Britvic
plc Preliminary Results – 20 November 2024
For the year ended 30 September 2024
‘’Another outstanding
performance”
Group
Financial Headlines:
-
Revenue increased
9.5%1
to £1,899.0 million (statutory
increased 8.6%), driven by both price/mix and volume
-
Adjusted EBIT2
increased
15.2%1
to £250.9 million (statutory
increased 14.9%), reported EBIT3
increased
12.6%1
-
Adjusted EBIT margin increased
60bps1
to 13.2% (statutory increased
70bps)
-
Adjusting EBIT
items2
net charge of £46.9 million, of
which £38.7million was non-cash and £21.3 million related to the
proposed Carlsberg transaction
-
Profit after tax increased
1.8%1
(statutory increased 1.5%) to
£125.8 million
-
Adjusted earnings per share of
69.5p, increased 13.9%
-
Adjusted net debt to EBITDA at
1.98x
-
Full year dividend 34.5p,
including a 25 pence per share dividend payable on completion of
the acquisition of Britvic by Carlsberg
Operational
Highlights:
-
Strong demand for portfolio of
family favourite brands, including Pepsi, Tango, Lipton, MiWadi and
Ballygowan
-
Step-change performance in
Brazil, with established and acquired brands in high double-digit
revenue growth
-
Successfully scaling our new
growth brands, Plenish, Jimmy’s, Aqua Libra, and London Essence to
build scale in fast-growing categories
-
A 30.9%1
increase in A&P spend to
support long-term brand growth
-
New growth capacity added across
our markets with new lines in GB, Ireland and Brazil
-
Continued focus on healthier
people with great tasting low calorie
drinks, with an
average of only 21 calories per serve
-
Promoting a healthier planet,
through investment in decarbonisation and water stewardship
programmes
|
Year ended
30 September
2024
£m
|
Year ended
30 September
2023
£m
|
% change
actual exchange
rate (statutory)
|
Adjusted
% change
constant
exchange rate1
|
Revenue
Adjusted EBIT
Adjusted EBIT margin
Adjusting EBIT items 2
Reported EBIT
Reported EBIT margin
Profit after tax
Basic EPS
Adjusted basic EPS
Full year dividend per share
Adjusted net debt/EBITDA
ROIC
|
1,899.0
250.9
13.2%
(46.9)
204.0
10.7%
125.8
50.8p
69.5p
34.5p
1.98x
19.4%
|
1,748.6
218.4
12.5%
(36.9)
181.5
10.4%
124.0
48.3p
61.0p
30.8p
1.94x
17.9%
|
8.6%
14.9%
70bps
(27.1)%
12.4%
30bps
1.5%
5.2%
13.9%
12.0%
-
150bps
|
9.5%
15.2%
60bps
(28.1)%
12.6%
30bps
1.8%
|
See glossary on pages 29-30 for definitions of performance
measures and the appendix of non-GAAP reconciliations on page 26
for the reconciliation of alternative performance measures to IFRS
measures.
|
-
Adjusted for constant currency.
-
Adjusting measures are defined and reconciled to reported
measures on page 26. Total adjusting items were £48.0 million, of
which £46.9 million are EBIT-related (year ended 30 September 2023:
£36.9 million).
-
Reported measures include the effect of adjusting
items
Simon Litherland, Chief Executive
Officer commented:
“We have delivered another excellent financial performance
this year, with strong growth across our markets and portfolio of
market-leading brands. We have also continued to ensure the
business is fit for the future, adding more capacity, investing in
our people and significantly increasing investment in marketing and
innovation. I am extremely proud of what we have achieved, and I
thank the entire Britvic team for their commitment and passion to
deliver such a great result in a challenging environment. Subject
to approval from the regulatory authorities, we anticipate that the
acquisition by Carlsberg will complete in the first quarter of
2025. I am confident that the prospects for our brands and people
are extremely positive, and I look forward to them going from
strength to strength.”
For further information please
contact:
Investors:
|
|
Rebecca Napier (Chief Financial Officer)
|
+44 (0) 1442 284330
|
Steve Nightingale (Director of Investor Relations)
|
+44 (0) 7808 097784
|
Media:
|
|
Marie-Pierre Burgess (Head of Communications)
|
+44 (0) 7834 962942
|
Stephen Malthouse (Headland)
|
+44 (0) 7734 956201
|
There will be a recorded webcast of the presentation
published at 9.30am by Simon Litherland (Chief
Executive Officer) and Rebecca Napier (Chief Financial Officer).
The webcast will be available at www.britvic.com/investors with a
transcript available in due course.
About Britvic
Britvic is an international soft drinks business, rich in
history and heritage. Founded in England in the 1930s, it has grown
into a global organisation with 39 much-loved brands sold in over
100 countries. The company
combines its own leading brand portfolio including Fruit Shoot,
Robinsons, Tango, J2O, London Essence, Teisseire, Plenish, Jimmy’s
Iced Coffee and MiWadi with PepsiCo brands such as Pepsi, 7UP and
Lipton Ice Tea which Britvic produces and sells in Great Britain
and Ireland under exclusive PepsiCo agreements.
Britvic is the largest supplier of branded still soft drinks
in Great Britain and the number two supplier of branded carbonated
soft drinks in Great Britain. Britvic is an industry leader in the
island of Ireland with brands such as MiWadi and Ballygowan, in
France with brands such as Teisseire, Pressade and Moulin de
Valdonne and in its growth market, Brazil, with Maguary, Bela
Ischia, Extra Power and Dafruta. Britvic is growing its reach into
other territories through franchising, export, and
licensing.
Britvic is a purpose-driven organisation with a clear vision
and a clear set of values. Our purpose, vision and values sit at
the heart of our company, driving us forward together to create a
better tomorrow. We want to contribute positively to the people and
world around us. This means ensuring that our sustainable business
practices, which we call Healthier People, Healthier Planet, are
embedded in every element of our business strategy.
Britvic is listed on the London Stock Exchange under the code
BVIC and is a constituent of the FTSE 250 index. Find out more
at Britvic.com
Cautionary note regarding
forward-looking statements
This announcement includes statements that are
forward-looking in nature. Forward-looking statements involve known
and unknown risks, uncertainties and other factors which may cause
the actual results, performance, or achievements of the Group to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. Except as required by the Listing Rules and applicable
law, Britvic undertakes no obligation to update or change any
forward-looking statements to reflect events occurring after the
date such statements are published.
Market data
Great Britain take-home market data referred to in this
announcement is supplied by Nielsen and runs to 21 September 2024.
ROI take-home market data referred to is supplied by Nielsen and
runs to 8 September 2024. French market data is supplied by Nielsen
and runs to 22 September 2024.
Chief
Executive Officer’s Review
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. 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.
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.
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.
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 pages 6-9 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.
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.
Chief
Financial Officer’s Review
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.
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.
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%.
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, 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
£85.5m, or 34.5p 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 run being absorbed into the cash flow this
year.
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 of 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 £3.6m 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 £1.5m (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 £24.1m (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 £1.4m). 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.
CONSOLIDATED INCOME STATEMENT
|
Note
|
Year
ended
30
September
2024
£m
|
Year ended
30 September
2023
£m
|
Revenue
|
4
|
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
|
|
204.0
|
181.5
|
Finance income
|
|
3.6
|
1.1
|
Finance costs
|
|
(34.4)
|
(25.8)
|
Profit before
tax
|
|
173.2
|
156.8
|
Income tax expense
|
5
|
(47.4)
|
(32.8)
|
Profit for
the year attributable to the equity shareholders
|
|
125.8
|
124.0
|
Earnings per
share
|
|
|
|
Basic earnings per
share
|
6
|
50.8p
|
48.3p
|
Diluted earnings per
share
|
6
|
50.2p
|
47.9p
|
All activities relate to
continuing operations.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
|
|
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
|
|
(14.4)
|
(55.5)
|
Deferred tax on defined benefit pension plans
|
|
3.7
|
13.4
|
Deferred tax on other temporary differences
|
|
(0.1)
|
-
|
|
|
(10.8)
|
(42.1)
|
Items that may be subsequently
reclassified to profit or loss
|
|
|
|
Losses in respect of cash flow hedges
|
|
(21.7)
|
(34.3)
|
Amounts reclassified to the income statement in respect of
cash flow hedges
|
|
12.9
|
(4.6)
|
Current tax in respect of cash flow hedges accounted for in
the hedging reserve
|
|
0.1
|
(0.2)
|
Deferred tax in respect of cash flow hedges accounted for in
the hedging reserve
|
|
1.8
|
7.3
|
Exchange differences reclassified to profit or loss on
disposal of foreign operations
|
|
-
|
(0.3)
|
Exchange differences on translation of foreign
operations
|
|
(37.9)
|
(3.4)
|
Tax on exchange differences accounted for in the translation
reserve
|
|
(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 BALANCE SHEET
|
Note
|
30
September
2024
£m
|
30
September
2023
£m
|
Non-current
assets
|
|
|
|
Property, plant
and equipment
|
|
551.0
|
535.3
|
Right-of-use
assets
|
|
64.1
|
61.1
|
Goodwill and
intangible assets
|
|
440.2
|
434.3
|
Trade and other
receivables
|
|
11.1
|
8.1
|
Derivative
financial instruments
|
9
|
9.7
|
16.0
|
Deferred tax
assets
|
|
7.9
|
4.2
|
Retirement
benefit assets
|
|
68.3
|
74.0
|
|
|
1,152.3
|
1,133.0
|
Current
assets
|
|
|
|
Inventories
|
|
202.9
|
209.8
|
Trade and other
receivables
|
|
420.7
|
425.6
|
Current income
tax receivables
|
|
1.1
|
5.3
|
Derivative
financial instruments
|
9
|
3.8
|
17.4
|
Interest-bearing
deposits
|
|
11.3
|
10.9
|
Cash and cash
equivalents
|
|
52.8
|
79.2
|
|
|
692.6
|
748.2
|
Assets held for
sale
|
11
|
9.1
|
16.8
|
|
|
701.7
|
765.0
|
Total
assets
|
|
1,854.0
|
1,898.0
|
Current
liabilities
|
|
|
|
Trade and other
payables
|
|
(477.7)
|
(533.6)
|
Commercial
rebate liabilities
|
|
(111.8)
|
(123.3)
|
Lease
liabilities
|
|
(9.2)
|
(7.5)
|
Interest-bearing
loans and borrowings
|
8
|
(43.5)
|
(50.9)
|
Derivative
financial instruments
|
9
|
(6.7)
|
(8.3)
|
Current income
tax liabilities
|
|
(0.5)
|
(0.1)
|
Overdrafts
|
|
(16.5)
|
(48.9)
|
Provisions
|
|
(0.9)
|
(0.7)
|
Other current
liabilities
|
|
(36.4)
|
(8.4)
|
|
|
(703.2)
|
(781.7)
|
Non-current
liabilities
|
|
|
|
Lease
liabilities
|
|
(62.3)
|
(59.8)
|
Interest-bearing
loans and deposits
|
8
|
(620.7)
|
(551.0)
|
Deferred tax
liabilities
|
|
(112.2)
|
(111.1)
|
Retirement
benefit obligations
|
|
(1.6)
|
(1.4)
|
Derivative
financial instruments
|
9
|
(1.7)
|
(0.3)
|
Provisions
|
|
(0.9)
|
(1.0)
|
Other
non-current liabilities
|
|
(8.3)
|
–
|
|
|
(807.7)
|
(724.6)
|
Total
liabilities
|
|
(1,510.9)
|
(1,506.3)
|
Net
assets
|
|
343.1
|
391.7
|
Equity
|
|
|
|
Issued share
capital
|
10
|
49.8
|
50.9
|
Share premium
account
|
|
157.2
|
157.2
|
Own shares
reserve
|
10
|
(23.4)
|
(21.4)
|
Other
reserves
|
|
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
CONSOLIDATED STATEMENt OF CHANGES IN EQUITY
|
|
|
|
|
Other reserves
|
|
|
|
|
Issued
share
capital
£m
|
Share
premium
account
£m
|
Own
shares
reserve
£m
|
Capital redemption reserve
£m
|
Hedging
reserve
£m
|
Translation
reserve
£m
|
Merger
reserve
£m
|
Retained
earnings
£m
|
Total
£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
|
|
(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
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
0.2
|
0.2
|
Deferred tax on share-based payments
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
0.2
|
0.2
|
Transfer of cash flow hedge reserve to inventories
|
|
–
|
–
|
–
|
–
|
7.1
|
–
|
–
|
–
|
7.1
|
Payment of dividend
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
(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
|
|
(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
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
6.0
|
6.0
|
Movement in share-based schemes
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
15.0
|
15.0
|
Current tax on share-based payments
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
0.4
|
0.4
|
Deferred tax on share-based payments
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
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
|
|
–
|
–
|
–
|
–
|
–
|
–
|
–
|
(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
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED
STATEMENT OF CASH FLOWS
|
|
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
|
|
30.8
|
24.7
|
|
|
Other financial instruments
|
|
14.5
|
(0.6)
|
|
|
Depreciation of property, plant and equipment
|
|
48.4
|
44.8
|
|
|
Depreciation of right-of-use assets
|
|
10.2
|
10.1
|
|
|
Amortisation
|
|
19.1
|
15.6
|
|
|
Loss on disposal of property, plant and equipment and
intangible assets
|
|
-
|
3.2
|
|
|
Reversal of impairment of intangible assets
|
|
(3.6)
|
-
|
|
|
Impairments of assets held for resale
|
|
7.7
|
-
|
|
|
Impairment of property, plant and equipment
|
|
-
|
3.8
|
|
|
Share-based payments charge
|
|
15.0
|
9.3
|
|
|
Net pension (credit)/charge less contributions
|
|
(8.8)
|
9.4
|
|
|
Net foreign exchange (gain)/loss
|
|
(0.2)
|
0.1
|
|
|
Exchange differences reclassified to profit or loss from
other comprehensive income
|
|
-
|
(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, 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
|
|
|
Acquisition of subsidiaries, net of cash acquired
|
|
(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
|
|
(35.4)
|
45.5
|
|
|
Repayment of other loans
|
|
-
|
(1.9)
|
|
|
Payment of principal portion of lease liabilities
|
|
(8.8)
|
(9.0)
|
|
|
Payment of interest portion of lease liabilities
|
|
(2.1)
|
(1.9)
|
|
|
Proceeds from issue of private placement notes
|
|
150.0
|
-
|
|
|
Repayment of private placement notes, net of related
derivative financial instruments
|
|
(39.2)
|
(27.8)
|
|
|
Other net derivative cashflows
|
|
-
|
(0.2)
|
|
|
Issue costs paid
|
|
(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
|
|
(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
|
|
52.8
|
79.2
|
Overdrafts
1
|
|
(16.5)
|
(48.9)
|
Cash and
cash equivalents at the end of the year
|
|
36.3
|
30.3
|
|
|
|
|
|
|
|
|
|
|
|
-
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.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. General
information
The preliminary consolidated
financial information was authorised for issue by the Board of
Directors on 19 November 2024.
The preliminary consolidated
financial information for the year ended 30 September 2024 has been
prepared in accordance with the Companies Act 2006 and UK-adopted
international accounting standards. The preliminary consolidated
financial information does not constitute statutory consolidated
financial statements as defined by section 434 of the Companies Act
2006.
The Annual Report and Accounts
for the year ended 30 September 2024 was approved by the board on
19 November 2024. The report of the auditor on those accounts was
unqualified, did not contain an emphasis of matter paragraph and
did not contain any statement under section 498 of the Companies
Act 2006. The Annual Report and Accounts for 2024 will be filed
with the Registrar of Companies in due course.
The Annual Report and Accounts
for the year ended 30 September 2023 was approved by the board on
21 November 2023 and has been delivered to the Registrar of
Companies. The report of the auditor on those accounts was
unqualified, did not contain an emphasis of matter paragraph and
did not contain any statement under section 498 of the Companies
Act 2006.
2. Accounting
policies
The accounting policies applied by the Group for the year
ended 30 September 2024 are consistent with those applied by the
Group in its financial statements for the year ended 30 September
2023. There were no new amendments, standards or interpretations
that had a material effect on the financial position or performance
of the Group in the period.
The Group has not identified any changes to its key sources
of accounting judgements or estimations of uncertainty compared
with those disclosed in the 2023 Annual Report and
Accounts.
3. 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 2024 Annual Report and Accounts, 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.
4. 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.
For management purposes, the
Group is organised into business units and has five reportable
segments:
-
Great
Britain (United Kingdom excluding Northern Ireland)
-
Brazil
-
Ireland
(Republic of Ireland and Northern Ireland)
-
France
-
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 preliminary
results announcement.
|
|
|
|
|
|
|
|
|
|
Other
International
|
|
Year ended 30 September
2024
|
GB
£m
|
Brazil
£m
|
Ireland
£m
|
France
£m
|
International
£m
|
Subtotal
£m
|
Total
£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
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other International
|
|
Year ended 30 September 2023
|
GB
£m
|
Brazil
£m
|
Ireland
£m
|
France
£m
|
International
£m
|
Subtotal
£m
|
Total
£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
|
-
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).
-
Included within ‘selling and distribution costs’ in the
consolidated income statement.
-
See non-GAAP reconciliations at the end of this announcement
for further details on adjusting items.
5. Income
tax
|
2024
£m
|
2023
£m
|
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)
|
6. 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
|
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
|
2.9
|
1.9
|
Weighted average number of ordinary shares in issue for
diluted earnings per share
|
250.7
|
258.8
|
Diluted earnings per share
(pence)
|
50.2p
|
47.9p
|
7. 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 for 2024: 25.0p per share*
|
62.2
|
-
|
Final dividend for 2024: Nil 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.
8.
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)
|
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
|
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.
9.
Derivatives and hedge relationships
|
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*
Forward currency contracts
Commodity contracts*
Power purchase agreement
|
(0.2)
(0.1)
(0.6)
(0.8)
|
-
-
(0.3)
-
|
|
(1.7)
|
(0.3)
|
|
|
|
Net derivative financial
assets
|
5.1
|
24.8
|
* Instruments designated as
part of a cash flow hedge relationship.
10. Share
capital and own shares reserve
The movements in the Company’s issued share capital were as
follows:
Issued, 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 issued/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 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.
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 buy-back 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. 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).
11. 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.
12.
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:
|
|
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 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.
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 of 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:
|
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 at the end of this
report).
13. Events
after the reporting period
There were no material events
after the reporting period requiring disclosure.
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 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 set-up 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 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 for acquisitions.
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%
|
Adjusted
earnings per share
|
2024
|
2023
|
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 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-IFRS16
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
|
1.9x
|
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
|
Adjusted net
debt
|
30 September
2024
£m
|
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:
|
|
|
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%
|
Glossary
A&P (Advertising
and Promotions) 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 year. Adjusted earnings is defined as the profit/(loss)
attributable to ordinary equity shareholders before adjusting
items. Average number of shares during the year 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 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-IFRS16 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.
Adjusting items are
those items of income and expense set out in the non-GAAP
reconciliations section that have been identified because of their
size, frequency and nature to provide shareholders with
management’s view of the underlying financial performance in the
period.
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 4 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.
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.
EPS is Earnings Per
Share.
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.
GB is Great
Britain.
Group is Britvic plc,
together with its subsidiaries.
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.
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.
PepsiCo
is PepsiCo,
Inc., a company incorporated under the laws of the State of North
Carolina with company number 0198463, together with its
subsidiaries.
RCF is revolving
credit facility.
Revenue is defined as
sales achieved by the Group net of price promotional investment and
retailer discounts.
ROI
is Republic of
Ireland.
ROIC
is Return On
Invested Capital, a performance ratio that shows how efficiently a
company is using investors’ funds to generate profits. It is
calculated as set out in the non-GAAP reconciliations
section.
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.
Volume is defined as
number of litres sold. No volume is recorded in respect of
international concentrate sales or Brazil fruit pulp
sales.