(a)
3.6
—
Strategic restructuring – Norwich site
(b)
(8.4)
(0.9)
Strategic restructuring and M&A activity
(c)
(6.7)
(6.7)
Deposit Return Scheme setup costs in Ireland
(d)
(3.0)
(0.5)
Carlsberg acquisition related costs
(e)
(21.3)
—
Pension scheme costs
(f)
—
(20.5)
Acquisition related amortisation
(g)
(11.1)
(8.3)
Total included in operating profit
(46.9)
(36.9)
Unwind of discount on consideration payable for acquisitions
(h)
(1.1)
—
Ineffectiveness on cash flow hedges related to debt
(i)
—
(1.5)
Total included in finance costs
(1.1)
(1.5)
Total adjusting items pre-tax
(48.0)
(38.4)
Tax on adjusting items included in profit before tax
1.6
5.7
Net adjusting items
(46.4)
(32.7)
a) Reversal of impairments of £3.6m related to the Ballygowan trademark intangible following growth in sales and the successful
launch of Ballygowan’s Hint of Fruit range in the flavoured water category. This was originally impaired in 2010, with partial
reversals in 2017 and 2018. Following the strong brand performance, the remaining impairment has been reversed.
b) Strategic restructuring – Norwich site. Costs in the year total £8.4m (2023: £0.9m) of which £7.7m relates to the impairment of
the land and buildings and £0.7m of site running costs.
c) Strategic restructuring & M&A activity– £2.0m of the current year costs relate to legal and professional costs of acquiring and
integrating GlobalBev Comércio de Bebidas Ltda and £4.7m of organisational transformation costs across the Group. £4.3m of
the prior year cost primarily relates to redundancy costs in relation to additional production capacity in Ireland and £2.4m of costs
associated with acquiring Jimmy’s Iced Coffee Ltd and GlobalBev Comércio de Bebidas Ltda (Extra Power) in 2023, as well as aborted
M&A costs.
d Costs for the set-up of the deposit return scheme (DRS) in Ireland.
e) Costs incurred and accrued in relation to the Carlsberg acquisition including legal fees, broker fees and retention bonuses.
f) Prior year balance relates to pension scheme costs of £20.5m in the prior year comprise past service costs on the GB defined
benefit pension scheme resulting from an amendment to the scheme rules related to pension increases.
g) Acquisition-related amortisation relates to the amortisation of intangibles recognised on acquisitions in Britvic Ireland, Britvic
France, Britvic Brazil, Aqua Libra Co, Plenish and Jimmy’s Iced Coffee.
h) Unwind of discount on consideration payable in relation to the acquisition of GlobalBev Comércio de Bebidas Ltda (Extra Power).
i) Ineffectiveness on cash flow hedges in the prior year relate to hedge ineffectiveness on private placement loan hedging.
Adjusted profit
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Operating profit as reported
204.0
181.5
Add back: adjusting items in operating profit
46.9
36.9
Adjusted EBIT
250.9
218.4
Net finance costs
(30.8)
(24.7)
Add back: adjusting net finance costs
1.1
1.5
Adjusted profit before tax and acquisition related amortisation
221.2
195.2
Acquisition related amortisation
(11.1)
(8.3)
Adjusted profit before tax
210.1
186.9
Taxation
(47.4)
(32.8)
Less: adjusting tax credit
(1.6)
(5.7)
Adjusted tax
(49.0)
(38.5)
Adjusted profit after tax
161.1
148.4
Adjusted effective tax rate
23.3%
20.6%
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Non-GAAP reconciliations continued
Adjusting items continued
Adjusted earnings per share
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Adjusted earnings per share
Profit for the year attributable to equity shareholders (£m)
125.8
124.0
Add: net impact of adjusting items (£m)
46.4
32.7
Adjusted earnings (£m)
172.2
156.7
Weighted average number of ordinary shares in issue for basic
earnings per share (m)
247.8
256.9
Adjusted basic earnings per share (pence)
69.5p
61.0p
Adjusted diluted earnings per share
Adjusted earnings (£m)
172.2
156.7
Effect of dilutive potential ordinary shares – share schemes (m)
2.9
1.9
Weighted average number of ordinary shares in issue for diluted
earnings per share (m)
250.7
258.8
Adjusted diluted earnings per share (pence)
68.7p
60.5p
Free cash flow
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Net cash flows from operating activities
190.9
238.4
Purchases of property, plant and equipment (net of government grants)
(61.3)
(68.5)
Purchases of intangible assets
(7.3)
(8.1)
Interest paid, net of derivative financial instruments
(25.9)
(21.1)
Repayment of principal portion of lease liabilities
(8.8)
(9.0)
Repayment of interest portion of lease liabilities
(2.1)
(1.9)
Free cash flow
85.5
129.8
Adjusted net debt/EBITDA and EBITDA/net interest ratios
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Operating profit as reported
204.0
181.5
Add back adjusting items in operating profit
46.9
36.9
Adjusted EBIT
250.9
218.4
Depreciation of property, plant and equipment
48.4
44.8
Depreciation of right-of-use assets
10.2
10.1
Amortisation (excluding acquisition related amortisation)
8.0
7.3
Impairment of property, plant and equipment
—
3.8
Loss on disposal of property, plant and equipment and intangible assets
—
3.2
Adjusted EBITDA pre-IFRS 16 rental charges
317.5
287.6
Less: payment of lease liabilities as estimate for pre-IFRS 16
rental charges
(10.9)
(10.9)
Adjusted EBITDA
306.6
276.7
Adjusted net debt
607.1
538.1
Adjusted EBITDA
306.6
276.7
Net debt/EBITDA ratio
1.98x
1.94x
Net interest as reported
(30.8)
(24.7)
Add back hedge ineffectiveness
—
1.5
Add back IFRS 16 interest on lease liabilities
2.1
1.9
Adjusted net interest
(28.7)
(21.3)
EBITDA/net interest ratio
10.7x
13.0x
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Adjusting items continued
Adjusted net debt
Year ended
30 September
2024
£m
Year ended
30 September
2023
£m
Interest-bearing deposits
(11.3)
(10.9)
Cash and cash equivalents
(52.8)
(79.2)
Overdrafts
16.5
48.9
Derivatives hedging balance sheet debt
(9.5)
(22.6)
Interest-bearing loans and borrowings
664.2
601.9
Adjusted net debt
607.1
538.1
Return On Invested Capital (ROIC)
ROIC is a performance ratio that shows how efficiently a company is using investors’ funds to
generate profits. It is calculated by dividing the Group’s adjusted net operating profit after tax by total
invested capital:
30 September
2024
£m
30 September
2023
£m
Equity
343.1
391.7
Adjusted net debt
607.1
538.1
Total invested capital
950.2
929.8
Adjusted EBIT
250.9
218.4
Less acquisition related amortisation
(11.1)
(8.3)
Adjusted net operating profit before tax
239.8
210.1
Adjusted effective tax rate
23.3%
20.6%
Tax
(55.8)
(43.3)
Adjusted net operating profit after tax
184.0
166.8
Adjusted ROIC
19.4%
17.9%
Non-GAAP reconciliations continued
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Glossary
† Deloitte LLP were engaged to provide independent limited assurance in accordance with
International Standard on Assurance Engagements 3000 (Revised) Assurance Engagements Other
than Audits or Reviews of Historical Financial Information (“ISAE 3000 (Revised)”) and International
Standard on Assurance Engagements 3410 Assurance Engagements on Greenhouse Gas Emissions
(“ISAE 3410”) on selected metrics which have been indicated with a † in this Annual Report. Deloitte’s
full assurance report can be found at britvic.com/sustainability/sustainability-reports.
A&P is Advertising and Promotions and is a measure of marketing spend including marketing,
research and advertising.
Acquisition-related amortisation is the amortisation of intangibles recognised as part of a
business combination.
Adjusted earnings per share (Adjusted EPS) is a non-GAAP measure calculated by dividing
adjusted earnings by the average number of shares during the period. Adjusted earnings is defined
as the profit/(loss) attributable to ordinary equity shareholders before adjusting items. Average
number of shares during the period is defined as the weighted average number of ordinary shares
outstanding during the period excluding any own shares held by Britvic that are used to satisfy
various employee share-based incentive programmes.
Adjusted EBIT is a non-GAAP measure and is defined as operating profit before adjusting items.
Adjusted EBIT margin is a non-GAAP measure and is defined as Adjusted EBIT as a proportion of
Group revenue.
Adjusted EBITDA is a non-GAAP measure calculated by taking Adjusted EBIT and adding back
depreciation, amortisation and loss on disposal of property, plant and equipment and deducting
payments of lease liabilities as an estimate for pre-IFRS 16 rental charges.
Adjusted effective tax rate is a non-GAAP measure and defined as the income tax charge(credit),
excluding the tax effect of Adjusting items, as a proportion of the Adjusted profit before tax.
Adjusted net debt is a non-GAAP measure and is defined as net debt, adding back the impact of
derivatives hedging the balance sheet debt.
Adjusted net debt/EBITDA is a is a non-GAAP measure and is defined as the ratio of Adjusted net
debt to Adjusted EBITDA (calculated for the preceding 12 months).
Adjusted profit before tax is a non-GAAP measure and is defined as profit before tax, excluding
Adjusting items, with the exception of acquisition-related amortisation.
Adjusted profit after tax is a non-GAAP measure and is defined as profit after tax before adjusting
items, with the exception of acquisition related amortisation.
AER are changes in measures at actual exchange rates.
ARP is defined as average revenue per litre sold, excluding factored brands and concentrate sales.
BPS is basis points and is a measure used to describe the percentage change in a value. One basis
point is equivalent to 0.01%.
Brand contribution is a non-GAAP measure and is defined as revenue, less material costs and all
other marginal costs that management considers to be directly attributable to the sale of a given
product. Such costs include brand specific advertising and promotion costs, raw materials and
marginal production and distribution costs. Brand contribution is reconciled to profit before tax in
note 5 of the financial statements.
Brand contribution margin is a non-GAAP measure and is a percentage measure calculated as
brand contribution divided by revenue. Each business unit’s performance is reported down to the
brand contribution level.
CAGR is Compound Annual Growth Rate.
Carbon intensity ratio is a measure of the total Scope 1 and 2 market-based carbon emissions per
tonne of production.
Carlsberg is Carlsberg UK Holdings Limited.
CDP is a not-for-profit charity, formerly known as the Carbon Disclosure Project, that runs the global
disclosure system for investors and companies to manage their environmental impacts.
CGU is Cash-Generating Unit.
Company is Britvic plc.
Constant exchange rate is a non-GAAP measure of performance in the underlying currency to
eliminate the impact of foreign exchange movements.
DRS is Deposit Return Scheme. Deposit return schemes are used to encourage more people
to recycle packaging. The schemes work by charging anyone who buys a drink a small deposit
per container. They get this money back when they return the container to a collection point to
be recycled.
EBIT is Earnings Before Interest and Taxation.
EBIT margin is operating profit as a proportion of revenue, both as reported in the consolidated
income statement.
EIF is Employee Involvement Forum. This provides a formal mechanism for elected representatives
of Britvic employees to meet with senior management representatives to exchange information and
consult on issues that affect employees.
EPS is Earnings Per Share.
ESG is Environment, Social and Governance.
ESOP is Britvic’s Executive Share Option Plan.
FMCG is Fast Moving Consumer Goods.
Free cash flow is defined as cash generated from operating activities, plus proceeds from the sale of
property, plant and equipment, less capital expenditure, interest and repayment of lease liabilities.
FVPL is Fair Value through Profit or Loss.
GB is Great Britain.
GCB is GlobalBev Comércio de Bebidas Ltda.
Group is Britvic plc, together with its subsidiaries.
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HFSS is food and drink that are High in Fat, Salt and/or Sugar.
Immediate Consumption is defined as pack formats to be consumed on purchase, rather than
deferred packs which are purchased and consumed later.
Innovation is defined as new launches over the last five years, excluding new flavours and pack sizes
of established brands.
LTIP is Long-Term Incentive Plan.
M&A is Mergers and Acquisitions.
Net debt is the sum of interest-bearing loans and borrowings, overdrafts, cash and cash equivalents
and interest-bearing deposits.
NI is Northern Ireland.
Non-GAAP measures are provided because they are closely tracked by management to evaluate
Britvic’s operating performance and to make financial, strategic and operating decisions.
Operating profit margin is operating profit as a proportion of revenue, both as reported in the
consolidated income statement.
PBTA is Profit Before Taxation and Amortisation.
PepsiCo is PepsiCo, Inc., a company incorporated under the laws of the State of North Carolina with
company number 0198463, together with its subsidiaries.
PET is polyethylene terephthalate plastic, a clear, strong, and lightweight material that is widely used
for packaging foods and beverages.
PSP is Britvic’s Performance Share Plan.
RCF is revolving credit facility.
Revenue is defined as sales achieved by the Group net of price promotional investment and
retailer discounts.
Revenue management is used to define a range of actions to affect ARP. It includes, but is not
limited to, price increases, changes to price promotions and variation of pack size.
ROI is Republic of Ireland.
ROIC is Return on Invested Capital and is a non-GAAP measure calculated by dividing adjusted
EBIT less acquisition related amortisation and tax at adjusted effective tax rate by year end invested
capital. Invested capital comprises net assets less adjusted net debt. Return on invested capital
is used to assess a company’s efficiency at allocating the capital under its control to profitable
investments. The Remuneration Committee also assesses ROIC at the end of the three year
performance period of the LTIPs.
rPET is recycled polyethylene terephthalate plastic.
RTD is ready-to-drink.
RSV is Retail Sales Value.
Scheme Document is the document dated 22 July 2024 addressed to Britvic shareholders in respect
of the recommended cash acquisition of Britvic plc by Carlsberg UK Holdings Limited.
Scope 1 carbon emissions are the greenhouse gas emissions that the Company produces from its
direct operations.
Scope 2 carbon emissions are the indirect emissions created from the generation of purchased
electricity, steam, heating, and cooling consumed by the Company.
Scope 3 carbon emissions are all other indirect emissions that occur in the Company’s value chain.
These account for the majority of Britvic’s carbon emissions.
SECR is Streamlined Energy and Carbon Reporting.
Section 172 of the Companies Act 2006 requires the Board to consider a number of factors in its
decision-making, including the interests of its stakeholders.
SIP is Share Incentive Plan.
SKU is a stock keeping unit number which is used to identify and track our products.
STEM is Science, Technology, Engineering, and Mathematics.
TCFD is the Task Force on Climate-Related Financial Disclosures.
TSR is Total Shareholder Return.
Volume is defined as number of litres sold. No volume is recorded in respect of international
concentrate sales or Brazil fruit pulp sales.
Water intensity ratio is a measure of the amount of water used in cubic metres per tonne of
production of finished product.
Glossary continued
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Additional information
Britvic plc
Breakspear Park
Breakspear Way
Hemel Hempstead
HP2 4TZ
Tel: +44 (0)121 711 1102
britvic.com