C&C Group plc Annual Report 2026

Annual

Report and

Accounts

2026

service. stability. simplicity.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Introduction

At C&C, we focus

on making, branding,

selling and delivering.

About us 2

Strategic Report

At a Glance 6

Chair’s Statement 8

Chief Executive Officer’s Review 10

Our Business Model 15

Stakeholder Engagement 16

Key Performance Indicators 18

Chief Financial Officer’s Review 20

Sustainability Report 24

Task Force for Climate Related

Financial Disclosures 40

Principal Risks and Uncertainties 52

Viability Statement 62

Governance

Governance At a Glance 65

Board of Directors 67

Corporate Governance Report 70

Directors’ Report 84

Statement of Directors’ Responsibilities 90

Audit Committee Report 91

Sustainability Committee Report 98

Nomination Committee Report 102

Directors’ Remuneration Report 110

Financial Statements

Independent Auditor’s Report 130

Consolidated Income Statement 143

Consolidated Statement of

Comprehensive Income 143

Consolidated Balance Sheet 144

Consolidated Cash Flow Statement 145

Consolidated Statement of Changes

in Equity 146

Company Balance Sheet 147

Company Statement of Changes

in Equity 148

Statement of Accounting Policies 149

Notes Forming Part of the

Financial Statements 162

Financial Definitions 208

Additional Information

Shareholder and Other Information 211

our online report

Our 2026 online annual review

offers an interactive summary of

our full Annual Report including

various download options.

annualreport2026.candcgroupplc.com

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Highlights

In 2026, our main focus has been service,

stability and simplicity. We do this by

focusing on our strengths: making,

branding, selling and delivering.”

OUR AT A

GLANCE: PAGE 6

OUR CEO’S

REVIEW: PAGE 10

OUR BUSINESS

MODEL: PAGE 15

ROGER WHITE, CHIEF EXECUTIVE OFFICER

Financial highlights Non-financial highlights

Net revenue

€1,569.8m

2025: €1,665.5m

Operating profit

€70.5m

2025: €77.1m

Free cash flow

€45.3m

2025: €68.8m

Liquidity

€326.5m

2025: €369.0m.

Free cash flow conversion

43.4%

2025: 61.4%

Leverage ratio

1.6x

2025: 0.9x

Net debt

€121.4m

2025: €80.9m

Operating profit after

exceptional items

€30.4m

2025: (€45.8m)

Employee engagement

survey response rate

80%

2025: 82%

Scope 1 & 2 CO

emissions

(location-based)

21,389t

2025: 24,087t

* Tonnes of CO

emissions.

* These measures are defined in the Group’s Key Performance Indicators set out on page 18 of this Report.

C&C Group plc Annual Report 2026

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01.

service.

About us

RONNIE KELLY, delivery driver, DUBLIN

Delivering to our customers

I have been delighted with

the collaborative relationship

and customer service focused

approach from the team. Drinks

delivery is a vital service to us at

Admiral Taverns. We appreciate the

high levels of service, continuous

improvement and active service

development agenda.”

David Wigham

Commercial Director

Admiral Taverns

Orders delivered per year

+897k

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About us continued

Tennent’s reaches

140-year anniversary

Scotland’s favourite beer

celebrated the milestone by going

back to its roots with a limited-

edition Tennent’s Bavarian Pilsner,

a proper tribute to where it all

began for Hugh Tennent.

Celebrating 90 years of Bulmers

Founded in 1935, Bulmers has grown from a small cidery in Clonmel to a brand with

international reach. Its success reflects a balance of heritage and innovation: rooted in

orchards and craft, yet evolving to meet consumers’ changing tastes, most recently through

the relaunch of Bulmers 0.0, a standout success in the growing no/low alcohol category.

02.

stability.

distribution site, Cambuslang

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03.

simplicity.

About us continued

Making progress

Rationalisation of our

legal entity structure

During the year we accelerated

the rationalisation of our legacy

corporate structure and by the

end of FY2026 had significantly

reduced the number of legal

entities within the Group.

This will reduce cost and

complexity for the business

whilst continuing to enhance

our governance and controls

environment.

ORBITAL WEST, LONDON

strategic

report

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IN THIS SECTION:

At a Glance 6

Chair’s Statement 8

Chief Executive Officer’s Review 10

Our Business Model 15

Stakeholder Engagement 16

Key Performance Indicators 18

Chief Financial Officer’s Review 20

Sustainability Report 24

Task Force for Climate Related Financial Disclosures 40

Principal Risks and Uncertainties 52

Viability Statement 62

menabrea campaign

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At a Glance

We are a leading premium drinks company which manufactures, markets and

distributes branded beer, cider, wine, spirits and soft drinks across the UK and Ireland.

We are the number one distributor to the UK and Ireland hospitality sectors.

Our values underpin everything we do:

We respect people and the planet We bring joy to life Quality is at our core

Our Brands & Strategic Partners

Our heritage, skill and passion for brewing means we create a portfolio of some of the industry’s most admired beers and ciders for the UK, Ireland, and export markets across the world.

Purpose

Play a role in every drinking occasion,

delivering joy to our customers and

consumers with remarkable brands

and service.

Vision

To be the pre-eminent brand-led

drinks distribution platform, serving

the UK and Ireland drinks markets,

generating stable margins, delivering

strong free cash flow and returns for

our Shareholders.

Core brands Premium brands Heritage brands Strategic Partners Route-to-Market brands

BULMERS DRYGATE FIVE LAMPS LINDEN VILLAGE BLACKTHORN JUBEL JOURNEY’S END MATTHEW CLARK

BIBENDUM

TENNENT’S

DIRECT

TENNENT’S HEVERLEE INNIS & GUNN K CIDER CALEDONIA BEST GRAHAM BECK YEALANDS B U L M E R S

IRELAND

TENNENT’S NI

MAGNERS MENABREA ORCHARD PIG S W E E T H E A R T

STOUT

VINARCHY CASELLA WALKER &

WODEHOUSE

OUTCIDER

Kintore

Grantham

Inverness

Cambuslang

Cork

Boldon

Runcorn

Bedford

Wetherby

Donegal

Culcavy

Birmingham

Galway

Launceston

Dumfries

Clonmel

Secondary

Southampton

Orbital West

Fosse Lane

Dublin

Dixon Blazes

Wellpark

Thornliebank

Bristol Port

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At a Glance continued

Our distribution network

We operate two well-invested and

state-of-the-art manufacturing sites.

Our operational footprint can reach

over 99% of the UK population on a

next-day-delivery basis.

Net Revenue breakdown

80%

20%

Distribution

Branded

WHERE WE OPERATE

Owned manufacturing site and stocked

Owned and stocked

Owned and not stocked

Owned and stocked, third-party operated

Third-party owned and operated

Leased and stocked

Leased and not stocked

Offices

Dublin, Bristol, Clonmel, Culcavy,

London and Wellpark

Manufacturing sites

Depots in the UK and Ireland

Employees in UK and Ireland

2,762

Number of orders delivered

for FY2026

897k

In numbers:

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Chair’ s Statement

RALPH FINDLAY, CHAIR

I am pleased to report continued operating

progress across C&C in the year ended FY2026.

However, our financial performance was below

expectations in a year which was characterised

by ongoing macro-economic uncertainty and

sectoral challenges.

We have maintained our focus on the immediate

key objectives of improving customer service,

developing innovation capabilities, driving

operational efficiency, and simplifying Group

structures, which all show clear momentum.

The Executive team has been refreshed, and

the Board is confident in the business leadership

as we continue to operate in a period of

heightened uncertainty.

The ongoing macro-economic challenges felt

across the UK in 2025 proved to be testing as

cautious consumers constrained spending in

advance of the Chancellor’s Autumn Statement

in November. Market volumes softened

substantially in this period and volumes remained

weak in the balance of the financial year despite

reasonable trading across the festive period.

While the economic outlook in Ireland was more

favourable, consumer confidence, as in the

UK, has been fragile, creating lower demand,

particularly outside Dublin.

More positively, our strategy to simplify the

Group, enhance operating discipline and

drive sustainable growth has continued to

gain traction. Improvements in commercial

execution within our Branded business,

alongside further efficiency gains across

production, distribution and warehousing,

demonstrate progress. We have continued to

focus on cost control while selectively investing

in brand support, customer management

capability, and systems infrastructure.

Group revenue for the year was €1,570m

(FY2025: €1,666m). FY2026 operating profit

(1)

was €70.5m (FY2025: €77.1m), with operating

margin

(7)

of 4.5%. Profit before tax

(1)

was

€49.8m (FY2025: €55.9m), while statutory

profit before tax was €9.1m (FY2025: €19.6m).

The business remains cash generative. Free

cash flow

(5)

for the year was €45.3m (FY2025:

€68.8m). Net debt

(3)

at the end of the period

was €121.4m (FY2025: €80.9m), representing

a leverage ratio

(8)

of 1.6x. The Group retains

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Chair’s Statement continued

substantial liquidity

(2)

headroom, with

committed bank facilities extending to 2030

and no near-term refinancing requirements.

Dividend and Shareholder Returns

The Board remains committed to a balanced

capital allocation framework, supporting

investment in the business while delivering

sustainable returns to Shareholders. We

regularly review our capital allocation choices

and seek to maximise long-term return to

Shareholders.

The Group returned €38.2m during FY2026

through a combination of dividends and share

buybacks. Since the start of FY2025, and

including the FY2026 final dividend, cumulative

returns amount to €105m.

The Board has proposed, subject to Shareholder

approval at the AGM, a final dividend of 3.67 cent

per Ordinary Share; the proposed amount has

principally been determined by distributable

reserves as referenced in the CFO Review. The

final dividend would be payable on 17 July 2026

to Shareholders on the register at 12 June 2026.

Together with the interim dividend of 2.08 cent

per Ordinary Share paid during the year, this

represents a full-year dividend of 5.75 cent per

Ordinary Share.

Economic Environment

As referenced above, the trading environment

throughout FY2026 remained challenging.

Consumer confidence across the UK and

Ireland continued to be affected by elevated

living costs, unpredictable interest rates,

and geopolitical uncertainty.

Weak demand and higher costs have resulted

in a challenging environment for pubs and

restaurants, evidenced by financial stress

for some operators, including closures. Most

operators have continued to increase prices to

offset these headwinds, and value for customers

and consumers is becoming ever more

important. This is reflected in relatively weaker

sales of higher priced drinks including wine and

spirits which has been well documented across

the industry, in favour of long alcoholic drinks

impacting the sales mix in our wholesale business.

Cost inflation, while moderating, remained

unpredictable and with recent events in the

Middle East we expect further volatility and

uncertainty for the foreseeable future.

Against this backdrop, our focus has remained

on disciplined cost management, simplification

of our operating model and driving productivity

improvements across the supply chain. We

continue to prioritise strong, dedicated

customer service and maintaining close

partnership with our customers as we support

them in navigating the cost and demand

pressures currently facing hospitality.

Board, People and Governance

This past year was one of transition for our

leadership. During this time our Chief Executive

Officer, Roger White, has further developed

the Executive team, bringing in new skills and

perspectives to the business with more than

50% of the Executive Committee having joined

the business over the course of the last year.

This year of evolution should provide us with a

stronger base from which to develop the business

for the longer-term. The Board is confident that

the refreshed leadership team has the appropriate

experience, capability and focus to deliver the

next phase of performance improvement and

business development for the Group.

The Board warmly thanks Andrew Andrea for his

contribution as he stepped down from the Board

and his role as Chief Financial & Transformation

Officer in March 2026. We are pleased to

welcome Adam Phillips who joined the Board

as Chief Financial Officer in April 2026. We also

welcomed Karen Bates, Chief People Officer,

and Paul Graham, Chief Commercial Officer, who

joined the Executive team in recent months.

The Board would also like to express sincere

thanks to Independent Non-Executive Director,

Vineet Bhalla, who stepped down from the Board

at the close of the year on 28 February 2026 for

his valuable contribution and support during his

tenure of almost five years with the Group.

Overall, the Board composition is well balanced

and diverse, combining sector expertise,

financial oversight and experience to ensure the

highest standards of governance.

On behalf of the Board, I would like to thank our

colleagues across the Group for their continued

dedication, professionalism and resilience in

what has remained a demanding operating

environment.

Outlook and Strategy Update

The CEO Review sets out the updated strategy

we plan to execute in the medium-term, which

provides optionality and flexibility in how we

best create value for Shareholders, despite

the ongoing volatility and uncertainty being

experienced in global markets. Importantly, it will

be built on strong executional basics which are the

bedrock of success in the markets we operate in.

C&C Group therefore enters FY2027 with

a renewed focus and a refreshed Executive

team. The Board believes the Group’s portfolio

of well-established brands, leading market

positions, capable, committed teams and strong

sustainable customer relationships provide a

solid platform from which to make progress.

Management remains focused on further

recovering profitability, driving cash generation

and delivering sustainable long-term growth

through a renewed strategic focus.

Looking forward, the Board is confident that the

actions taken over the past year have materially

strengthened the business and positioned

C&C to navigate near-term challenges across

the market, while pursuing our longer-term

strategic ambitions.

Ralph Findlay

Chair

Notes to the Chair’s Statement can be found on page 23.

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This has been a challenging year, characterised by

volatile global and domestic economic conditions.

Disappointingly, while we did not achieve our

previously anticipated financial objectives,

I am encouraged to report that we have made

progress across the key operational areas we set

out at the start of the year. Reflecting on my first

12 months in the business, I take great pride in

the efforts and commitment of our employees

across the organisation as we collectively

navigated through an increasingly challenging

macro-environment, where we have experienced

a notable reduction in consumer discretionary

spend in the hospitality sector. This difficult

trading environment for our customers has

meant that we have prioritised supporting them,

by investing in market leading service, value

and choice.

Our primary objective at the start of the year

was to develop a business model that can deliver

sustainable value and growth into the longer-

term, achieved by:

• Building on our market leading positions and

growing value in our core brands.

• Relaunching Magners and building innovation

capability.

• Underpinning our position as the leading

drinks distributor in the UK & Ireland through

service, value and choice.

• Implementing our simplification and growth

programme, focusing the Group on several

material initiatives designed to simplify our

operations and support growth.

• Investing in people, technology, and processes,

equipping us to sustainably win in the market.

We have made progress across each of these

objectives, particularly in our efforts to simplify the

business and develop our industry leading service

proposition. Consequently, we exited the financial

year with more robust operating foundations,

providing an increasingly stable platform from

which we can more confidently execute our

growth strategy and value creation plans.

Market Landscape

United Kingdom

Economic conditions remained challenging

through the year. Ongoing cost inflation, a

weakening employment market, a volatile global

macro-economic position and the implications

of the Chancellor’s Autumn Statement impacted

both consumer sentiment and the trading

environment for our hospitality customers. Whilst

On-Trade value spending on drinks was in growth

year-on-year +2.7%, the number of GB On-Trade

drink serves sold remains below previous years.

Within the Off-Trade, continued price

competition remains a feature as volume growth

proved difficult to achieve. Preparation across the

industry is now underway in anticipation of a UK

wide Deposit Return Scheme (‘DRS’) which is due

to go live in October 2027.

Encouragingly, the beer and cider categories

continued to grow across the UK On-Trade. Beer

extended its value share once again, rising by an

estimated one percentage point on a moving annual

total (‘MAT’) basis, now representing roughly

45% of category value. Stout remains a standout

contributor, delivering double-digit value growth

versus the prior year.

Roger White, Chief Executive Officer

Chief Executive Officer’s

Review

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Chief Executive Officer’s Review continued

The growth of beer occurred alongside continued

value share decline in wine and spirits. The decline

in wine was driven partly by weaker performance

in hotels, restaurants and casual dining, while

spirits saw another year of contraction, with gin

again leading category declines.

Ireland

In Ireland, whilst mirroring many of the UK

headwinds, trading conditions were defined

by resilient spending but growing caution, as

households faced persistent cost pressures and

heightened global uncertainty. While consumer

spending remained robust, supported by strong

employment and wage gains, confidence weakened

sharply through the year amid concerns over

US tariffs and geopolitical risks. Inflation closed

the year at 2.8%, however the cost of essentials

rose faster, notably food prices up 4%, squeezing

day-to-day budgets. Larger supermarket chains

responded with heightened promotional activity

and targeted digital campaigns, intensifying

competition across the Off-Trade channel.

In the On-Trade, the long-alcoholic drink (‘LAD’)

market showed broad stability, as MAT volumes

contracted slightly whilst value remained in

growth, supported by rising price per litre

and continued premiumisation. Lager volumes

declined -1.4% in the year, while stout continues to

underpin market resilience with modest growth.

Cider volumes grew 1% with value growth of 3.3%.

Strategy

Our overarching aim remains the development

of a resilient, high performing business capable

of generating sustainable value. Much of my first

year has been taken up by listening, learning,

reviewing and assessing our future opportunities.

C&C has been formed via numerous acquisitions

over many years, and we have multiple business

models operating within the Group structure.

Whilst there has been some integration over

time, this is far from complete and has created

a sub-optimal and complex operating structure

which was characterised under the old ‘One

C&C’ banner. It is clear however there are distinct

differences between our operating models,

as well as very different margin structures,

core competencies and cost bases. We have

already initiated the reorganisation of the Group

corporate structures to make things clearer and

simpler, playing to our strengths and supporting

our distinct business models. Our aim over the

past 12 months was to simplify where possible

and, having achieved much of this, we are

now seeking to unlock operating efficiencies

across the Group in manufacturing, logistics,

procurement and central costs.

Whilst we hold leading positions in our key

markets, we continue to see growth potential in

our brands and the potential to bolt-on additional

brands such as Innis & Gunn. To realise this

opportunity, we continue to invest in our customer

experience, in refreshed innovation capability

to support our brands, and to modernise our

systems and technology, all of this underpinned

by the capability and commitment of our people.

Branded revenues increased by 4% to

€309.5m, reflecting positive sales growth

for Tennent’s and Bulmers, offset by

declining cider volumes in GB where our

brands experienced a period of disruption

as we took the Magners brand back

in-house. Operating profit

(1)

of €51.0m

represents an 11% improvement, with

operating margin

(7)

expansion of 110bps

year-on-year, evidence of our focus on

simplification and operational improvement

and efficiency.

Tennent’s achieved value growth in the

year, in both On and Off-Trade channels.

Consequently, the brand maintained its

market leadership and once again grew

share in the Scotland On-Trade lager

category (Source: CGA OPM 28 w/e

21.02.26 – Total Lager Scotland). We

have also invested further in innovation

capability over the past 12 months, and we

delivered the first tangible output from this

investment from the launch of Tennent’s

Bavarian Pilsner, the first innovation from

this brand in several years. This launch was

aimed to showcase the quality of our beer

and the ability of the Tennent’s brand to

achieve incremental sales in a competitive

market. This is the first in a planned number

of new product launches, which we see as a

critical strategic lever in stimulating brand

development and growth across a broader

consumer base.

Bulmers delivered a robust performance

in the year with volumes growing +2% and

achieving net revenue expansion of 3%.

From a market share perspective, Bulmers

gained share in the On-Trade, growing

1.4ppts share on the previous year.

(Source: CGA OPM, 52 w/e 24.01.26).

Magners and our GB cider portfolio

underwent a period of transition in the

year as we brought the brands back in-

house following a long-term distribution

arrangement with Budweiser Brewing

Group (‘BBG’).

Following the transition, our initial priority

was to ensure continuity of service to

existing customers and establish sales

stability, which was achieved towards

the end of the year. We underscored our

commitment to the Magners brand with

an upweighted marketing programme in

the year, which saw the return of the brand

to TV for the first time in several years.

Business Performance – Branded

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Chief Executive Officer’s Review continued

We continue to see Magners as an important

part of our brand portfolio and will continue

to support its long-term revival. We

anticipate momentum building on the brand

across FY2027.

Encouragingly, we delivered further volume

growth from our brands in our Premium

portfolio. Menabrea, our Italian lager,

achieved volume growth of 4% over the

year as we launched a new partnership

with TV chef James Martin, which saw the

brand achieve high engagement across

digital media. Following a successful launch

of Outcider in Scotland, where the brand

achieved nearly 300 On-Trade distribution

points in its first year, we will now move

to launch the brand in England and Wales

to continue the growth momentum.

We continued to invest in our strategically

important production sites in Wellpark,

Scotland, and Clonmel, Ireland, to ensure we

maximise productivity whilst maintaining

available spare capacity, allowing us to

mobilise quickly in the event of volume

opportunities becoming immediately

available. We believe local production

capacity, coupled with owned physical

route-to-market, will become increasingly

valuable in the future, and allow us to avail

of market opportunities on an agile basis.

Branded

€m (constant currency) FY2026 FY2025 vs FY2025

Net revenue 309.5 298.6 4%

Price/mix impact 9%

Volume impact (6%)

Operating profit

(1)

51.0 46.1 11%

Operating margin

(1)

16.5% 15.4% 1.1pts

Business Performance – Branded continued

As our strategy develops further, we expect

the following core priorities will endure:

Building Brands of Scale

and Growth Potential

We continue to enhance our position with our

two leading brands, Bulmers in Ireland and

Tennent’s in Scotland, where we see continued

growth opportunities from their future

development, including extensions and new

product innovation. Across our wider brand

portfolio, we renewed support in the Magners

brand through its relaunch following the

decision to bring the brand back in-house. We

see compelling opportunity across our wider

premium portfolio, particularly the development

of Menabrea and Outcider brands which play

in attractive growth segments of the market,

alongside our wider portfolio of heritage and

premium brands.

Creating a Strong Portfolio

with Superior Service

We are the leading drinks distributor across

the UK and Ireland, distinguished by breadth

of choice, service, geographic coverage

and operational scale, serving over 22,000

hospitality customers annually. We see material

opportunities to grow in partnership with

customers and suppliers across the hospitality

spectrum, whilst unlocking efficiency gains that

will underpin margin improvement over the

long-term. We believe Matthew Clark Bibendum

(‘MCB’) remains a critical asset in the wider

hospitality infrastructure and an essential

partner for beverage brands seeking access

to the UK On-Trade market.

Simplification, Efficiency and Cost Focus

We remain steadfast in our conviction that a

simpler, more efficient business will support

growth across volume, value and margins. Our

Group-wide change activities have been focused

on supporting our business fundamentals,

achieved through simplifying business processes,

improving financial controls and deepening the

business-wide understanding of our data and

product portfolio.

Operation Simplification

and Efficiency

During the course of the year, we undertook

further optimisation of our logistics network,

consolidating several smaller depots into

larger regional hubs. This simplification has

supported improved customer service and

provides a scalable framework for future growth

whilst simultaneously reducing miles travelled,

supporting our sustainability drive.

Advancing Our Sustainability

Commitments

Sustainability remains central to our strategy,

and we delivered further progress across

several key initiatives. At our Wellpark Brewery,

the planned installation of an E-Boiler represents

an important step in reducing the site’s future

energy intensity and operating costs. In

addition, our investment in a new de-alcoholiser

will enhance our capability to produce zero

alcohol products, supporting both category

growth and evolving consumer preferences.

These actions reflect our commitment to

long-term sustainability, operational efficiency,

and responsible business.

1. Before exceptional items.

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Chief Executive Officer’s Review continued

FY2026 was a challenging year for many

distribution and wholesale businesses. Across

GB, where hospitality suffered cost and

volume pressures, there was a pronounced

impact on our MCB business, where overall

market volume challenges were compounded

by product mix headwinds, with the higher

unit margin wines and spirits categories

ceding share to long alcoholic drinks, diluting

our margins. Performance in our Distribution

segment also reflects the impact of the

removal of BBG brand sales in Republic of

Ireland Off-Trade which we exited at the

same time as we regained control of our

GB cider brands.

Our service levels in the year were

encouraging, culminating in On Time In

Full (‘OTIF’) metric of 96% over the festive

period in our GB depots, which was widely

commended by our customers. Volumes

in our MCB business were marginally up

versus the prior year, driven by the wider

market shift towards more long alcoholic

drink products. Whilst this was positive from

a volume perspective, it translated into mix

margin erosion due to the declines in higher

unit margin wines and spirits volumes.

In Ireland, revenues were down 27%,

materially impacted by the removal of the

BBG portfolio from our Off-Trade sales

channel. This was part of the reciprocal

agreement where we took back the

distribution of our cider portfolio in England

and Wales from BBG. Both changes are now

fully embedded in the organisation and base

comparative financials will not be impacted

by these changes in the new fiscal year.

Distribution

€m FY2026 FY2025 vs FY2025

Net revenue 1,260.3 1,366.9 (8%)

Price/mix impact 1%

Volume impact (9%)

Operating profit

(1)

19.5 31.0 (37%)

Operating margin

(1)

1.5% 2.3% (0.8)pts

Distribution

Strengthening Engagement,

Culture and Governance

We have invested in colleague engagement,

communication and capability development.

The rollout of our Elevate engagement platform,

alongside the launch of the Learning Tap tool,

has improved communication and provided

colleagues with accessible learning pathways to

support personal and professional development.

In parallel, we accelerated the rationalisation

of our legal entity structure to reduce cost and

complexity, while continuing to enhance our

governance and controls environment. Targeted

investment and a systematic improvement

programme have further strengthened our

risk management capabilities and operational

disciplines. We also continued to bolster our

financial control environment, increasing

investment in risk mitigation resources and

implementing new financial control software.

This has delivered enhanced transparency,

greater automation and strengthened oversight

across the organisation.

Accelerating Digital and Commercial

Capability

During the year, we enhanced our customer

relationship management (‘CRM’) capabilities

to enable more precise customer targeting

and deeper insights. We also made progress

in developing a new digital sales platform,

designed to give customers greater flexibility

in how they order and engage with us.

These investments will improve market

diagnostics, streamline sales processes and

support increased productivity across our

commercial teams.

Embedding a Stronger

Health & Safety Culture

Health & Safety remains the top priority

across the Group. Our intensified focus within

the logistics network has driven significant

improvements, contributing to a further

reduction in our Reportable Injury Frequency

Rate (‘RIFR’) reportable incidents during the

year. The continued strengthening of our safety

culture is central to our ambition of ensuring

that everyone returns home safely every day.

Organisational Simplification

As part of the simplification programme initiated at

the end of the 2026 financial year, we restructured

our field sales territories and back-office

operations. Enabled by investments in productivity

enhancing systems, this reorganisation has

streamlined operations, reduced complexity and

resulted in a reduction of circa 4% in our employee

base going forward and highlights the potential

that exists to improve our cost base going forward.

Looking Ahead –

A Refreshed Strategic Focus

Our strategic focus is now to work towards a

Group with two distinct business models – C&C

Brands, a brand focused, multi-channel business

platformed on scale, manufacturing assets

with leading route to market capabilities and

a Brand portfolio capable of sustained volume

growth. The second business model, Matthew

Clark Bibendum holds a unique supply role in the

hospitality environment providing customers

with leading service, value and choice whilst

providing Brand owners with unrivalled access

and insight into the hospitality sector across

the UK. We aim to build the specific required

1. Before exceptional items.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Chief Executive Officer’s Review continued

competences across our separate business

models to maximise the potential of them as

separate operations under one Group structure.

At the same time, we anticipate consolidation

to be a reality within our industry with potential

outcomes both at a corporate level and at an

operational level. Our objective in this dynamic

environment is to build strategic optionality –

by ensuring we are in the best possible position

to benefit from any relevant consolidation.

The priority for the past year has been establishing

stronger enterprise-wide foundations, allowing

us to review the business with the aim of building

from a position of strength. We exited from

FY2026 with a refreshed Executive team and

clearly identified opportunities for value growth

across the business. Streamlining and simplifying

the business has been necessary and we must now

aim for enhanced execution agility and a clear set

of business priorities which we believe will serve as

a competitive advantage versus our competitors.

Whilst the market remains challenging, we see

ample opportunity to develop both our brands

and distribution capability and recognise that

our manufacturing assets and route to market

strengths, represent a unique point of difference

in the beverage space. We will further develop

how we capitalise on these opportunities in the

coming months but expect to continue to invest

in the developments of our growing Branded

portfolio and focus on margin expansion in our

Distribution business.

Strengthening Core Brands

We continue to develop our core brands

Tennent’s, Bulmers and Magners. With our

brand innovation engine now firmly established,

we anticipate a series of brand developments,

providing growth opportunities for our brands

in the wider beer and cider category. This

will be accompanied by a strong promotional

programme across the key summer months,

with a clear focus on the trading opportunity

presented by the Men’s Football World Cup

in the summer of 2026.

Following an encouraging performance from

Bulmers in FY2026, we will seek to capitalise

further on existing high consumer awareness

with further investment in Bulmers Zero,

positioning the brand to benefit from the

increasingly attractive no/low alcohol segment,

as well as in a series of flavour innovations.

Growing our Branded Portfolio

We own a much wider portfolio of brands

than is visible at first glance. We have not fully

leveraged this wider portfolio in recent times,

and this is something we now plan to focus upon.

Our premium portfolio is developing well, and

geographic growth is a natural next step, as we

expand into wider distribution. As an example,

Outcider, our cider brand aimed at a higher

tempo occasion, has established itself as the

number one On-Trade cider in Northern Ireland

and continues to enjoy double-digit growth in

the territory. In the year, we launched Outcider

in Scotland, achieving an impressive 300 On-

Trade venue listings in the first year. We see

immense potential for the brand with the Gen Z

cohort and will be capitalising upon the Scotland

launch with the release of the brand in England

and Wales in FY2027. We see strategic growth

for the brand within the C&C cider portfolio, and

it complements both Magners and Bulmers well.

Menabrea, our premium Italian lager, continued

its positive performance in the year, delivering

both volume and sales value growth. The

premium quality of the brand has established

it as a leading premium lager in the UK,

and we will continue to selectively enhance

the distribution footprint of the brand in

appropriate market segments.

In March 2026, we acquired the Innis & Gunn

brand in which we have been a long-term

partner in both brewing and sales development.

The integration of Innis & Gunn into our

operating and commercial footprint was

delivered seamlessly in the weeks following

completion and serves to highlight the capacity

and capability to integrate and create valuable

synergies from the right opportunities. We

expect to develop this premium craft ale and

lager brand further across FY2027.

Advancing Our Distribution Leadership

With a unique national footprint, deep category

capability, and strong trade relationships, we

believe we have the opportunity to improve

the distribution business over a period of time,

centred around the following principles:

• Building operational focus and cost

competitiveness.

• Reshaping our portfolio and reducing

complexity.

• Developing renewed partnerships with brand

owners who wish to utilise our unique route-

to-market capability.

• Redefining our service proposition for our

customers and clarifying our competitive

position in the overall market.

Our focus is to develop an improved margin

position within our MCB business. This will be

delivered by a continued focus on cost, range,

service and pricing. We expect to build the

margin in MCB progressively in years to come.

Outlook

Trading performance since the period end has

been in line with expectations. The important

summer months trading period lies ahead,

and the macro environment remains unstable

meaning forecasting consumer behaviour and

demand is challenging for all. Notwithstanding

this uncertainty, the Group has strong plans

in place across the business, and we currently

expect to meet full-year financial objectives,

alongside delivering substantial progress in

the development and delivery of our refreshed

strategic framework.

Roger White

Chief Executive Officer

Notes to the Chief Executive Officer’s Review can be found on page 23.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Our Business Model

Our primary objective is to develop a business model that can deliver sustainable value and

growth into the longer-term, despite the current macroeconomic challenges in our core markets.

This will be achieved through continued

investment in our customer service proposition,

further brand building alongside investment

and development in systems and technology.

This will be enabled through our motivated and

experienced teams across the business.

Our brand-led distribution model and its

inherent strengths of scale and reach is

supported by investment in our brands and in

our distribution platform. The Group operates

with two distinct divisions which are focused

on the local markets they serve, with their

proposition tailored to meet the needs of our

customers and consumers, remaining agile

to adapt and react to market conditions and

customer requirements.

READ MORE ABOUT OUR

BRANDS AND DISTRIBUTION:

PAGES 6 TO 7

Brand Strength

An attractive portfolio of Owned and Agency brands leveraging C&C’s

existing strengths and market opportunities.

Core Brands

Our three flagship brands – Bulmers, Magners, and Tennent’s – are

deeply rooted in the communities and regions where they are produced.

These brands carry rich heritage, strong local relevance, and growing

international appeal. Their enduring popularity is sustained through

continued brand investment, marketing activity, and innovation.

Premium and Craft

As the premium segment of the drinks market continues to expand,

we have developed a diverse range of premium and craft beers to meet

evolving consumer tastes. While this segment remains fragmented, our

curated portfolio – alongside our core local brands – ensures we meet a

broad spectrum of customer needs. Innovation remains a strategic focus,

supported by exclusive distribution partnerships and equity investments

in high-growth craft brands.

Distribution Strength

Our Distribution business plays a vital role in the UK and Ireland’s hospitality

infrastructure, acting as a trusted route-to-market for both international

and local beverage brands. With unmatched scale and reach, C&C operates

across high-value On-Trade markets and provides nationwide coverage.

We serve over 99% of the UK population with next-day delivery capability,

supported by a network of 22 depots and an owned fleet that completes

almost 900,000 deliveries annually. Our final-mile distribution capability

enables us to consistently meet the service expectations of our On-Trade

customers, reinforcing our market-leading position.

All underpinned by Sustainability

A structured and ambitious programme of continuous improvement ensuring C&C delivers to a better world. We recognise the important role that

sustainability plays in the decision-making of all our stakeholders. C&C has proven track record of investing and delivering against ESG targets and

a clear strategy anchored in six priorities. See our Sustainability Report on page 22 for more information.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Our Engagement with Stakeholders

We aim to maintain open and positive dialogue with all our stakeholders. Our stakeholders are a critical part of our operations and

are referenced throughout this report. We have set out below details of who our key stakeholders are, and how we engage with them.

Colleagues

Our people and contractors who work in our business

Communities

The people who live in the local communities

around our sites and operations

Consumers

The people who drink our products

Areas of focus

• Health, safety, and wellbeing

• Diversity, Equity & Inclusion (‘DE&I’)

• Employee Engagement

• Occupational Health (‘OH’)

• Investment in learning and development

• Community Partnerships

• Business Conduct

Areas of focus

• Fair employment and equal opportunities

• Local causes and issues

Areas of focus

• Creating moments of joy through our products for consumers, their families,

friends and loved ones

• Staying engaged with ever-changing consumer lifestyles, habits and

preferences, ensuring we have the right products to meet their needs

• Making sure that our beverage offer is sustainable through procurement of

ingredients and investment in our manufacturing sites

• Ensuring our products and the environments in which we operate are safe

Why we engage

Our people sit at the heart of our business. We remain committed to creating

a workplace where everyone can thrive in a fair, inclusive and supportive

environment.

Why we engage

To continually strengthen the trust we’ve built with our communities by operating

responsibly, sustainably, and addressing any material issues.

Why we engage

Our ambition is to build meaningful relationships with consumers founded

on responsibility, quality, relevance, authenticity and trust. When consumers

choose to drink alcohol, we encourage a mindset of “drinking better, not more”,

supporting responsible enjoyment of our products.

How we engage

Our main priority will always be the health, safety, and wellbeing of our colleagues:

recognising the key importance of delivering better safety standards and improving

the wellbeing of our colleagues.

We achieved our initial key areas of focus as part of two-year DE&I strategy.

In FY2026 we implemented a dynamic and flexible employee engagement platform

and launched our Elevate Engagement Survey in November 2025.

We also introduced a new OH external partner, enhancing our capacity to

deliver consistent and compliant health surveillance, improved support

for the management of sickness absence, and timely OH advice with clear

recommendations for managers.

Our talent development strategy continues to advance, supported by a dedicated

team and strengthened through comprehensive insight, and a core learning

curriculum is delivered via our Learning Tap platform.

We’re proud to be part of the communities in which we operate, delivering a range

of initiatives that make a positive difference.

Our refreshed Code of Conduct supports every colleague to make decisions that

uphold our reputation, protect our people, and strengthen the trust we’ve built

with our customers, partners, and communities.

How we engage

We build trust with the communities in which we operate via our approach to

sustainability, as an employer, how we produce and transport our products, and

how we source our raw materials, goods and services.

We’re focused on both reducing carbon emissions associated with our operations, as

well as the safety, authenticity, legality and quality of our products. Where possible

we locally procure the ingredients for our own-manufactured beers and ciders.

We remain committed to strengthening our female talent pipeline through gender

balanced shortlists, diverse hiring panels, and the use of inclusive recruitment

practices, while also supporting retention and progression through enhanced

learning and development opportunities, clear career pathways.

C&C delivers a range of community and charitable initiatives that make a positive

difference. We have enjoyed a three-year partnership with the Big Issue Group

(‘BIG’), aligning with our charitable agenda across homelessness, addiction, mental

health, and poverty. The partnership has supported lasting change for communities

and individuals while bringing value through four established pillars: volunteering

& mentoring; sheltered pitches & events; employability & social value driven

recruitment; and cause related marketing and colleague fundraising. We continue

to support a range of charitable organisations across the UK and Ireland, at a Group,

local and industry level, recognising the importance of meaningful support for

communities, charities and causes through fundraising, volunteering and awareness.

How we engage

By leveraging our in-house data and insights capabilities, we create distinctive and

compelling brand propositions designed to connect with consumers.

We continue to invest in and strengthen our brands, developing campaigns,

experiences and partnerships that resonate with our audiences and reinforce

brand relevance.

Our approach ensures that we engage consumers through the most effective and

appropriate channels. At the same time, we make sure our brands are available

and visible in the right outlets and in the right formats to suit a range of drinking

occasions.

Responsible advertising and marketing remain central to our approach. Through

colleague training and proactive consumer engagement and education, C&C

promotes moderation and supports efforts to reduce the harmful use of alcohol.

Our core brands are deeply connected to the communities they serve. In

producing and sourcing our products and services, we uphold high standards of

quality, safety, ethics and sustainability.

The Group also continues to innovate by identifying, sourcing and developing new

products that reflect evolving consumer preferences and expectations.

For more information on our

Section 172 Statement:

PAGE 75

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Stakeholder Engagement continued

Suppliers

Our partners who supply products

and services

Shareholders and Lenders

Individuals or institutions that own shares

in C&C Group plc or provide financing

Customers

Our customers, who are experts in the

products they buy and sell, as well as in

the experience they create and deliver

Governments and Regulators

Regional and national government bodies

and agencies which implement and enforce

applicable laws across our industry

Areas of focus

• Product quality, safety and authenticity

• Ethical and sustainable supply chain reducing our

environmental impact and making positive contributions

to society

• Innovation in creation of new brands

Areas of focus

• Financial performance

• Strategic priorities

• Corporate governance

• Leadership and succession planning

• Executive remuneration policy

• Shareholder returns

• Environmental and social commitments and progress

Areas of focus

• Identification of opportunities that offer profitable

sustainable growth insights into consumer behaviour

and trends, innovation, promotional support and

merchandising and technical expertise

• Making sure our beverage offer is compelling and fit to

meet the needs of diverse consumer groups

• Meeting the needs of our customers with access to leading

brands, comprehensive ranges, competitive pricing and

industry-leading service

Areas of focus

• Positive drinking programmes and impacts

• Wider sustainability agenda including human rights,

environmental impacts

• Legal and regulatory compliance

Why we engage

Working collaboratively to ensure resilience and availability in

our supply chain to deliver the best possible service and value

for money for customers and consumers.

Identify opportunities for profitable, sustainable growth.

Collaborate to improve ethical and sustainable approach.

Why we engage

Our philosophy is to engage in regular, open, and transparent

dialogue with our existing and prospective Shareholders

and lenders. We value their thoughts and opinions which are

shared with the Board. The Board reviews the feedback and

takes appropriate actions where necessary.

Why we engage

To be the pre-eminent brand-led drinks distribution platform,

serving the UK and Ireland drinks markets we must build and

nurture strong, mutually beneficial relationships with our

customers that truly deliver shared value and compelling

commercial outcomes.

Why we engage

To communicate our views to those who have responsibility

for implementing policy, laws, and regulations relevant to

our businesses.

How we engage

Suppliers must adhere to our Supplier Code of Conduct as

well as provide detailed information on their product Quality

and Safety practices, Ethical and Sustainable approach.

The Group has science-based carbon reduction targets,

validated by the Science Based Targets initiative (‘SBTi’).

Through our Scope 3 engagement target, we are working

with our key suppliers to reduce emissions in the supply

chain, with the ambition that 67% of our suppliers (by

spend) will have a science-based target in place by the end

of 2026 (reporting year FY2027). The Company, through a

direct supplier engagement programme, collaborates with

suppliers to support these goals.

The Group’s Sustainable Procurement programme supports

our strategic priorities. Read the Case Study on page 31.

SEDEX has been rolled out company-wide to cover all supplier

categories. Suppliers who breach C&C Group risk framework

are requested to connect with us on the SEDEX platform if

they are already members or join SEDEX to share supplier

questionnaires, audits and corrective action plans where

required.

Procurement and buying colleagues have completed a

sustainable procurement training module.

How we engage

We engage with our existing investors through one to-one

and group meetings, webcasts, presentations, conference

calls and at our AGM. The CEO and CFO hold responsibility for

the investor relations programme and dedicate significant

time to engaging with our major Shareholders. The Chair,

other Board members and the Company Secretary also

engage with our Shareholders on other matters.

We engage with lenders primarily through Group Finance

and the CFO.

How we engage

Leveraging our brand strength and distribution strength

underpins our purpose to play a role in every drinking

occasion, delivering joy to our customers and consumers

with remarkable brands and service.

We invest in our sales capability, data, analytics and

technology to support our customers with shared growth

plans.

Our market insight capability together with unrivalled

product range allows us to meet every customer’s

requirements by focusing on occasionality, consumer

demand and market trends.

Our offer is enhanced by our in-house nationwide distribution

and sales networks together with our financial strength,

which provides security of supply and access to credit.

How we engage

Ongoing dialogue, collaboration on responsible drinking

initiatives and promotion of moderation, strengthening

industry standards and participation in governments’

business and industry advisory groups.

Working with UK Government and Regulators around the

UK packaging waste regulations (Packaging Recovery

Notes and Extended Producer Responsibility) and for

the introduction of the UK Deposit Return Scheme. Our

Trade Association memberships build our knowledge and

understanding in critical areas and allow us to champion the

future of our industry with policy makers and governments.

Adopting globally recognised emission reporting standards

including CDP and Science Based Targets initiative.

Reporting on climate impacts via Taskforce on Climate

Related Financial Disclosures (‘TCFD’).

Engaging openly with UK and Ireland tax authorities.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Key Performance Indicators

Financial highlights

Operating profit

0.0 82.6

€82 .6m

€60.0m

€7 7.1m

€70.5m

FY2023

FY2024

FY2025

FY2026

Definition

Operating profit/(loss) (before exceptional items).

FY2027 Focus

To deliver market-leading customer service through

our distribution platforms; revenue enhancement

through pricing actions and cost control.

Operating margin

0.0 4.9

4.9%

3.6%

4.6%

4.5%

FY2023

FY2024

FY2025

FY2026

Definition

Operating profit/(loss) (before exceptional items),

as a percentage of net revenue.

FY2027 Focus

To deliver market-leading customer service through

our distribution platforms; revenue enhancement

through pricing actions and cost control.

Adjusted diluted earnings per share

0.0 13.1

13.1c

8.1c

11.6c

10.1c

FY2023

FY2024

FY2025

FY2026

Definition

Earnings (before exceptional items), net of tax,

divided by the average number of shares in issue

as adjusted for the dilutive impact of equity share

awards.

Basic earnings per share

-40.0 10.3

10.3c

3.5c

0.9c

(29.0c)

FY2023

FY2024

FY2025

FY2026

Definition

Earnings, net of tax, divided by the average number

of shares in issue.

Free cash flow

0.0 85.6

€75.8m

€

85.6m

€68.8m

€45.3m

FY2023

FY2024

FY2025

FY2026

Definition

Free Cash Flow is a non-GAAP measure that

comprises cash flow from operating activities net

of capital investment cash outflows which form part

of investing activities (before exceptional items).

FY2027 Focus

To generate improved operating cash flows.

Free cash flow conversion ratio

0.0 91.4

65.3%

91.4%

61.4%

43.4%

FY2023

FY2024

FY2025

FY2026

Definition

The conversion ratio is the ratio of free cash flow

as a percentage of Adjusted EBITDA.

FY2027 Focus

To generate improved operating cash flows.

Leverage ratio

0.0 1.6

0.9x

0.8x

0.9x

1.6x

FY2023

FY2024

FY2025

FY2026

Definition

The ratio of net debt (net debt comprises

borrowings (net of issue costs) less cash

to Adjusted EBITDA on a pre IFRS 16 basis.

FY2027 Focus

Within medium-term target of 1.0x.

Liquidity

0.0 470.3

€470.3m

€390.1m

€369.0m

€326.5m

FY2023

FY2024

FY2025

FY2026

Definition

Liquidity comprises cash on hand plus headroom

available in the Group’s revolving credit facility).

FY2027 Focus

Ensure sufficient liquidity to meet the on-going

requirements of the business and execute its

strategy.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Key Performance Indicators continued

Progressive dividend/return to Shareholders

0.00 6.13

3.79c

5.86c

6.13c

5.75c

FY2023

FY2024

FY2025

FY2026

Definition

Total dividend per share paid and proposed

in respect of the financial year in question.

FY2027 Focus

The Group will continue to seek to enhance

Shareholder returns.

Net debt

0.0 121.4

€78 .9m

€57.9m

€80.9m

€121.4m

FY2023

FY2024

FY2025

FY2026

Definition

Net debt comprises borrowings

(net of issue costs) less cash.

Dividend pay-out ratio

0.0 72.3

28.3%

72.3%

52.8%

56.9%

FY2023

FY2024

FY2025

FY2026

Definition

Dividend cover is Dividend/Adjusted diluted EPS.

FY2027 Focus

The Group will continue to seek to enhance

Shareholder returns.

Non-financial highlights

Reduction in Scope 1 & 2 GHG emissions (market-based)

0 22578

22,578t

20,422t

17,813t

15,783t

FY2023

FY2024

FY2025

FY2026

Definition

Tonnes of CO

emissions.

FY2027 Focus

To further reduce direct and indirect emissions

across the Group, including acquired businesses.

Waste to landfill

0.00 2.07

FY2023

FY2024

FY2025

FY2026

Definition

Tonnes of waste sent to landfill.

FY2027 Focus

To maintain our commitment to the waste

hierarchy across the Group, including

acquired businesses.

Lost time injury frequency rate

0.00 4.03

4.03

3.79

3.88

FY2023

FY2024

FY2025

FY2026

Definition

Number of lost time injuries x 200,000

Number of hours worked.

FY2027 Focus

To achieve best practice across the Group.

Reportable injury frequency rate

0.00 2.29

2.27

2.29

1.98

FY2023

FY2024

FY2025

FY2026

Definition

Number of reportable injuries x 200,000

Number of hours worked.

FY2027 Focus

To achieve best practice across the Group.

C&C Group plc Annual Report 2026

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Results For the Year

For the year ended 28 February 2026, the

Group delivered net revenue of €1,569.8m and

operating profit

(1)

of €70.5m. Adjusted diluted

EPS for FY2026 was 10.1 cent. Operating profit

(1)

was down, from €77.1m in FY2025 to €70.5m in

the current year. The operating profit result and

the movement year-on-year is explained in detail

in the CEO Review.

Active stewardship of liquidity and net debt

remained a central focus during FY2026.

The Group closed the year with available

liquidity

(2)

of €326.5m, net debt

(3)

of €121.4m

and leverage

(8)

of 1.6x.

Accounting Policies

The consolidated financial statements are

prepared in accordance with IFRS as adopted

by the European Union, and are applied in

line with the Companies Act 2014, applicable

Irish law, and the UK Listing Rules. Further

detail on the basis of preparation and

significant accounting policies is provided

on pages 150 to 162.

Finance Costs, Income Tax

and Shareholder Returns

Net finance costs before exceptional items

were €20.7m (FY2025: €21.3m), comprising

approximately €4.0m on the receivables

securitisation facility, €3.7m on US Private

Placement (‘USPP’) notes, €5.5m on core

bank facilities, €8.1m lease interest, €0.7m

amortisation of issue costs, €2.0m of interest

income, and €0.7m of other finance charges.

Exceptional finance expense of €0.6m (FY2025:

€0.4m) relates primarily to the interest charge

affiliated with the provision created for costs

associated with brand dispense assets as

outlined in Note 5 to the financial statements.

Adam Phillips, Chief Financial Officer

Chief Financial Officer’s

Review

Group revenues

€1,570m

Net debt

€121.4m

Operating profit

€70.5m

Adjusted diluted EPS

10.1

Year-end liquidity

€326.5m

Free cash flow

€24.5m

RESULTS FOR THE YEAR

C&C Group plc Annual Report 2026

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Chief Financial Officer’s Review continued

Profit mix continued to be weighted to the UK,

which, alongside the 25% UK corporation tax

rate, influenced the effective adjusted tax rate

of 24.3% for FY2026 (FY2025: 19.9%). The

Irish effective rate under Pillar Two (effective

1 January 2024) remains 15%. We continue to

manage the Group’s tax profile in accordance

with our published tax strategy.

Subject to Shareholder approval, the Board

proposes a final dividend of 3.67 cent per

Ordinary Share, payable on 17 July 2026

to Shareholders on the register at close of

business on 12 June 2026. Including the 2.08

cent interim dividend paid during FY2026,

the full-year dividend will total 5.75 cent per

share, representing a payout of 57% of adjusted

diluted EPS

(9)

. Based on the shares in issue

at 28 February 2026, and excluding waived

entitlements, this equates to a distribution of

€13.6m for the final dividend and €21.5m for

the full-year. No scrip alternative is proposed.

The proposed final dividend amount has

principally been determined by the availability

of distributable reserves in C&C Group plc,

which were €14.4m as at 28 February 2026.

The Company has commenced planning for a

reorganisation of the capital and reserves on its

balance sheet. This will involve the reduction of

approximately €1bn of share premium, which

will be transferred into retained reserves.

This will have a significantly positive impact

on distributable reserves.

This process requires a special resolution to be

passed by the Company’s Shareholders at the

AGM on 10 July 2026 after which the Company

will file a motion with the Irish High Court in

Dublin to seek confirmation of the capital

reduction. It is expected that this process

will be completed by the end of October 2026.

The share buyback programme announced

in FY2024 remained active in FY2026. We

executed one additional tranche during the

period. As at 28 February 2026, the Group had

cumulatively repurchased 23,923,550 shares

at a cash cost of €45m, with €15.1m of that

occurring during FY2026, bringing cumulative

cash returns (dividends, including FY2026 final

dividend, plus buybacks) since programme

inception to €105m.

Exceptional Items

The Group recorded total exceptional charges

before tax of €40.7m (FY2025: €36.3m).

These predominantly comprise transformation,

restructuring and reorganisation costs to

simplify operating structures and reduce

overheads, professional fees associated with

control and reporting enhancements, and

impairment charges related to various balance

sheet items including brand dispense assets

and the carrying value of brands. The cash

cost of these exceptional charges was €20.8m

(FY2025: €25.2m).

Further detail is provided in Note 5 to the

financial statements. Presenting these items

as exceptional, in the Board’s view, provides

a clearer view of underlying performance.

Cash Generation

A summary of Free Cash Flows

(5)

for the year ended 28 February 2026 is presented below.

2026

€m

2025

€m

Operating profit before exceptional items 70.5 77.1

Amortisation and depreciation 33.8 34.9

Adjusted EBITDA

(4)

104.3 112.0

Working capital (21.1) 6.6

Advances to customers 0.4 (0.9)

Net finance costs (excl. exceptional) (20.7) (21.0)

Tax received/(paid) 0.1 ( 7.1)

Pension contributions (0.3) (0.3)

Tangible/intangible capex (13.0) (18.5)

Net proceeds from asset disposals 0.3 1.2

Translational FX movements (0.8) (2.2)

Revaluation of Land & Buildings (2.3) (0.2)

Other (1.6) (0.8)

Underlying free cash flow

(6)

45.3 68.8

Exceptional items paid (20.8) (25.2)

Free cash flow

(5)

24.5 43.6

Working capital was a €21.1m outflow in the year (FY2025: €6.6m inflow) reflecting slightly lower

drawdown on the receivables securitisation facility, combined with movement in payment terms

with certain customers and the timing of some supplier payments around the period end. Pre-

exceptionals finance costs of €20.7m was broadly flat year-on-year. Due to a tax overpayment in the

prior period, tax was a marginal cash inflow of €0.1m in the year, which was €7.2m favourable to prior

year (FY2025: €7.1m outflow). Capital expenditure of €13.0m (FY2025: €18.5m) principally related

to equipment and site improvements as well as IT investment; and was lower year-on-year due to

€5.3m investment in FY2025 for a new can filler at our Wellpark Brewery.

The combination of the above movements resulted in underlying free cash flow

(6)

of €45.3m

(FY2025: €68.8m), with the reduction year-on-year driven by the working capital movements,

partially offset by lower tax outflows.

Exceptional items were a €20.8m outflow (FY2025: €25.2m).

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Chief Financial Officer’s Review continued

Reconciliation of Free Cash Flow to Group Cash Flow Statement:

2026

€m

2025

€m

Free cash flow

(5)

24.5 43.6

Dividends paid (23.1) (22.9)

Drawdown of debt 34.2 5.0

Payment of debt issue costs – (0.5)

Payment of lease liabilities (21.4) (18.5)

Share buyback (15.1) (30.0)

Disposal of subsidiary/equity investment – 2.2

Net decrease in cash (0.9) (21.1)

A total of €38.2m (FY2025: €52.9m) cash payments were made in the year in respect of returns

to Shareholders, comprising €23.1m ordinary dividends and €15.1m share buybacks. Payment of

lease liabilities were €21.4m (FY2025: €18.5m).

Net debt

(3)

at the end of the year was €121.4m (FY2025: €80.9m) with leverage

(8)

of 1.6x

(FY2025: 0.9x). Overall liquidity

(2)

remained robust at €326.5m (FY2025: €369.0m).

Balance Sheet and Funding

A strong balance sheet remains integral to executing our strategy. Our funding model blends

committed bank facilities with USPP notes, providing duration and diversification. In December

2024, we exercised the second extension option on the multi currency revolving credit facility

(‘RCF’) established in May 2023, extending maturity to January 2030.

The Group also maintains a committed €150.0m non-recourse receivables securitisation facility,

that was renewed in March 2026 and is renewable annually in May. At 28 February 2026, drawings

under this facility were €104.2m (FY2025: €109.8m). This is a working capital facility; any drawings

are not included in net debt.

Finance Function, Controls and Systems

Following the issues identified in FY2024, we continued to standardise and strengthen our finance

organisation in FY2026. We have migrated to common, automated core processes wherever

practicable to improve accuracy and control, embedded a reinforced three lines model, and

expanded Risk and Internal Audit capabilities. In addition, we launched a Group wide key controls

framework (financial and selected non-financial) with improved monitoring and testing cadence.

While FY2026 required sustained effort and investment, the discipline and control enhancements

implemented have materially supported performance stability and resilience.

Retirement Benefits

In accordance with IAS 19 Employee Benefits, the net assets and obligations of our defined benefit

plans are recognised on the face of the consolidated balance sheet. Triennial funding valuations

continue to be performed using the attained age method.

Updated actuarial valuations for ROI schemes were effective 1 January 2024, and the most recent

NI valuation date was 31 December 2023. As a result, the Group has committed to contributions of

€0.3m in calendar year 2026, increasing at 2.3% per annum thereafter. There is no current funding

requirement for the executive or NI schemes, both of which remain in surplus. The Trustees of the

C&C Group Executive Pension and Life Assurance Scheme implemented an annuity buy in effective

27 February 2024 for current pensioners in payment; this provides a cash flow and longevity hedge

for those benefits.

There are two active members in the NI scheme and 42 active members (less than 10% of total

membership) in the ROI staff scheme; there are no active members in the executive scheme.

At 28 February 2026, the aggregate IAS 19 position was a net surplus of €43.2m gross of deferred tax,

compared with €32.0m gross at 28 February 2025. The principal drivers of the year on year movement

were changes in corporate bond yields, benefit inflation assumptions, and actual asset returns.

Illustrative bridge (gross of deferred tax):

€m

Net surplus at 1 March 2025 32.0

Translation (0.2)

Employer contributions 0.3

OCI (actuarial) credit 10.5

P&L credit 0.6

Net surplus at 28 February 2026 43.2

Financial Risk Management

The Group’s key financial risks remain commodity prices, foreign exchange, interest rates,

counterparty credit, and liquidity. Treasury policies and risk appetite are set by the Board,

with oversight by the Audit Committee. Detailed policies and controls are described in Note 24 in the

Financial Statements.

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Chief Financial Officer’s Review continued

Notes to the Chair’s Statement, Chief Executive Officer’s Review and Chief Financial Officer’s Review

1. Before exceptional items.

2. Liquidity is defined as cash plus undrawn capacity on the Group’s revolving credit facilities.

3. Net debt comprises borrowings (net of issue costs) less cash. It is on a pre-IFRS16 basis, i.e. before capitalised lease liabilities. “Total net debt” is on a post-IFRS16 basis and includes capitalised lease liabilities.

4. Adjusted EBITDA is earnings before exceptional items, finance income/expense, tax, depreciation, amortisation, and the share of equity accounted results after tax. A reconciliation is set out on page 21.

5. Free Cash Flow (FCF) represents operating cash flow net of capital expenditure. FCF includes the positive cash impact of the Group’s receivables purchase programme (year end contribution €104.2m; FY2025: €109.8m). A reconciliation of FCF to the statutory cash flow is provided above.

6. Underlying Free Cash Flow represents Free Cash Flow prior to exceptional items.

7. Operating margin is operating profit before exceptional items, expressed as a percentage of revenue

7. Leverage is net debt divided by EBITDA. It can be expressed on a pre- or post-IFRS16 basis.

8. Adjusted diluted EPS is calculated as the profit after tax before exceptional items divided by the weighted average number of shares (diluted basis, as set out in Note 9 to the financial statements).

Currency Risk Management

The Group plans and reports in euro but conducts material activities in sterling, US dollar,

and Australian dollar. We pursue natural hedging wherever practical by matching currency receipts

and outflows; residual exposures within policy thresholds are managed using forward FX contracts

on a non-speculative basis. At year end, the Group had €9.5m of forward cash-flow hedges in place.

The average rate for the translation of results from Sterling operations was €1:£0.8624

(year ended 28 February 2025 €1:£0.8430) and from US Dollar operations was €1:$1.1529

(year ended 28 February 2025: €1:$1.0746).

Commodity, Energy and Other Risk Mitigation

We are well-hedged across key costs for FY2027. We manage commodity exposure principally

through fixed price supply contracts rather than direct commodity hedges, where this is

economically appropriate. Energy costs (notably gas and electricity) are partially fixed through

contractual arrangements with utility providers. We continue to secure critical inputs through

long-term supplier partnerships, including arrangements with Scottish growers/maltsters for

malting barley. The Group maintains appropriate insurance coverage where this represents an

efficient transfer of risk.

Adam Phillips

Chief Financial Officer

C&C Group plc Annual Report 2026

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Sustainability Report

Delivering to a Better World

Board-level commitment and our Sustainability Management Committee

established in March 2024. C&C Group continues to embed sustainability

into everything we do.

Our six strategic pillars:

ENVIRONMENT

01. Reduce our

Carbon Footprint

READ MORE: PAGE 75

Our sustainability strategy is

integral to C&C Group’s purpose

and our three core values:

We respect people and the planet

We bring joy to life

Quality is at our core

Scope 1 & 2 emissions

(location-based)

YOY reduction

11%

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Sustainability Report continued

In this reporting period, C&C Group

continued to prepare for the reporting

obligations under the Corporate Sustainability

Reporting Directive (‘CSRD’). Following the

EU ‘Stop the Clock’ Directive and Omnibus

package, work is currently being undertaken to

align the output of the initial Double Materiality

Assessment (‘DMA’) with the simplified

directive to determine those areas requiring

further review.

Our Materiality Process

Simplifying our strategic pillars

In FY2027, C&C Group will simplify the pillars of

its sustainability strategy, providing a clear and

coherent framework through which to articulate

our Environmental, Social and Governance

priorities. This evolution does not represent a

change to our strategy or the initiatives already in

place; it reflects a structured, consistent approach

to how our sustainability performance is organised,

measured and communicated.

Our strategy will be underpinned by three simple

and memorable pillars, aligned directly to our

Environmental, Social and Governance priorities.

Through this framework, we will continue to strive

for better by driving improvements across our

manufacturing, supply and value chains; doing what

is right for our colleagues, consumers, customers,

suppliers and communities; and conducting our

business in an authentic way, guided by the highest

standards of ethics, transparency and accountability.

Together, our simplified pillars will provide a robust

and flexible framework that supports both current

and future reporting requirements, enabling

us to reflect the full scope of our sustainability

performance and ambitions.

simplicity

Attenuation ponds in the Waste Water Treatment Plant, Clonmel

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Sustainability Report continued

C&C Group has committed to be a carbon

neutral business by 2050 at the latest.

The Group has a near-term target to reduce

Scope 1 and Scope 2 greenhouse gas (‘GHG’)

emissions 35% by 2030 from a 2020 baseline.

In addition, we have a Scope 3 emissions

target of 25% reduction by 2030 against a

2020 baseline. We are working with our key

suppliers to reduce emissions in the supply

chain, with the ambition that 67% of our

suppliers (by spend) will have a science-

based target in place by the end of 2026

(reporting year FY2027).

Progress against our

Science Based Targets

Scope 1 and Scope 2 GHG emissions continued

to decline in FY2026, demonstrating

sustained progress against the FY2020

baseline and consistency with the Group’s

decarbonisation strategy. We achieved

an 11% year-on-year reduction (Scope

1 and 2 location-based emissions) and a

43% overall reduction against the FY2020

baseline. Efficiency savings and reduction

in emissions is driven by capital investment

in new technology at our manufacturing

sites, increasing the use of renewable energy

across our own operations, reduced fossil

fuel consumption and further rollout of

alternative fuel, i.e., hydrotreated vegetable

oil (‘HVO’). Switching from diesel to HVO

across more of our fleet has saved 632 tCO

in FY2026. The Group will install an E-Boiler,

which is forecast to reduce carbon emissions

by approx. 3,000 tCO

e. This investment will

reduce underlying emissions at our Wellpark site

by 53%. Further detail of our decarbonisation

initiatives can be found in the statement of our

Transition Plan on page 47 and the Summary of

Decarbonisation Projects section on page 29.

01.

Reduce

our Carbon

Footprint

We understand the need to

further reduce emissions in our

operations. We use our position

as a leading drinks producer and

distributor to influence our supply

chain to support our sustainability

goals and to reduce carbon

emissions in their own operations.

ENVIRONMENT

Table 1: Greenhouse Gas Emissions Data

Greenhouse Gas Emissions (Tonnes CO

equivalent)

FY2020

(Baseline) FY2025 FY2026

Change vs

FY2025

Change vs

Baseline

(FY2020)

Scope 1 25,079 17,623 15,719 -11% -37%

Scope 2 (location-based) 12,429 6,464 5,670 -12% -54%

Scope 2 (market-based) 6,238 190 64 -66% -99%

Scopes 1+2 (location-based) 37,508 24,087 21,389 -11% -43%

Scopes 1+2 (market-based) 31,317 17,813 15,783 -11% -50%

Scope 3 718,090 504,714 497,307 -1% -31%

C1. Purchased goods 482,701 347,763 403,961 16% -16%

C2. Capital goods – 12,519 5,947 -52% –

C3. Fuel and energy-related activities 7,083 5,678 5,055 -11% -29%

C4. Upstream transportation 17,131 43,764 41,373 -5% 142%

C5. Waste generated in operations 2,933 1,085 118 -89% -96%

C6. Business travel 1,879 857 339 -60% -82%

C7. Employee commuting 2,606 2,191 1,716 -22% -34%

C9. Downstream transportation

and distribution 27,273 33,782 31,424 -7% 15%

C10. Processing of sold products – – 375 – –

C11. Use of sold products 138,365 45,845 6,089 -87% -96%

C12. End-of-life treatment of sold products 38,117 10,727 888 -92% -98%

C15. Investments – 504 21 -96% –

Total Carbon Footprint (location-based) 755,597 528,801 518,696 -2% -31%

Total Carbon Footprint (market-based) 749,405 522,527 513,090 -2% -32%

C&C Group’s classification of emissions associated with factored products has been comprehensively reviewed with external expert advice and

updated GHG Protocol guidance. Across Scope 3 categorisation, emissions have been re allocated to accurately reflect the underlying activity data

and value chain boundaries. This has led to some movements within individual Scope 3 categories with limited overall total impact.

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Sustainability Report continued

In FY2027, the Group will revalidate our science-based targets through SBTi, strengthening our

commitment by aligning to a 1.5°C reduction pathway and including Forest, Land and Agriculture

(‘FLAG’) targets. As part of this process, we will undertake a re-baselining process to reflect the

divestment of our fruit processing business and the acquisition of Drygate Brewery.

Table 2: Emissions Intensity

Emissions Intensity

FY2020

(Baseline) FY2025 FY2026

Change vs

FY2025

Change vs

Baseline

Net Revenue (mEUR) 1,719 1,665.5 1,569.8 -6% -9%

Scope 1 and 2 tCO

e per mEUR

(location-based) 21.8 14.5 13.6 -6% -38%

Total Carbon Footprint tCO

e per mEUR

(location-based) 440 318 330 4% -25%

Scope 1 and 2 tCO

e per mEUR

(market-based) 18.2 10.7 10.1 -6% -45%

Total Carbon Footprint tCO

e per mEUR

(market-based) 436 314 330 4% -25%

Conservation of Energy

Across the Group, we continue to transition to renewable energy where possible. Through continued

investment into renewable electricity contracts, C&C Group’s Scope 2 market-based emissions have

reduced by 99% against the FY2020 baseline. In FY2026, the total Group electricity consumption

from renewable electricity sources has increased from 95% to 99%. In line with our Transition Plan,

we are working to move all electricity contracts to renewable sources. Our Clonmel site generated

1,653 MWh of renewable electricity from its solar panels in FY2026. C&C Group introduced a solar

energy system as part of our Orbital West depot launch and are monitoring benefits with a view to

rolling out across the wider distribution network where applicable.

In recent years, C&C Group has completed a range of decarbonisation projects at our sites. Projects include

installation of anaerobic digestion and biogas projects at our Wellpark Brewery; operations efficiency

projects; piloting the introduction of electric vehicles into our distribution fleet; and the successful

transition of key depots to HVO as a sustainable fuel source for our distribution network. To further

reduce carbon emissions and energy consumption in our operations, the Group will replace

air compressors in Clonmel, reducing energy used by 400 MWh per annum in FY2027.

Table 3: Streamlined Energy and Carbon Reporting (‘SECR’)

Total C&C Group Emissions

(Scope 1 and 2) tCO

Previous reporting year (FY2025) Current reporting year (FY2026)

UK Non-UK Total UK Non-UK Total

Scope 1 12,553 5,070 17,634 12,004 3,715 15,719

Scope 2 (location-based) 3,711 2,753 6,464 3,464 2,206 5,670

Scope 2 (market-based) 3 187 190 64 – 64

Orbital West, London

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Sustainability Report continued

Table 4: Energy Consumption MWh

Energy Consumption MWh

FY2020

(Baseline)

MWh

FY2025

MWh

FY2026

MWh

Change vs

FY2025

Change vs

Baseline

Natural Gas 94,221 57,449 48,510 -16% -49%

Liquified Petroleum Gas (‘LPG’) 2,332 4,552 5,933 30% 154%

Diesel 33,257 23,322 20,509 -12% -38%

Hydrotreated Vegetable Oil (‘HVO’) 0 6,989 9,466 35% –

Petroleum 450 1,914 1,838 -4% 308%

Kerosene/Fuel Oil 65 209 – -100% -100%

Biogas 83 3,484 3,511 1% 4130%

Non-Renewable Electricity 26,664 2,644 363 -86% -99%

Renewable Electricity 14,737 29,070 31,877 10% 116%

Total Non-Renewable

Energy Consumption 156,989 90,090 7 7,153 -14% -51%

Total Renewable Energy Consumption 14,737 39,543 44,854 13% 203%

Total Energy Consumption 171,726 129,633 122,007 -6% -29%

Total MWh included in Scope 1 130,325 94,435 86,256 -9% -34%

Total MWh included in Scope 2 41,401 31,714 32,240 2% -22%

Out of Scopes (Biogas) 83 3,484 3,511 1% 4130%

The Group’s total energy use has reduced by 29% since FY2020. This is primarily driven by our

carbon reduction efforts, with consumption of natural gas almost halving over the same period.

This is due to the continued optimisation of our operations and focus on energy efficiency. Increased

HVO use in our distribution fleet, with its reduced carbon footprint, is offset, with a more significant

absolute reduction in energy associated with diesel. LPG consumption, whilst a small contributor

to the overall energy use has increased by 30% against FY2025, due to increased forklift truck

movement at Wellpark, and increased use of LPG at Clonmel’s wastewater treatment facility.

Consumption of non-renewable electricity from fossil fuels reduced by 86% in FY2026 against

the previous financial year reflecting the near complete transition away from grid electricity

sourced from non-renewable contracts.

In FY2026, total energy consumption reduced by 6%. The Group has invested in a transition away

from energy from fossil fuel sources, shown in the 14% reduction in FY2026. Total renewable energy

consumption has increased by 13% against last financial year.

The Group’s Transition Plan explains how we will continue to move our manufacturing and

distribution operations to renewable energy sources where feasible.

Table 5: Energy Consumption and Mix

Energy Consumption and Mix

FY2026

(MWh)

Fuel consumption from coal and coal products –

Fuel consumption from crude oil and petroleum products 28,280

Fuel consumption from natural gas 48,510

Fuel consumption from other fossil sources –

Fuel consumption from nuclear products –

Consumption from acquired electricity, heat or steam from fossil sources 363

Total energy consumption from fossil sources (MWh) 77,153

Share of fossil sources in total energy consumption (%) 63%

Fuel consumption from renewable sources (including biogas and HVO) 12,977

Consumption of acquired electricity, heat or steam from renewable sources 31,877

Consumption of self-generated electricity from renewable sources (solar) –

Total renewable energy consumption (MWh) 44,854

Share of renewable sources in total energy consumption (%) 37%

Total energy consumption (MWh) 122,007

Table 6: Total Energy Consumption per net revenue

MWh/mEUR FY2026

Total energy consumption per net revenue 77.72

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Sustainability Report continued

Breakdown of Scope 3 emissions

Our Scope 3 emissions (including Purchased

Goods, Use of Sold Product, End of Life

Treatment, and other indirect emissions)

account for 96% of C&C’s total emissions.

81% of our Scope 3 emissions are attributed

to third-party products that we purchase

and deliver to our customers. We are directly

engaged with key suppliers to explore

collaborative emission reduction projects as part

of our Sustainable Procurement programme.

Scope 3 Supply Chain Engagement

In FY2026, 54% of C&C Group’s targeted

supplier spend is covered by science-based

targets that are validated by SBTi.

To engage with key suppliers, we provide one-

to-one guidance and support for measuring,

reporting, and communicating carbon emissions

and reduction ambitions. In 2025, C&C Group

was awarded a score of A- from CDP Supply

Chain as recognition of our commitment to

engage through the Supplier Engagement

Assessment. C&C Group is improving our

approach to supplier engagement through a

dedicated Sustainable Procurement programme.

Summary of Decarbonisation

Projects

Our main manufacturing sites continue to

make significant carbon emission reductions.

At Clonmel, gas efficiency projects in FY2026

resulted in 10% reduction in carbon emissions

associated with consumption of natural gas, due

investment into a boiler economiser, continuous

improvement in our can line efficiency, improved

shut down and cleaning procedures, and more

effective run hours on the heat pump. At our

Wellpark Brewery, carbon emissions reduced

by approximately 164 tCO

e with the full year

effects of an improved brewhouse cycle time,

improvements to the canning line operation, and

on-going employee awareness programmes.

Across the Group, we have continued to

transition our electricity to renewable sources.

Our procurement team has worked with energy

providers to ensure that we are purchasing

clean electricity where possible, leading to

market-based Scope 2 emissions reductions of

99% against the FY2020 baseline.

As outlined in the Transition Plan, C&C Group

is committed to investing in alternative fuel

to decarbonise our distribution fleet. We are

transitioning, to FY2030, the bulk diesel fuel

tanks at our depots to HVO. In FY2026, we

introduced HVO to our Boldon and Wetherby

depots in addition to the continued use at

Runcorn, Bedford, Fosse Lane, and Orbital West.

Through increasing use of HVO across our depot

sites, we have saved approximately 2,400 tCO

since introducing HVO to our distribution fleet

in FY2023.

In addition to large investments, C&C Group

also continued to transition more sites to

LED lighting, reducing emissions by 21 tCO

in FY2026, and committing to continuous

improvement initiatives across our sites to

influence business culture and reduce emissions.

Environmental Policy

C&C Group’s Environmental Policy applies

across all Group internal operations, and to

management and employees. The Policy is

reviewed by our Sustainability Management

Committee and is approved by the Chief

Executive Officer every two years. The

Environmental Policy will be reviewed and

updated ahead of the FY2027 reporting cycle.

Policies are publicly available on C&C Group’s

corporate website www.candcgroupplc.com/

corporate-governance/.

Sustainable Logistics

Operating as a distributor, as well as a

manufacturer and marketer, a significant amount

of our emissions are fuel-based. Understanding

the negative impact fossil fuels have on our

climate, the Group is committed to transitioning

to lower carbon alternatives where feasible.

Across the Group, we operate four 18-tonne

electric heavy goods vehicles (‘HGV’). We

continue to adopt a phased approach to the

implementation of electric vehicles (‘EV’),

shifting delivery vehicles to HVOs in the interim

as the technology and cost competitiveness of

EVs continues to improve. Our flagship depot

in London, Orbital West, is piloting a mix of

electric HGVs and internal combustion engine

(‘ICE’) HGVs powered by HVO. We continue to

require all new vehicles, leased, or purchased,

to meet the EURO 6 standard – 96% of our fleet

is currently EURO 6.

As our planning and telematics systems

continue to develop, we will see continuous

improvements to route efficiency, especially

reduced mileage. We are also working in

partnership with our customers on refining

our service charter and reducing non-essential

delivery journeys. Consolidating deliveries is a

key aspect of this.

Across C&C Group’s operations, we continue

to rationalise our distribution network, with

the closure of Kells in the Republic of Ireland

in FY2026. The combined changes to our

depot network, route optimisation, and fuel

decarbonisation has reduced carbon emissions

across our distribution network.

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Product Safety and Quality

Supported by the C&C Group technical

function, in line with global best practice,

C&C Group has implemented robust quality

control and food defence procedures across

our manufacturing sites. Table 1 outlines the

quality certifications and audits achieved

or maintained across manufacturing sites.

Internally, C&C Group annually tests crisis

management and business continuity

procedures to protect customers, consumers,

and the communities in which we operate.

Achieving and maintaining BRCGS Food Safety

AA+ certification at both manufacturing

sites reinforces our commitment to

world-class food safety and product quality.

02.

Sustainably

produce and

source our

Products

& Services

The safety, authenticity, legality

and quality of our product

manufacturing and sourcing

are fundamental to our ongoing

business operations.

ENVIRONMENT

It guarantees that we are operating responsibly,

ensuring our processes consistently meet

globally recognised best practices, while

minimising environmental impact. Achieving and

maintaining FEMAS certification demonstrates

that the by-product we supply for use in animal

feed meets the highest standards of safety,

quality, and full traceability. This assurance

highlights our commitment to responsible

waste management and environmental

stewardship. Clonmel successfully achieved

ISO 14001 recertification following a rigorous

independent audit of our environmental

management systems. This milestone confirms

our continued adherence to global sustainability

standards and our commitment to minimizing

our ecological impact. By maintaining this

certification, we drive operational efficiency,

ensure regulatory compliance, and provide

stakeholders with verified assurance of our

corporate responsibility. Wellpark is subject to

audit against the SEDEX Members Ethical Trade

Audit (‘SMETA’) Standard which includes data on

labour rights, health and safety, environmental

practices, and business ethics.

Table 1: Quality certifications and

audits achieved or maintained across

manufacturing sites

Clonmel

Bulmers ISO 14001

Bulmers BRCGS

Bulmers FEMAS

Wellpark

Wellpark BRCGS

Wellpark FEMAS

Wellpark AOECS Standard for Gluten-Free Foods

SMETA Audit

Water

C&C Group has a water efficiency target of

3.4:1 (water ratio of hectolitres extracted

versus hectolitres produced). In FY2026, the

Group has achieved a water efficiency ratio of

3.3:1. This result has been achieved through

continuous improvement and investment in water

management infrastructure at our manufacturing

sites. Since FY2020 (base year), the water usage

at our Wellpark and Clonmel manufacturing sites

has reduced (25% and 41% respectively).

Tennent’s Brewery Tour, Wellpark

Sustainability Report continued

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Sustainability Report continued

CASE STUDY

Simplifying Sustainable Procurement

Sustainable procurement supports C&C Group’s strategic priorities by embedding ethical,

environmental and social considerations into commercial decision-making. Through clear

governance, standardised processes and supplier engagement, the programme enhances

service, strengthens risk oversight and stability, and applies recognised frameworks to deliver

simple, responsible sourcing and tangible business value.

simplicity

Waste

The Group maintains its commitment to Zero

Waste to Landfill across our operations. The

waste management approach is guided by

the waste hierarchy: prioritising prevention

and implementing reuse and recycling where

possible. In our manufacturing sites, waste is

source-segregated to maximise opportunity

for recycling. We monitor manufacturing waste

streams for contamination and implemented

target improvements. 100% of our manufacturing

by-products are recycled for use as animal feed or

compost. In FY2026, over 20,900 tonnes of spent

grain and fruit pomace were used as animal feed,

with the remainder of our manufacturing waste

recycled or sent for energy recovery.

Sustainable Sourcing

Where possible we locally procure the

ingredients for our own-manufactured beers

and ciders. In Scotland, our Tennent’s range

is brewed using 100% Scottish malt. Working

with our suppliers we support our barley and

wheat growers through long-term supply

arrangements. We procure malting barley from

farms enrolled in independently audited farm

assurance schemes, with over 90% of supply

achieving gold accreditation from the Farm

Sustainability Assessment (‘FSA’).

The health and sustainability of the Irish apple

growing sector is central to C&C Group

strategy. All apples crushed at the Clonmel

site to produce Bulmers and Magners cider

are sourced from the Island of Ireland. As well

as having partner growers on the island, C&C

Group owns orchards in Co. Tipperary. A key

aspect of apple orcharding is the health of the

population of bees and other pollinating insects.

As part of our commitment to protect the

biodiversity of bees, C&C Group continues as

a patron of the All-Ireland Pollinator.

Continuing to embed sustainable sourcing

practices into our procurement processes will

support our ambition across our sustainability

pillars. It plays a significant role in minimising

adverse environmental and social impacts, as

well as managing risks and opportunities in our

supply chain. In collaboration with our suppliers,

we can deliver our business objectives and

sustainability targets.

Over the last financial year capability to

further embed sustainable practices into our

procurement processes has been improved to

complement the work already in place around

climate considerations in our supply chain.

Colleague support and integrated practices

are based on the guidance standard ISO 20400

(Sustainable Procurement). A sustainable

procurement training module was developed

and rolled out to procurement functions. 97%

of colleagues have completed the training.

Application of sustainable procurement will be

managed through tendering process which will

include sustainability criteria. Our updated Code

of Conduct available at www.candcgroupplc.

com/code-of-conduct/ constitutes a dedicated

supplier section outlining minimum acceptable

standards to work with C&C Group.

Supplier Engagement

SEDEX is the established approach to supplier

management regarding ethical sustainability

requirements. Suppliers breaching our risk

threshold are being asked to match with us

on the platform or join the platform to share

the results or complete a Self-Assessment

Questionnaire (‘SAQ’) and or audit which

generates a risk score based on key

indicators. Awareness of supplier risks and

opportunities contribute to attaining continuous

supply chain improvement.

People

100% of our procurement colleagues

trained in the core principles of

Sustainable Procurement.

Policy, Strategy and

Communication

C&C Group Supplier

Code of Conduct updated.

Procurement Processes

Sustainability Criteria embedded into

tenders & Onboarding.

Engaging Suppliers

C.40% of our high spend supply base

matched on SEDEX.

People

Expand training of the core principles

of sustainable procurement to all

budget holders.

Policy, Strategy and

Communication

Creation of C&C Group Human Rights

Breach Response Team.

Procurement Processes

Increased focus on Supplier

Management.

Engaging Suppliers

Expand our SEDEX matching to

encompass suppliers with high-risk

indicators.

FY2027 DevelopmentFY2026 Achievements

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Alcohol Awareness

Our aim is to ensure that our brands are

enjoyed safely and responsibly by consumers.

All our marketing activities operate in

accordance with the Group’s Responsible

Marketing Code (‘RMC’). Compliance with

this code is mandatory across all marketing,

sales, promotional, and communications

activity relating to both our owned brands

and any third-party brands for which we

manage and control marketing activity.

The Health and Wellbeing section of the

Group’s internal colleague platform,

C&C4Me, includes a dedicated Alcohol

Awareness area. This provides colleagues

with information, resources and practical

tools to increase understanding of alcohol-

related issues, supported by guidance and

educational materials from our partners at

Drinkaware.

Responsible Marketing Training

All colleagues within the Marketing,

Communications, Corporate Affairs and

Legal teams complete mandatory training

every two years on the relevant industry

codes governing alcohol marketing. This

includes the CAP and BCAP Codes, the

Portman Group Codes of Practice in the UK,

and the CopyClear framework in Ireland.

03.

Ensure

alcohol is

consumed

responsibly

We are fully committed to

marketing alcohol responsibly

and encouraging the moderate

consumption of the products

we produce and distribute.

SOCIAL

This training strengthens internal expertise,

safeguards our licence to operate, protects

the reputation of our brands, and ensures

our marketing activities continue to prioritise

consumer and societal wellbeing.

During FY2026, C&C Group recorded zero

breaches of industry or regulatory marketing

codes.

Promoting 0%, Low Alcohol

& Low-Calorie Variants

As consumer preferences continue to evolve

towards moderation and reduced alcohol

consumption, The Group has expanded its

portfolio to include low-and no-alcohol as

well as lower-calorie alternatives within its

core brands.

In FY2026, Bulmers Light and Bulmers Zero

formed an important part of the brand’s overall

marketing strategy. In addition, following

consumer feedback, Tennent’s Zero was

reintroduced with an improved recipe and

refreshed product offering.

Alongside our owned brands, we also provide

customers with a wide range of third-party low-

and no-alcohol and reduced-calorie products,

enabling us to respond effectively to growing

consumer demand for these options.

Alcohol Labelling

We continue to implement Portman Group

Best Practice Labelling across the primary

packaging of our major beer and cider

brands in the UK.

This includes:

• Unit alcohol content per container

• Pregnancy logo/message

• Active signposting to Drinkaware.co.uk

• Chief Medical Officers’ Low Risk Drinking

Guidelines

• Calorie information

• 18+

• Drink drive warning

• Pregnancy warning

Through our ongoing collaboration with the

Portman Group, C&C Group aims to ensure

alcohol labelling remains both responsible and

informative. By adopting the latest industry

best practice standards, consumers are

provided with clearer and more comprehensive

information about our products and associated

health guidance.

In Ireland, C&C Group continues preparations to

comply with the labelling requirements outlined

in the Public Health (Alcohol) Act, which are

currently expected to come into force in 2028.

Sustainability Report continued

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Sustainability Report continued

Supporting Drinkaware

and Drinkaware.ie

Responsible drinking messaging remains a

prominent feature across all communications

for our owned brands in both the UK and Ireland.

References to Drinkaware and Drinkaware.ie are

included across a range of channels, including

television advertising, out-of-home media,

social media content and sponsorship assets.

Portman Group

C&C Group continues to support the Portman

Group, the UK’s regulator for alcohol labelling,

packaging and promotion and a leading body

for social responsibility within the industry.

Through our engagement with the organisation,

we access training, guidance and advisory

services to ensure our marketing remains

aligned with the relevant Codes of Practice. We

also benefit from research and insights provided

by the Portman Group on emerging trends and

developments in alcohol consumption.

C&C Group plc Annual Report 2026

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Health & Safety

C&C Group prioritise the continual

improvement of occupational health and

safety standards. Establishing a positive

health, safety and wellbeing culture is

essential to protect workers and uphold

productivity.

Last year, we set out our three-phase

strategic roadmap designed to empower

employees in achieving our mission that

everyone is Safe Home Every Day.

Defined Standards

In FY2026, through collaboration with

colleagues across all business areas, we

developed a robust framework of 48

Management and Risk Control Standards

and 70 Safe Work Procedures for colleagues,

establishing improved ways of working and

providing clarity to our colleagues on our

commitment to a fair and just safety culture,

ensuring managers are visibly accountable.

04.

Enhance Health

& Safety,

Wellbeing &

Capability of

Colleagues

Our main priority will always be

the health, safety, and wellbeing

of our employees: recognising the

key importance of delivering better

safety standards and improving the

wellbeing of our colleagues.

SOCIAL

In FY2027, we will continue to focus on

embedding these standards throughout

the Group and will introduce a programme

developed around internal audit findings

to ensure our focus remains on continual

improvement.

Improve Capability

Through our Safety Centre of Excellence

capability programme, we have delivered 43

courses in key skills required to embed improved

safety standards and developed a robust

methodology in effective practical training to

be delivered by newly appointed operational

trainers throughout the coming year.

We have used improved technology to reduce

administration time, allowing more focus on

practical delivery of training but ensuring

comprehensive records of training can be

maintained.

Empower Colleagues

This year, we launched our PAUSE for safety

initiative in the logistics network, specifically

focussing on defining our delivery safety

standards, empowering our delivery crews in

making effective safety-based decisions every day.

Safety KPIs

Target Units FY2026 FY2025

Lost Time Injury

Frequency Rate (‘LTIFR’)

Number of lost time incidents per 200,000 hours

worked in reporting period 3.88 3.79

Reportable Injury

Frequency Rate (‘RIFR’)

Number of reportable incidents per 200,000 hours

worked in a reporting period. 1.98 2.29

In the coming year, we will further develop

this initiative in improved delivery point risk

assessment, working with our customers

on ensuring consistent delivery point safety

standards are a priority.

Although we saw a 2.4% increase in our Lost

Time Injury Frequency Rate (‘LTIFR’) from 3.79

to 3.88 per 200,000 hours worked, we achieved

a 13.5% reduction in reportable injuries across

the Group.

Our ambition is to further improve on this

progress and achieve a 30% reduction overall

in lost time injuries by FY2028 against the 3.79

baseline rate set in FY2025.

Prioritising Health & Wellbeing

We remain committed to supporting colleagues’

emotional wellbeing, financial resilience and

practical needs, both in the workplace and

beyond. All colleagues have access and benefit

from comprehensive Employee Assistance

Programme (‘EAP’) services. Through our

partnership with GroceryAid, a trusted charity

with more than 160 years of experience

supporting people across the industry, we

launched an enhanced EAP for UK colleagues.

Number of Mental Health First Aiders

Number of Safe Work Procedures

Sustainability Report continued

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Sustainability Report continued

This provides confidential and independent

support from day one of employment, including

financial guidance, non repayable grants, and

resources for People Managers to help them

support their teams effectively.

This year we reviewed and updated our

substance misuse and responsible drinking

policies, ensuring that colleagues have clear

guidance on our policies and access to support

when required – including signposting to

appropriate services and referral to our EAPs

where needed. We continue to invest in Mental

Health First Aider training to maintain a robust

support network across the organisation,

complementing the assistance available

through our EAPs.

We also introduced a new Occupational

Health (‘OH’) external partner, enhancing our

capacity to deliver consistent and compliant

health surveillance, improved support for the

management of sickness absence, and timely

OH advice with clear recommendations for

managers. The service includes access to

physiotherapy, enabling early intervention

and supporting colleagues to stay well and

active at work.

Empowering Our People to Deliver

Strong Performance

Our talent development strategy continues to

advance, supported by a dedicated team and

strengthened through comprehensive insight.

This year, we completed an Organisational

Capability Assessment (‘OCA’), generating

valuable data to inform strategic planning

and guide investment in our people.

Through 63 interviews, 78 hours of

conversations, and almost 400 comments

from leaders and managers, we identified

key priorities across people management

behaviours, development and support, a core

learning curriculum delivered via our Learning

Tap platform, enhancing our join journey, and

building sustainable talent pipelines.

Throughout FY2026, our core Sales/Commercial

capability programme, ‘Succeed’, has delivered

structured, job focused development to

every sales team across all business channels.

Supporting around 350 colleagues and

delivering more than 7,000 hours of sales-

focused learning, the programme strengthens

commercial excellence through a consistent

sales approach and a clear capability pathway.

Skills are developed progressively through

induction, coaching, workshops, and practical

application tools. This has equipped our

teams with a shared language, repeatable

selling behaviours, and practical resources

that enhance execution, drive excellence, and

support exceptional customer experiences.

Cyber Training

Over the past year, we have continued to

strengthen colleague capability and cyber

resilience through a comprehensive security

training and awareness programme. Our

approach focuses on developing secure habits,

reducing human related risk, and ensuring all

colleagues remain equipped to recognise and

respond to modern cyber threats. Our Security

Training Programme continues to comprise

three core elements: annual mandatory

cyber security awareness training; monthly

phishing simulations and regular awareness

communications, supported by optional topical

training modules. All colleagues with computer

accounts are automatically enrolled. Colleague

engagement with cyber security has grown

significantly, reflecting a strengthening security

culture across the business.

C&C Group plc Annual Report 2026

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Diversity, Equity & Inclusion

In our November 2025 Elevate Employee

Engagement Survey, inclusiveness was one

of our highest scoring themes, with many

colleagues highlighting that a key strength of

C&C Group is that people of all backgrounds

are accepted for who they are.

As part of our partnership with GroceryAid,

we have completed a DE&I maturity index

review – an evidence based assessment of

our approach across the colleague lifecycle.

The findings form a key part of our People

Strategy to guide priorities and drive

progress in this important area.

05.

Build a more

Inclusive,

Diverse and

Engaged C&C

We remain committed to creating

a workplace where everyone

can thrive in a fair, inclusive and

supportive environment.

GOVERNANCE

We also became a founding partner of Drinks

United, a collaboration between the Wine &

Spirit Education Trust, the Wine and Spirit

Trade Association and The Drinks Trust aimed

at creating a safer, more inclusive and equitable

environment across the drinks industry.

Our two-year DE&I strategy, launched in

January 2024, is built around three priorities:

1. Champion gender diversity with an

ambition to achieve 30% representation of

women in senior leadership roles by 2026.

By the end of FY2026, over 40% of our senior

leaders were women, reflecting continued

progress in gender representation. We remain

committed to the FTSE Women Leaders Review

and are proud to have met or exceeded its

targets, achieving a top 30 FTSE 250 ranking

and seventh place within our sector. Diverse

hiring panels and gender balanced shortlists

continue to support this progress.

2. Increase employment opportunities

for people from underrepresented and

disadvantaged backgrounds.

Through the partnership we had with Big Issue

Recruit, throughout FY2026 we welcomed 10

colleagues into roles across our depot network

and customer service teams, supporting access

to sustainable employment for individuals facing

barriers to work.

3. Create opportunities for all employees to

fulfil their potential and take responsibility

for their careers.

In FY2026, 33 colleagues participated

in apprenticeship programmes across

People, Finance, Technology & Digital and

Project Management. Our Leading to Win

programme returned for aspiring people

managers. Colleagues based in Scotland and

Ireland completed an Institute of Leadership

Management qualification, joining our England-

based participants as part of a wider cohort to

encourage cross-functional collaboration.

Our core capability programme, Succeed,

supported around 350 colleagues and

delivered more than 7,000 hours of sales-

focused development, underpinning consistent

capability building across our sales organisation.

Sustainability Report continued

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Sustainability Report continued

Gender Pay Gap Reporting

In our 2025 Gender Pay Gap Report, we noted

that while our overall gender representation

remains broadly unchanged (UK: 26.4% female;

Republic of Ireland: 16.3% female), our Mean

and Median Gender Pay Gaps continue to be in

favour of female employees across both regions.

This indicates that, on average, women earn

more than men in our UK and Irish businesses,

consistent with trends observed in previous

years. As highlighted in our pay quartile analysis,

female representation in senior roles remains

proportionally higher than the overall proportion

of women in our workforce. These outcomes

continue to reflect the gender distribution

across our business areas, with male colleagues

more prevalent in Manufacturing, Distribution

and Sales, and a higher proportion of female

colleagues in Finance, HR and Marketing.

While our 2025 results are positive, we

recognise the need for continued progress

in improving female representation across

the Group.

We remain committed to strengthening our

female talent pipeline through gender balanced

shortlists, diverse hiring panels, and the use

of inclusive recruitment practices, while

also supporting retention and progression

through enhanced learning and development

opportunities, clear career pathways and

structured succession planning.

Continuous Employee Engagement

In FY2026 we implemented a dynamic and

flexible employee engagement platform and

launched our Elevate Engagement Survey in

November 2025. Colleagues provided highly

positive feedback on the survey’s simplicity,

question design, and ease of participation.

We achieved a strong, best in class response

rate and benchmarked our results against a

Manufacturing & Logistics peer group of 17 UK

and Ireland consumer-sector organisations of

similar size. From this, we identified four Group-

wide priority focus areas, with each function

developing its own localised action plans to

drive meaningful change.

Our Executive team hosted a series of monthly

Coffee Chat sessions, meeting colleagues across

functions and locations to discuss challenges

and opportunities. These sessions encouraged

open discussion, strengthened cross-functional

collaboration, and helped teams collectively

identify solutions. A Group-wide action tracker

ensures ongoing progress, with regular updates

shared with colleagues.

As part of our Employee Engagement Non-

Executive Directors programme, colleagues

across our sites in Glasgow, London,

Birmingham, Dublin and Clonmel attended

informal Employee Listening Sessions to

ensure that the employee voice is heard in the

Boardroom and employee feedback is used in

Board decision making.

In addition, two ‘Meet the Board’ sessions were

held in Bristol and Dublin during the year, giving

colleagues the opportunity to meet Board

members, ask questions and share feedback,

and find out about the Board’s priorities.

Whistleblowing with Confidence

At C&C, we work hard to foster a safe, inclusive

working environment. We have zero-tolerance

for all forms of bullying, harassment and

discrimination, and we want to ensure that

everyone has the ability to speak up about any

concerns they may have. We operate a ‘Speak

Up’ whistleblowing platform which is a simple,

safe and confidential online platform that

allows colleagues and third parties to raise any

concerns they may have about any potential

wrongdoing.

Human Rights

C&C is committed to doing business with

respect for human rights and to implementing

and enforcing effective systems and controls

to ensure that human rights are not being

breached.

These include commitments to:

• supply high quality products that are sourced

and manufactured in a fair, ethical and

environmentally responsible way;

• have a zero-tolerance approach towards

modern slavery and human trafficking within

our business, including our manufacturing

and supply chain; and

• encourage our colleagues to report any

concerns they may have, and require

management to act upon them.

The Group confirms that there were no

concerns raised in FY2026 regarding modern

slavery, child labour or human trafficking. A

copy of our Code of Conduct, Modern Slavery

Statement and Human Rights Policy are available

on our website www.candcgroupplc.com/

policies-and-terms/.

Anti-Bribery & Corruption

Our Code of Conduct and associated policies

apply to all colleagues in the Group equally.

They outline our zero-tolerance approach to

bribery and corruption and clearly set out our

expectations of our colleagues in relation to

this, so that it is clear to all colleagues what they

may or may not do as part of normal business

transactions, and they are written to ensure that

legitimate and honest business transactions can

be distinguished from improper and dishonest

transactions. Colleagues are required to

complete training on our Code of Conduct and

must confirm they have read and understood it.

During FY2026, no incidences of bribery or

corruption were uncovered across the Group.

A copy of our Code of Conduct is available on our

website www.candcgroupplc.com/policies-and-

terms/.

Female gender representation

in the UK

26.4%

Female gender representation

in the Republic of Ireland

16.3%

C&C Group plc Annual Report 2026

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Building Meaningful

Charity Partnerships

C&C Group is proud to be part of the

communities in which it operates, delivering

a range of initiatives that make a positive

difference.

The Big Issue Group

C&C Group has enjoyed a three-year

partnership with the Big Issue Group

(‘BIG’), aligning with our charitable agenda

across homelessness, addiction, mental

health, and poverty. The partnership has

supported lasting change for communities

and individuals while bringing value to both

partners through four established pillars:

06.

Collaborate

with

Government,

NGOs and

Industry

Programmes

C&C Group is committed

to the communities in which

it operates and undertakes a

range of initiatives that benefit

our local communities.

GOVERNANCE

Volunteering and Mentoring

BIG Challenge days provide opportunity for

immersive team building and for participants

to gain a deeper understanding of the life of a

Big Issue vendor and the difficulties they face.

Across three years, 45 C&C Group colleagues

have participated, most recently through our

Lead to Win programme in Glasgow and a

People Leadership Team event in London.

Sheltered Pitches

Hosting vendors as part of ‘Sheltered Pitches’

at our sites facilitates a safe and welcoming

environment to build a new customer base,

increase income and connect with colleagues.

We have worked with Big Issue’s teams in London,

Bristol, Birmingham and Glasgow to offer such

Sustainability Report continued

We would like to

sincerely thank

C&C Group for the

significant impact it has

driven by supporting

marginalised

candidates.”

Lara McCullagh

Group Executive Director

Big Issue Group

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Sustainability Report continued

opportunities. The sheltered pitch established

at our Wellpark site has been used by local

vendors whose sales have all benefitted hugely.

Big Issue Recruit

C&C Group has been a founding partner of

Big Issue Recruit, which supports people who

face barriers to employment into sustainable

work. Over the course of our partnership, 24

candidates have been recruited into C&C Group

roles in various sites, as well as the delivery of

train the trainer sessions and hiring manager

support in dealing with people with additional

needs.

Cause Related Marketing and

Colleague Fundraising

Colleagues have raised over £37,000 over

the three-year partnership through initiatives

including quizzes, raffles and walking events.

Other Charity Partnerships

C&C Group continues to support a range

of charitable organisations across the UK

and Ireland.

As part of brand campaigns, a significant amount

of funds have been donated to meaningful causes.

Tennent’s ‘TAPS ON’ initiative, as part of its

Braving the Summer campaign, highlighted the

importance of encouraging us to keep our ‘TAPS

ON’, even when it’s ‘TAPS AFF’ weather through

a range of limited-edition t-shirts designed

by Scottish comedians. £6,000 was raised for

Melanoma UK, a leading charity tackling the

sharp rise in skin cancer across the UK.

At Christmas, Tennent’s released Christmas

Crackers with jokes written by some

of Scotland’s and Northern Ireland’s top

comedians, with proceeds going to charities

tacking food poverty through the festive period,

Well-Fed Scotland and Larder>East in Northern

Ireland. Through food provision and community

engagement, this initiative ensured households

facing the toughest pressures were able to eat

well at Christmas, with £5,000 donated to

each charity.

In 2025, Matthew Clark again partnered

with PubAid and the All-Party Parliamentary

Beer Group to support the Community Pub

Hero Awards, recognising the critical role

that hospitality plays across the UK in helping

communities. Tennent’s has a longstanding

partnership with The Benevolent Society of

Scotland (‘The Ben’), which aids people of all

ages who have worked in the licensed trade

for at least three years full-time. Beneficiaries

receive annual financial assistance as well as

discretionary grants for emergency situations.

In addition, we support Best Bar None in

Scotland, a national accreditation and award

scheme for licensed premises. Participants are

given support and advice to improve the safety

of their employees, premises, and customers

and to adopt high management standards.

Trade Bodies

We maintain active trade memberships

across Great Britain and Ireland to champion

a responsible, innovative, and well-regulated

drinks industry. In Great Britain we are members

of the Scottish Grocers’ Federation, the Wine

and Spirit Trade Association, the Scottish

Hospitality Group, the National Association

of Cider Makers, the British Beer & Pub

Association, and the Portman Group.

In Ireland we are members of the Licensed

Vintners Association, the Vintners’ Federation

of Ireland, AICV (the European Cider and Fruit

Wine Association), the National Off-Licence

Association, the Irish Hotels Federation,

the Restaurants Association of Ireland, and

Hospitality Ulster.

These relationships provide tangible benefits for

our manufacturing and distribution operations:

a direct voice and opportunity to engage

on policy affecting our business – including

excise and duty, packaging and deposit return

schemes, and labelling.

Memberships provide access to industry data

and best practice on sustainability, safety and

compliance; collaboration on skills, standards

and training across production and logistics; and

stronger networks with retailers, wholesalers

and hospitality operators across On and Off-

Trade channels. Together, these memberships

support reliable supply, category growth and

innovation, while helping us advance responsible

consumption and a competitive market for

customers and consumers.

It is just so refreshing and inspiring to

see local institutions such as Tennent’s

come together with some of Scotland’s

brightest comics to support some of

Scotland’s most disadvantaged families

during such difficult times.”

Chris Gray

Managing Director, Well-Fed Scotland

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Financial Statements Additional InformationGovernance ReportStrategic Report

Task Force for Climate Related

Financial Disclosures (‘TCFD’)

1. Subject to FCA approval, C&C Group will ensure alignment to the UK Sustainability Reporting Standards (UK SRS) in Annual Report and Accounts.

Response to Climate Change

This constitutes the Group’s fourth disclosure aligned to the Task Force for Climate Related Financial Disclosures (‘TCFD’) Recommendations and Recommended Disclosures (‘TCFD Recommendations’).

In accordance with LR 9.8.6R(8), the Group is required to include a statement in this Annual Report and Financial Statements setting out whether the Group has included climate-related financial disclosures

consistent with the TCFD Recommendations. Climate-related financial disclosures in this Annual Report and Financial Statements are consistent with the TCFD Recommendations, except for the following:

• Formally embedding the climate-related risks and opportunities (‘CROs’) within our strategy and financial planning (Recommendations Strategy (b)).

• Identifying and monitoring metrics and targets aligned to the climate-related risks and opportunities that were identified as part of our scenario analysis (Recommendation Metrics & Targets (a) and (c)).

C&C Group is committed to continuing to improve our climate-related disclosures over the coming years in accordance with legislation

(1)

Table 1: Recommendations and Supporting Recommended Disclosures, TCFD Report (2017)

Disclosure Requirement

TCFD

disclosure

met

Page

Reference Actions Undertaken Next Steps

Governance

(a) Describe the Board’s oversight of climate-related risks and

opportunities.

Yes 41 to 42 • Additional reporting lines to the Sustainability

Committee established, specifically the Sustainability

Management Committee.

• The Board, Management and Functional level teams

undertook further training on ESG and climate change.

• Plan to deliver additional Board, Management

and Functional-level CRO training.

(b) Describe management’s role in assessing and managing

climate-related risks and opportunities.

Yes 41 to 42

Strategy

(a) Describe the climate-related risks and opportunities the

organisation has identified over the short, medium, and long term.

Yes 42 to 51 • Work cross-functionally to integrate results from the

detailed quantitative climate change risk assessment

and scenario analysis into strategy and financial

planning.

• Incorporated CROs into Risk, Procurement, and

Operational Board planning.

• Continue to actively monitor the changing

landscape of sustainability reporting

requirements, especially in relation to the

Corporate Sustainability Reporting Directive

(‘CSRD’).

• Continue to work towards our validated SBTi

targets, with re-validation concluded in FY2027.

(b) Describe the impact of climate-related risks and opportunities

on the organisation’s businesses, strategy, and financial planning.

Partially 42 to 51

into consideration different climate-related scenarios, including

a 2°C or lower scenario.

Yes 42 to 51

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Task Force for Climate Related Financial Disclosures continued

Disclosure Requirement

TCFD

disclosure

met

Page

Reference Actions Undertaken Next Steps

Risk Management

(a) Describe the organisation’s processes for identifying and

assessing climate-related risks.

Yes 42 to 43 • Climate risks form part of a bottom-up risk assessment

process that feeds into the Group Principal

Risk framework, of which ‘Climate Change and

Sustainability’ is a principal risk.

• There are several feeds into the principal risk

process including Supply Chain/Vendor risks, Double

Materiality Assessment (‘DMA’) and food quality/safety

horizon scans. During the year a central emerging risk

process governed by Group Risk was introduced.

• Principal Risks are reviewed at the Group Risk &

Compliance Committee and CROs at the Sustainability

Management Committee.

• Management and Functional level teams to

undertake training that will include climate risk

topics.

• Level 2 Business Unit functional risk process has

been introduced in FY2026 for full roll out in

FY2027 to augment the monitoring, review and

management of CROs and other risks.

(b) Describe the organisation’s processes for managing climate-

related risks.

Yes 42 to 43

climate-related risks are integrated into the organisation’s

overall risk management.

Yes 42 to 43

Metrics & Targets

(a) Disclose the metrics used by the organisation to assess climate-

related risks and opportunities in line with its strategy and risk

management process.

Partially 43 • Ongoing carbon reduction progress made in line with

the Group’s carbon reduction targets validated by

SBTi.

• Further assessed current metrics in relation to the

identified CROs.

• Evaluate and develop, where applicable,

additional metrics and targets to support us

in managing the identified climate-related

risks and opportunities. Upcoming legislative

requirements will guide further development.

• Achieve our SBTi objectives.

• Extend assurance over emission metrics to

include supplier engagement target for all

Scope 3 categories, in line with CSRD readiness.

(b) Disclose Scope 1, Scope 2, and, if appropriate, Scope 3

greenhouse gas (‘GHG’) emissions, and the related risks.

Yes 43

related risks and opportunities and performance against targets.

Partially 43

Governance

C&C’s Board of Directors has the ultimate responsibility for overseeing the Group’s climate-

related risks and opportunities and for ensuring that climate change matters are considered when

reviewing and guiding the Group’s strategy, including undertaking major plans of action and capital

expenditures. In line with our strategy, the Board will continue to receive ongoing training on climate

scenario analysis and strategic considerations in the context of CSRD.

Support on risk management is provided by the Audit Committee, the Risk and Compliance

Committee, the Group Risk team and the Internal Audit team. ‘Climate Change and Sustainability’

is identified as one of C&C Group’s Principal Risks. Further detail on C&C Group’s Risk Management

approach is referenced in Principal Risks and Uncertainties on pages 52 to 54.

Specific climate-related risks and opportunities are reviewed as part of the Sustainability

Management Committee. Using the outputs from our climate change quantitative scenario analysis,

we plan to further integrate climate change risks and opportunities into decisions regarding C&C’s

annual budgets, business plans and performance objectives (refer to the Strategy section below

which discusses how we are utilising the results of our quantitative scenario analysis for business

strategy and planning, for example). As part of our CSRD preparedness for FY2028, we are working

to further integrate the results of our on-going scenario analysis work. Board members attend

Sustainability Committee meetings and are therefore kept abreast of key climate developments,

such as the Group’s Transition Plan, CSRD readiness, and other regulatory reporting requirements

which are standing agenda items.

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Governance structure

C&C Board of Directors

Sustainability Committee

Group Executive Committee

Sustainability Management

Committee

The Sustainability Committee has delegated responsibility from C&C Group plc Board of Directors

over some elements of oversight of climate change.

Please see pages 98 to 101 for the Sustainability Committee Report which contains its

responsibilities and matters considered during the year. Recognising the importance of climate

change and sustainability matters for the Group, the Board receives an update from Sustainability

Committee Chair on key sustainability matters following each Sustainability Committee meeting.

Furthermore, C&C Group policy is to assign an Executive Committee owner for each Principal

Risk on the Group Principal Risk Register. Climate risks are continuously reviewed, reported and

monitored at a Principal Risk level and overseen by the Risk & Compliance Committee and at an

Executive level.

Please see below for more details about the Group’s Risk Management approach.

The Sustainability Management Committee (‘SMC’) oversees the embedding of ESG, including

climate change considerations, within C&C. The SMC directly reports to the Sustainability

Committee, providing regular updates and recommendations for strategic alignment.

The roles and responsibilities of the SMC are as follows:

• Take a materiality approach to define and implement sustainability policies and practices that

align with the Company’s overall strategy and industry best practices.

• Identify and assess sustainability risks and opportunities, providing recommendations to mitigate

risks and capitalise on opportunities.

• Monitor and report on the Company’s ESG performance against established goals and benchmarks.

• Engage with stakeholders, including Shareholders, employees, customers, suppliers,

and communities, to ensure a comprehensive understanding of sustainability concerns

and expectations.

• Regularly review and update the sustainability policy framework in response to evolving

regulatory stakeholder requirements.

• Establish and oversee initiatives aimed at reducing the environmental impact, promoting

diversity and inclusion, and ensuring ethical business conduct.

The SMC consists of cross-functional members representing key business areas, including but not

limited to sustainability, finance, supply chain, human resources, manufacturing, risk, and company

secretarial. The Chair of the SMC is the Chief Operating Officer who has oversight for sustainability

across the business.

The work of the management committees is supported a core working group including colleagues

from procurement, finance, operations, data, technology, and sustainability, focused on initiating

and overseeing projects related to sustainability matters and providing feedback on sustainability

initiatives to the Sustainability Management Committee.

Strategy

The Group has pledged to be a carbon-neutral business by 2050. We have grounded our emission

reduction targets in climate science through the Science Based Targets initiative (‘SBTi’). In FY2027.

C&C Group has committed to strengthen our SBTi target, moving from a well-below 2°C target to a

Paris-aligned 1.5°C target pathway.

Risk Management

In FY2021, Climate Change & Sustainability was identified as a Principal Risk for C&C. Therefore, the

identification, prioritisation, assessment, and management of our ‘Climate Change & Sustainability’

Principal Risk is carried out in a manner consistent with the Group’s other Principal Risks except for

the timeframe used.

C&C Group’s Risk Management framework is discussed in detail on pages 52 to 54. Given the

increasing focus on climate, in FY2022 we completed a detailed review on CROs as described

in the strategy section above, which were validated by the Sustainability Committee in FY2023

and are reviewed annually. The results of this assessment have been integrated into our Principal

Risk management framework. By embedding sustainability into risk management, C&C aligns its

sustainability efforts with overall business objectives, enhancing strategic decision-making and

ensuring compliance with regulatory requirements. For additional information regarding the

climate-related risks identified and our activities to mitigate these risks, please refer to page 59.

Task Force for Climate Related Financial Disclosures continued

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Climate change mitigation is a current and ongoing responsibility for the Sustainability Committee

as highlighted as part of the Governance section of this Report on pages 41 to 42. The owner of the

Climate Change & Sustainability risk reviews all the other Principal Risks on the Group’s risk register

to assess them under a sustainability and climate change lens, thus reflecting the commitment of

the Group in ensuring that sustainability and climate-related risks be considered and integrated

into the business in a holistic manner.

Metrics & Targets

The Board recognises the importance of ensuring that we monitor our performance with respect to

the CROs identified with tailored KPIs. To oversee our progress against our Group’s climate-related

goals and targets we have set climate-related KPIs in line with our sustainability strategy. These KPIs

have been selected to monitor our progress against our targets and to help us manage the identified

CROs. The existing metrics and targets are specifically aligned to decarbonising our own operations,

by reducing Scope 1 and 2 carbon emissions. The metrics adopted are monitored using a financial

control boundary, and were developed in alignment with international environmental frameworks,

namely CDP and SBTi, as well as with guidance provided by the GHG Protocol. In preparation for CSRD

readiness in FY2028, the Group is further developing additional metrics that are more tailored to the

identified CROs, following the output and the learnings from the quantitative scenario analysis process.

Carbon reduction progress made during FY2026 means we are on track in relation to the Group’s

Carbon reduction targets validated by SBTi. Further, the Group received limited assurance from EY

during FY2026 over the following metrics: our Scope 1 and 2 emissions, Scope 3 supplier engagement

and our water ratio. For further information on how our metrics currently map to the identified CROs

please see below. For more information on our performance and our historical progress around wider

sustainability matters please refer to the Sustainability Report on pages 24 to 39.

Our Approach to Identifying Climate-related Risks and Opportunities

In FY2023, we collaborated with external consultants to support us in carrying out a quantitative

scenario analysis on the climate-related risks and opportunities (‘CROs’) previously identified, to

further understand and to quantify the financial impact that CROs could have on the Group under

specific pathway modelling. The CROs disclosed are consistent with previous disclosures and have

not been materially changed in FY2026.

C&C Group will conduct an updated climate scenario analysis to review the materiality of the CROs

ahead of reporting under the Corporate Sustainability Reporting Directive (‘CSRD’) in FY2028. In

FY2027, the Board-level Sustainability Committee will review the current CROs and consider how

the business strategy may adapt to embed CROs under different scenarios.

Our Identified CROs

Please find below the CROs that are most relevant for the Group, which were determined based on

the methodology previously described.

Heat Map

Remote Unlikely Possible Likely Highly Likely

Minor Moderate Significant Major Intolerable

3 2 1

Transition Risk

1. Climate Change Levy/Carbon Tax

Physical Risk

2. Effects on ingredient production due to climate change

3. Water scarcity reduces availability of water for production

4. Floods disrupt production and distribution at Clonmel facility

5. Disruption to supply chain & distribution network due to extreme weather

Opportunity

6. Invest in low carbon intensity supply chains and distribution networks

7. Sustainable trends in consumer demand

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Table 2: Time frame for CROs

Time Frame Description

Short-term 1-3 years

Medium-term 3-10 years

Long-term 10+ years

TCFD CRO Category Time Horizon

Value Chain Impact and

divisional impact

Description of impact prior to any

mitigating activities being considered Management of risks and opportunities Link to relevant Metric(s) and Targets

1. Climate Change Levy/Carbon Tax

Transition risk –

policy & legal

Transition risk –

technology

Short-term Upstream, Production

& distribution

Branded

Wholesale

The Group’s primary production sites

are in geographical locations either with

a Carbon Tax (Ireland) or Carbon Levy

(UK). These costs are due to increase

substantially by 2030. Moreover, the

increased pricing of GHG emissions

means that the Group’s operational costs

will increase (e.g. fossil-fuel-based energy

use).

The Group will reduce carbon emissions in line with

the validated SBTi target.

The Group continues to explore avenues to invest

in low carbon intensity supply chains and in cleaner

technologies, for example, E-Boiler installation in

manufacturing and decarbonisation of the distribution

fleet.

The Board and management consider the impact of

proposed changing regulations (i.e., carbon tax) on

the Group and continuously monitor developments.

Scope 1, Scope 2 and Scope 3 emission

reduction targets. Scope 1 and Scope 2

reduction targets are linked to the Group’s

remuneration policy through the Long-Term

Incentive Plan (‘LTIP’).

2. Effects on ingredient production due to climate change

Physical risk –

chronic

Long-term Raw materials

Branded

Wholesale

Changes in precipitation patterns and

extreme variability in weather patterns

will adversely affect barley, maize,

wheat, malt, apple/apple juice, and wine

production therefore affecting the

Group’s supply chain and production

capabilities.

The Group has assessed the climate related risk to

each ingredient on an individual basis. The results

are incorporated into the supply chain strategy and

incorporated into the Principal Risk Management

approach.

Supplier engagement programme/Science

Based Target Scope 3 Engagement Target.

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TCFD CRO Category Time Horizon

Value Chain Impact and

divisional impact

Description of impact prior to any

mitigating activities being considered Management of risks and opportunities Link to relevant Metric(s) and Targets

3. Water scarcity reduces availability of water for production change

Physical risk –

chronic

Long-term Raw materials

& Production

Branded

Wholesale

Potential for long-term changes in

ground water levels due to reduced

precipitation may affect the availability

of water for production (The Group uses

water as both a product ingredient and

as a plant cleaning medium) and enhance

regulatory controls over seasonal water

extraction activities, disrupting The

Group’s production.

Wellpark and Clonmel have active water management

programmes. This includes an ongoing assessment

of the water scarcity risk to each production site.

Water scarcity is included in the Principal Risks.

In relation to raw materials, the Group extended its

assessment to collect more detailed responses to

water-related queries from suppliers using SEDEX.

The Group engages with suppliers on their water

management policies and establish if they have

conducted a risk assessment which covers climate-

related water stress.

The Group has a water efficiency target,

which is measured as hectolitres of water

extracted by the Group divided by

hectolitres produced by the Group.

Water usage in Wellpark and Clonmel

manufacturing facilities is monitored

daily. At the Clonmel facility, well levels are

monitored on a continuous basis – using

the SCADA (Industrial automation system).

Since FY2020 water usage has reduced by

40% attributed to a combination of lower

production volumes and water efficiency

projects, thereby mitigating this risk.

Targets to further manage this risk are

currently being considered by the Group in

preparation for CSRD alignment in FY2028.

4. Floods disrupt production and distribution at Clonmel facility

Physical risk –

acute

Long-term Production &

Distribution

Branded

Increased heavy precipitation

leading to floods in Clonmel facility.

The occurrence of flooding could also

cause damage to property and halt

production in these facilities, impacting

output and revenue.

As a significant employer in Tipperary in Ireland, the

Group will work with the local authorities to foresee

and mitigate any associated risk.

Flood risk is included in Group-wide site risk

assessments and business continuity planning.

The risk of operational disruption is called out in

the Principal Risk Management approach (Risk 12).

Metrics and targets to manage this risk are

currently being considered by the Group as

part of CSRD readiness.

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TCFD CRO Category Time Horizon

Value Chain Impact and

divisional impact

Description of impact prior to any

mitigating activities being considered Management of risks and opportunities Link to relevant Metric(s) and Targets

5. Disruption to supply chain & distribution network due to extreme weather

Physical risk –

acute

Long-term Upstream, Distribution

Branded

Wholesale

Distribution channels are exposed to

more extreme weather events leading to

financial losses through lost revenue due

to suppliers being unable to deliver goods

or the Group being unable to deliver

goods to customers.

The Group works with partners in the Supply

Chain engagement programme to review risks and

mitigations on a longer-term time horizon.

The Group will mitigate the operational impact of

extreme weather events through business continuity

plans, which will be tested regularly against the latest

IPCC scenarios.

The Group will mitigate the financial impact of such

events through business interruption insurance cover.

The risk of operational disruption is called out in the

Principal Risk Management approach (Risk 12).

Metrics and targets to manage this risk are

currently being considered by the Group as

part of CSRD readiness.

6. Invest in low carbon intensity supply chains and distribution networks

Transition

Opportunity

(Resource

Efficiency)

Long-term Distribution

Branded

Wholesale

Opportunity to mitigate the increase

in production, transportation, and

distribution cost due to the increase in

energy prices by transitioning to lower

carbon options. This could allow the

Group to lower costs with respect

to competitors.

The Group actively assesses low carbon distribution

options as the leading final mile delivery partner to the

on-trade in the UK and Ireland. The Group continues

to invest in alternative fuels (i.e., HVO) for more of the

distribution fleet and monitors the efficiency of eHGVs

within the fleet to consider opportunities to introduce

more eHGVs when feasible. The Group works with

partners in Supply Chain engagement programme to

help lower their carbon emissions from distribution.

The Group has a supplier engagement target linked to

validated science-based target for emissions reduction

in the supply chain.

The Group has a Scope 1 and Scope 2

reduction target validated by the SBTi.

The decarbonisation plan for the Group’s

own operations is focused on fleet

decarbonisation.

Additional metrics and targets to manage

this opportunity are currently being

considered by the Group in preparation for

CSRD readiness for reporting in FY2028.

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TCFD CRO Category Time Horizon

Value Chain Impact and

divisional impact

Description of impact prior to any

mitigating activities being considered Management of risks and opportunities Link to relevant Metric(s) and Targets

7. Sustainable trends meeting consumer preferences

Transition

Opportunity

(Resilience and

Market)

Short-term Sales & consumers

Branded

Strong corporate climate change

management enhances credibility

and strengthens relationships with

stakeholders leading to potential new

revenue opportunities. Additionally, given

that the Group’s production, distribution,

and crop sites are relatively close to each

other, this could have a positive impact

on carbon labelling and reputation as

consumers increasingly look for locally

sourced, low carbon products.

The Group will continue to utilise consumer insights

and external sources to develop/execute meaningful

brand sustainability campaigns.

Metrics and targets to manage this

opportunity are currently being considered

by the Group in preparation for CSRD

readiness for reporting in FY2028.

While the above represents the climate risks and opportunities that we have identified as being the most relevant to C&C, we continue to monitor the risks and consider emerging CROs as new climate

data and policies emerge. We expect this list to evolve over time. We also continue to actively monitor and respond to the changing landscape of sustainability reporting requirements to ensure that we

are meeting the reporting expectations of our key stakeholders including regulators, investors, and customers. The Corporate Sustainability Reporting Directive (‘CSRD’) will require the Group to report

on material sustainability impacts, risks and opportunities, including climate related matters. The Group will update the Double Materiality Assessment (‘DMA’) in line with CSRD requirements in FY2027;

the outputs of which will be considered from a strategic and risk management perspective in the coming period.

Transition Plan

The Group’s emission reduction targets are validated by the Science Based Targets initiative (SBTi), aligned to a well-below 2°C trajectory. C&C is committed to reducing absolute Scope 1 and Scope 2

GHG emissions by 35% by 2030 (vs FY2020 baseline). In addition, the Group has a target to reduce Scope 3 emissions by 25% (versus FY2020 base year) by 2030. To work towards achieving this target,

the Group has also committed that suppliers and customers making up 67% of Scope 3 emissions (Purchased Goods, Downstream Transport and Use of Sold Goods) will set science-based targets by the

end of 2026

(2)

. As mentioned above in the Strategy section, the Group is moving our SBT from a well-below 2°C target to a Paris-aligned 1.5°C target pathway, which will involve reevaluating our existing

targets and rebaselining our emissions.

The Group developed a transition plan to deliver on these targets that also considers the Net Zero commitments set by the jurisdictions in which we operate, as well as our own pledge to be carbon-neutral

business by 2050. The Executive Committee review the transition plan annually as part of planning cycle, and the progress towards it is now a standing agenda item for the Sustainability Committee.

The initiatives and projects to decarbonise are also reviewed annually. The transition plan is undergoing further updates and is under review in FY2027. The transition plan has been shaped by industry

specific guidance from the European Greens Brewers Association, the Zero Carbon Roadmap for Brewing developed by the BBPA (British Beer & Pub Association) as well as engagement with wholesaler’s

associations and providers of brewing manufacturing technologies and distribution technologies. We identified and analysed the viability of various projects to help us to achieve the 3-4% reduction in

carbon emissions required each year to meet our validated SBTi target by 2030.

In FY2026, C&C Group has achieved 43% reduction in Scope 1 and 2 (location-based) emissions (against a FY2020 baseline). C&C Group prioritises decarbonisation projects, which have multi-year carbon

2. This supplier engagement target is aligned to calendar year. Progress against this target will be reported in FY2027.

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reduction benefits. Long-term carbon reduction projects require continued operational investment

year-on-year, which C&C Group is committed to. The benefit of these projects produced a year-on-

year reduction in Scope 1 and 2 (location-based) CO

e of 11% in FY2026:

Decarbonisation projects implemented in FY2026

Hydrotreated vegetable oil (‘HVO’):

• Introduced to two additional depot sites (Boldon and Wetherby).

• C&C Group now has four key depot sites operating the fleet on 100% HVO, with plans to further

invest in this transition fuel to additional depots.

LED Lighting:

• Clonmel manufacturing site was fitted with LED lightning, with an estimated carbon savings

of 19 tCO

e in FY2026.

• In addition, approx. 2 tCO

e was saved in FY2026 by switching to LED lighting at the Runcorn

depot site.

Decarbonisation projects from previous financial years with multi-year carbon benefits:

• Ongoing operational investment into alternative fuel (‘HVO’) across FY2024 and FY2025

• Investment in an Anaerobic Digestion Heat Recovery system at Wellpark in FY2024

• Investment into a Boiler Energy Recovery system at Wellpark in FY2024

• Investment into spent grains air compressor at Wellpark in FY2024

• Investment into a Heat Pump at Clonmel in FY2024

• Operational investment into piloting electric HGVs into the distribution fleet in FY2023

Additional projects that are being considered as part of our carbon transition plan include

the following:

• Commitment to the installation of an E-Boiler at the Wellpark manufacturing site, which is

estimated to reduce the site’s carbon emissions by 53%

• Continue to transition more of the Group’s distribution fleet to HVO and monitor opportunities

to introduce more electric HGVs when feasible

• The electrification of heat for manufacturing process loads, and further heat recovery/heat

reuse opportunities

• HVO fuel tanks introduced to depot sites

• Transition of forklift trucks (‘FLTs’) fleet from LPG to electric (at lease renewal stage)

• Electrical infrastructure phased into depot network

Continuing into FY2027, the divestment of C&C Group’s fruit processing facility in Portugal and

acquisition of Drygate Brewery has influenced the scope of the transition plan targets from FY2026

onwards, with FY2020 baseline being recalculated to reflect this reduction in emissions.

While we believe significant work has been completed in the current period on our transition plan

and the progress against it, we also recognise that the plan will have to be further operationalised

going forward. The Group’s work to prepare for CSRD alignment will support with this ambition.

CROs Scenario Analysis Methodology

The following CROs were selected for quantitative scenario analysis during FY2023 and evaluated

across a range of scenarios to understand how they may evolve under certain hypothetical situations:

• Increased costs from a climate change levy/carbon tax.

• The reduction of water available for production due to water stress.

• Disruption of production and distribution at key facilities due to flood events and extreme weather.

• Effects of chronic climate change on ingredient production of five key crops (apples, barley,

sugar, wine grapes, and hops).

• Increased market opportunity for low carbon products due to sustainable trends in consumer

demand.

These CROs were selected for quantitative scenario analysis based on their assessed potential to

have a significant impact. This analysis has allowed us to understand and improve the resilience of

our business model and strategy to climate change. Several factors were considered during the

selection of scenarios for this quantitative analysis (as outlined in the table below). This analysis made

use of publicly available scenarios from the Intergovernmental Panel on Climate Change (‘IPCC’).

The range of scenarios was selected to consider the impacts of the selected CROs across the widest

range of outcomes, to best prepare for all eventualities. The scenarios are broadly aligned with

the qualitative analysis conducted in FY2022, however, to adhere with the latest science and IPCC

findings, a 1.5°C scenario was prioritised over the previously selected <2°C scenario.

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Climate scenarios selected for analysis

Warming trajectory by 2100 Data source Key assumptions, outputs, and sensitivities

1.5°C (Paris Ambition) IPCC SSP1

(3)

-1.9

(4)

• The financial analysis is based on the forecasted financial position up to FY2027. Climate risks and opportunities were assessed over the short, medium, and

long-time horizons based on this forecasted position.

• Analysis of acute physical risks is limited to our key distribution and manufacturing sites. The vulnerability of each of these sites is based on a typical

manufacturing or distribution facility.

• Analysis is based on existing sites, products, and market share.

• The results represent the gross risk position of our business strategy.

2.5°C (Stated Policy) IPCC SSP2-4.5

>4°C (No policy) IPCC SSP5-8.5

The relative impact of each of the CROs, without any current or future mitigating action, was considered under each of the scenarios. The results are presented in the table below and the quantitative

scenario analysis has not been changed in FY2026. Sustainability forms a core part of our strategy, and we will continue to focus on reducing our Scope 1, 2 and 3 emissions, thereby reducing our potential

exposure to increasing costs from direct or indirect carbon taxation and improving our position to capitalise on the market opportunity of low carbon products. In FY2026, the validity and appropriateness

of the current CROs have been assessed by the Sustainability Management Committee. In addition, the integration of the CROs into business strategy was considered by the Operational Board and the

Group Risk Management function in FY2026. The CROs will be reviewed in FY2027, and an updated scenario analysis will be conducted in line with CSRD reporting requirements in FY2028.

Impact scale

Low Risk Medium Risk High Risk

Potential Impact linked to Impact Scale

Scenario Assumptions Short Medium Long Summary of results

1. Climate Change Levy/Carbon Tax

1.5°C All countries apply an average carbon price

of $80/tCO

. This carbon price varies by

country and over time.

The application of a carbon tax to our Scope 1, 2 and 3 emissions may have the potential to result in a significant

cost to the business under the 2.5°C and 1.5°C scenarios. As our scope 3 emissions account for most of our

exposure, these costs are anticipated to be realised through indirect costs via our supply chain. The size of this

cost will depend on the extent to which suppliers reflect their own carbon tax expenditure within their prices and

the extent to which we ourselves are able to absorb this cost instead of passing the cost on to our customers.

To mitigate this risk, we are engaging with our suppliers, encouraging them to publish a CDP disclosure, and

share their full carbon footprint. We are also looking to reduce emissions from our own operations.

C&C Group’s approach to carbon pricing remains in development in FY2026.

2.5°C $40/tCO

is applied in all advanced

economies. This carbon price varies by

country and over time.

>4°C All carbon pricing is repealed ($2/tCO

3. SSPs – Shared Socio-economic Pathways outline different economic, social, and technological contexts, in the absence of further climate policy, which accompany the RCPs.

4. RCP – The IPCC’s Representative Concentration Pathways outline different greenhouse gas concentration trajectories. RCP 8.5 indicates that GHG concentrations will result in global temperatures warming by >4°C on average and therefore is associated with higher physical climate impacts.

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Potential Impact linked to Impact Scale

Scenario Assumptions Short Medium Long Summary of results

2. The reduction of water available for production due to water stress

1.5°C This analysis examined our own

manufacturing and distribution sites.

The vulnerability curve assumes ~4 days

disruption for offices and manufacturing

sites (for a severe water stress event)

and ~2 days disruption for warehouse/

distribution sites.

Water stress was examined for each of the priority sites. Overall, while the probability of this risk is expected

to increase under all scenarios between 2025-2050, even doubling in this time period under the >4°C scenario,

it is not estimated to result in a significant potential impact on revenue.

2.5°C

>4°C

3. Disruption of production and distribution at key facilities due to flooding

1.5°C This analysis examined our own

manufacturing and distribution sites.

The analysis examines both riverine and

coastal flood events. Flash floods, however,

are not included within this analysis. The

vulnerability curve assumes ~8 days

disruption for manufacturing sites, ~1 for

offices and ~7 for warehouse/distribution

sites (for a 0.5m flood).

Both coastal and riverine flooding were examined under this analysis. It was found that the risk of both coastal

and riverine flooding was found to increase over time for all scenarios, although it was not found to present a

significant risk to the overall business.

2.5°C

>4°C

4. Disruption of production and distribution at key facilities due to extreme weather events

1.5°C This analysis examined our own

manufacturing and distribution sites.

The vulnerability curve assumes ~0.1

days disruption for offices, ~1.1 days for

manufacturing sites and warehouse/

distribution sites (for a major temperate

windstorm).

Analysis is limited to the impacts of heatwaves and temperate windstorms at key distribution and manufacturing

sites. Heatwaves are expected to present a minimal risk, whereas temperate windstorms have the potential to

result in significant impacts in the form of asset damage and revenue disruption.

However, the baseline risk for windstorms is currently high. The potential financial impact of this risk under a

>4°C scenario, in terms of revenue disruption and property damage, is expected to increase by 6% between

2025 and 2050.

2.5°C

>4°C

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Potential Impact linked to Impact Scale

Scenario Assumptions Short Medium Long Summary of results

5. Effects of chronic climate change on ingredient production

1.5°C The optimal growing conditions for five

key crops were examined (apples, wine

grapes, barley, sugar beet, and hops)

for our sourcing locations for both our

distribution and own-branded products).

It was assumed that these products were

not substitutable.

Overall, wine grapes and sugar beet were found to be the most impacted crops with the greatest potential for

significant impacts expected in the longer term under the 2.5°C and >4°C scenarios. Conversely, under the

same scenarios, some crops, particularly those sourced locally, are estimated to experience a net increase in

yields. We will continue to monitor risk at key sourcing locations and use the outputs to inform procurement

decisions.

Where our sourcing locations may experience lower yields as a result of climate change, we may see an

increase in the cost of products purchased for distribution in these areas. Going forward we will monitor these

areas and factor this risk into our buying decisions.

2.5°C

>4°C

6. Increased market opportunity for low carbon products due to sustainable trends in consumer demand

1.5°C Rapidly growing demand for sustainable

products in all markets.

The market opportunity for low carbon products may be significant under a 2.5°C – 1.5°C scenario.

There is potential for a significant increase in revenue as consumer preferences shift towards low carbon

alternatives.

Further prioritising the production and distribution of low carbon products could also limit our exposure to

carbon taxes and their associated costs.

2.5°C Limited consumer demand for sustainable

products within both leading and emerging

markets.

>4°C Little consumer demand for sustainable

products.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Risk and Internal Control

The Board has overall responsibility for

the Group’s system of risk management

and internal control and for reviewing its

effectiveness. The Board is supported by the

Audit Committee, the Risk and Compliance

Committee, the Group Risk team and an

Internal Audit team in delivering on this

responsibility.

The Group has established a risk management

process to ensure effective and timely

identification, reporting and management

of risk events that could materially impact

the achievement of the Group’s strategic

objectives and financial targets. This involves

the Board considering the following: the nature

and extent of the Principal Risks facing the

Group; the likelihood of these risks occurring;

the impact on the Group should these risks

occur; and the actions being taken to manage

these risks to the desired appetite.

The Audit Committee oversees the

effectiveness of the risk management

procedures in place and the steps being taken

to mitigate the Group’s risks toward appetite.

Our approach to internal control and risk

management continues to evolve. The

Group Risk team continues to facilitate the

development of risk management processes

throughout the business.

Board

• Responsible for risk management and internal control

• Sets risk appetite

• Reviews and approves the risk profile

Assurance Provision

Supported by the Director of Risk & Internal Audit

Sustainability

Management Committee

H&S Management

Committee

Group Information

Management & Security

Committee

Audit Committee

• Reviews the effectiveness

of risk management and internal

control

• Approves the annual internal

and external audit plans

• Considers the results of internal

audit reviews

Risk & Compliance

Committee

• Reviews the Principal Risk profile

• Monitors the management

of key risks towards appetite

• Considers new and

emerging risks

• Reviews and monitors

compliance matters

Executive Management

• Responsible for the

implementation of the risk

management process and

the operation of the internal

control environment.

Principal Risks and Uncertainties

C&C Group plc Annual Report 2026

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Principal Risks and Uncertainties continued

Internal Controls and Risk Management

Our system of internal control is built on the pillars of The Tone from the Top, Risk Management, Control Activities, and Review and Assurance. These are more fully described below:

The Tone

from the Top

• A Code of Conduct, setting the tone from the top.

• A whistleblowing hotline to enable employee and third parties to speak up and raise concerns.

• Review, discussion and approval of the Group’s strategy by the Board.

• Defined organisational structures, authority limits and authorisation process for the operational and financial management of the Group and its businesses.

• Corporate policies for financial reporting, treasury and financial risk management, regulatory compliance, fraud, whistleblowing, health and safety, data protection, information

technology and security, people management, and corporate governance.

• Comprehensive training provided in person and through a learning management platform, covering compliance and operational topics.

• Review and approval by the Board of annual budgets for all business units, identifying key risks and opportunities.

• Regular financial review of business performance against budgets.

Risk

Management

• A Risk & Compliance Committee to coordinate senior management efforts in managing risk and compliance across the organisation.

• A risk identification and assessment process operating across the business to identify new and emerging risks and define and monitor the Principal Risk profile.

• A risk appetite framework and review process covering discrete levels to support the Board in setting the Group’s risk appetite.

• The Group Risk profile covers the Principal Risks faced by the business, their potential impact and likelihood of occurrence and the key controls or actions established to mitigate

these risks towards appetite.

Control

Activities

• Internal controls operating across strategic, financial, operational, technology, regulatory and people risks.

• A Group Accounting Manual and supporting financial control policies & procedures.

• A Controls team focused on helping the business to improve the strength of the control environment.

• Sustainability Management Committee, Group Information Management and Security Committee, H&S Management Committees providing oversight of risk and controls in their

respective areas of responsibility.

• Management validation and attestation of controls.

• A Steering Committee with oversight over the material controls improvement programme and preparations for compliance with Provision 29.

Review and

Assurance

• An internal audit function which reviews key business processes and tests key controls.

• Management actions to address control deficiencies identified during internal audit, risk management or controls assurance work.

• Review by senior management and the Audit Committee of internal audit findings, recommendations and follow up actions.

• Management self-attestation on controls effectiveness.

• The preparation and issue of financial reports, including consolidated annual financial statements which is managed by the Group Finance function, with oversight from

the Audit Committee.

C&C Group plc Annual Report 2026

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Principal Risks and Uncertainties continued

The Directors confirm that through the

activities of the Board and Audit Committee

they have reviewed and monitored the

effectiveness of the Group’s risk management

and internal control systems throughout the

reporting period. Board and Audit Committee

oversight had regard to all material controls,

including financial, operational, compliance

and reporting controls, that could affect the

Group’s business. The Directors continue to

monitor the effectiveness of risk management

and internal control to ensure the Group’s

internal controls are operating effectively.

Where areas for improvement have been

identified through controls assurance or

internal audit work, plans are in place to

ensure that necessary actions are taken,

and that progress is monitored.

The system of risk management and

internal control can only provide reasonable

and not absolute assurance against material

errors, losses, fraud or breaches of laws

and regulations.

Management of Risks and

Uncertainties

A process for identifying, evaluating and

managing significant risks faced by the Group,

in accordance with the UK Code of Corporate

In accordance with Provision 29 of the 2024 UK Corporate Governance Code, which becomes effective for

accounting periods beginning on or after 1 January 2026, the Board, supported by the Audit Committee,

has undertaken preparatory steps to ensure full compliance ahead of the effective date. This has included:

Governance and Oversight

• Established a cross-functional Steering

Committee reporting to the Audit Committee.

• Performed a gap analysis and updated risk and

control framework to align with FRC guidance.

• Defined material controls across financial,

operational, compliance and non-financial

reporting areas.

Controls documentation

• Developed a centralised controls register

with ownership, frequency, and evidence

requirements.

• Introduced a materiality threshold

for controls reporting.

Control Testing and Assurance

• Enhanced internal audit planning to focus

on material controls and their operating

effectiveness.

• Commenced testing programme

for material controls with further

plans in FY2027.

Training and Culture

• Delivered training sessions for control owners

and senior management.

• Progress towards embedding a controls

culture through leadership communications.

DISCLOSURE

Governance and the FRC Guidance on Risk

Management & Internal Control, has been in

place for the entire period and up to the date

the financial statements were approved.

The risks the Group is facing are reviewed and

challenged by the Audit Committee. A Risk &

Compliance Committee ensures that each of

the Group’s Principal Risks is assigned to an

executive owner who is responsible for ensuring

mitigating actions are sufficient to bring risks

to within the agreed risk appetite. The risk

management governance framework ensures

that these mitigations and internal controls are

embedded and operate effectively throughout

the organisation. The Audit Committee also

receives regular updates on risk management

and internal control effectiveness from the

Director of Risk & Internal Audit along with

agreed mitigating actions to resolve any

weaknesses identified.

Risk Appetite

C&C faces a broad range of risks some of which

can be significant, arising from its business

environment and operating model.

Successful performance for the business is

achieved by managing these risks through

intelligent decision-making and an effective

control environment that details the processes

and controls required to mitigate risk. The

Group’s risk appetite was reviewed by the

Board in May 2026. The risk appetite defines

acceptable levels of strategic, operational,

technology and regulatory risk, characterised

across three levels from Low to Moderate.

Principal Risks

During the year, the Audit Committee and the

Board carried out an assessment of the Principal

Risks facing the Group, including those that would

threaten its business model, future performance,

solvency or liquidity. The principal risks and

uncertainties set out on pages 55 to 61 represent

the principal uncertainties that the Board believes

may impact the Group’s ability to effectively deliver

its strategy and future performance.

These principal risks are incorporated into the

modelling activity performed to assess the

ability of the Group to continue in operation

and meet its liabilities as they fall due for the

purposes of the Viability Statement on pages 62

to 63. The business recognises that taking risks

is an inherent part of doing business and that

competitive advantage can be gained through

effectively managing risk. C&C continues to

evolve its risk management processes.

Emerging Risks

During the year, the Group’s oversight of

emerging risks was strengthened with a

consolidated view of the emerging risks facing

the business brought to the Risk and Compliance

Committee for consideration. It was determined

that the risks to monitor closely were: consumer

behaviour changes (such as the increased use of

weight loss drugs), supply chain vulnerability due

to geo-political instability and climate change,

artificial intelligence and increased regulation.

stability

C&C Group plc Annual Report 2026

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Principal Risks and Uncertainties continued

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Our business, financial results and operations

may be adversely affected by geopolitical,

macroeconomic, regulatory, tax changes or

sector instability and/or uncertainty.

Additionally, the Group faces credit risks driven

by economic factors such as inflation and interest

rate fluctuations, which could limit supplier

credit, adversely impact our trade loans and

customer credit management.

How We Manage the Risk

• The Board and management consider the

impact of proposed changing regulations

on the Group’s businesses, monitor

developments.

• Management engages with the UK, Irish

and Scottish governments to help ensure a

manageable outcome for our businesses.

• Group businesses are active members in

respected industry trade bodies.

• Annual business forecasting, budgeting and

management of actuals vs forecast enables

the business to identify trends and adapt

plans accordingly.

• Where appropriate, the Group mitigates

currency risk through interest rate and FX

hedging and structured financial contracts.

Commodities hedging is undertaken where

possible.

• Liquidity, working capital and credit

management.

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Failure to respond to changes in

customer preferences and changes in

Government regulations could have an

adverse impact on sales, profits and

cash flow within the Group.

How We Manage the Risk

• Development of own brand low/no alcohol

options.

• A programme of brand investment in each

of our markets to maintain and enhance

the relevance of its products in the market.

• Innovation across our branded product

portfolio to enhance our offering of niche

and premium products to satisfy changing

consumer requirements.

• Pursing continuous diversification and

strategic partnerships with third-party

brands.

• Analysis of data to look at consumer

and market trends.

• Engagement with trade bodies to ensure

any proposed changes to legislation and

restrictions are appropriate within the

industry.

01. Adverse Market Dynamics 02. Changing Consumer Behaviours

Risk level:

Low risk

Moderate risk

High risk

Movement: No change Increasing Decreasing

Risk Owner: Chief Executive Officer Risk Category: Strategic Risk Owner: Chief Marketing Officer Risk Category: Strategic

C&C Group plc Annual Report 2026

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Risk level:

Low risk

Moderate risk

High risk

Movement: No change Increasing Decreasing

Principal Risks and Uncertainties continued

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Reliance on legacy infrastructure and applications

within our IT estate present risk to the stability,

availability and performance of our IT systems.

Limitations in systems and inadequate IT

disaster recovery (DR) planning and testing

could impede our ability to respond effectively

to a major IT DR event should any of our critical

systems fail, potentially causing prolonged

disruptions to the business.

How We Manage the Risk

• Monitoring and alerting of availability of

critical technologies.

• Incident management teams are in place

24/7 to manage IT incidents.

• Critical IT technologies are either cloud-

hosted, hosted across two data centres

or at third-party provider locations with

fail-over protocols and security perimeters

in place for selective systems.

• Selective testing of IT DR/failover

arrangements is conducted to evaluate

their effectiveness.

• Regular back-ups performed according to

recommended standards and schedules.

• IT change management process is

embedded to assess risk of all changes to

technology including changes made by

third-party providers.

• Timely application of patch updates

to address vulnerabilities and improve

performance.

• Active management of operational and

technology risk registers to identify, mitigate

and escalate risks and vulnerabilities.

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

The potential for unauthorised access, use,

disclosure, disruption, modification, or

destruction of information. This risk can arise

from various sources, including cyber-attacks,

data breaches, insider threats, and other

inadequate security measures. The impact of

such risks can be significant, leading to financial

losses, reputational damage, regulatory

penalties, and operational disruptions.

How We Manage the Risk

• Operation of key controls to Cyber

Essentials PLUS certification standard:

change management, Design Authority,

Group Information Management Security

(‘GIMS’) Committee, policies and

procedures, KPIs/metrics.

• Implementation of a structured Info Sec

control framework in line with recognised

standards. NIST maturity assessment and

actions to address improvements.

• Management of core security controls

across networks, endpoints and applications

• Third-party Security Operation Centre

reviewing security logs.

• Annual internal and external penetration

testing.

• Robust Identity & Access Management

protocols with strong authentication.

• Active promotion of a security culture,

supported by awareness campaigns and

simulations.

• Security due diligence when onboarding

key suppliers.

• Resilient data backups to support business

continuity and data retrieval.

• Incident Management process to prepare

for, respond to, and recover from major

incidents or crises.

03. Failure of Critical IT Systems 04. Breach of Information Security

Risk Owner: Chief Technology Officer Risk Category: Technology

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Principal Risks and Uncertainties continued

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Failure to comply with legal or regulatory

requirements relating to data protection and

electronic privacy laws in the course of our

business activities results in regulatory action

including fines, complaints from individuals

(including customers, consumers, or employees),

additional operational costs to remediate issues,

or reputational damage.

How We Manage the Risk

• A Data Protection Officer who is available

to all employees to provide advice and

guidance on personal data queries, respond

to enquiries from data protection regulators

or individuals, and to monitor and report on

Group data protection compliance.

• Group Data Protection Policy and

supporting framework, processes and

documentation (including Data Protection

Impact Assessments, personal data incident

reporting, data rights request management,

data privacy notices, and a Register of

Processing Activities).

• A continuous improvement programme for

data protection, based on the expectations

set out in Information Commissioner’s

Office (‘ICO’) Accountability Framework.’

• Third-party supplier assurance process is

used to assess and mitigate any personal

data processing or any data security

risks posed.

• Monthly reporting of data protection key

risks and metrics to the Group Information

Management & Information Security

Committee.

• Employee training and awareness

programme to improve personal data

handling practices and understanding

of key processes such as personal data

incident reporting.

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

A health and safety related incident could

result in serious injury to the Group’s employees,

contractors, customers and visitors, which could

adversely affect our operations and result in

criminal prosecution, civil litigation and damage

to the reputation of the Group and its brands.

How We Manage the Risk

• A Health & Safety support function is in place,

working across all business areas to ensure

compliance within each business area.

• Group Health & Safety strategy has

been defined, and team of qualified and

experienced Health & Safety Practitioners

is in place.

• A Group Commitment Statement has been

communicated by the CEO and published on

the intranet ‘safety hub’.

• A Health & Safety training programme

covering a suite of Safe Operating Procedures

and key skills such as incident investigation,

risk assessment and contractor control.

• Injuries, near misses and hazards reported

and reviewed each week with Operations

teams and a more detailed monthly update

provided to the health and safety committee.

• Group performance reporting for all KPIs and/

metrics to drive continuous improvement.

• Leadership and management undertake

GEMBA Walks creating open dialogue

and collaboration on Safe behaviours with

colleagues.

• PAUSE for Safety behavioural initiative

focussed on personal safety and interventions.

• A functional assurance programme to assess

compliance with standards.

05. Breach of Data Protection Regulations 06. Major Health & Safety Event

Risk Owner: Chief Financial Officer Risk Category: Regulatory Risk Owner: Chief Executive Officer Risk Category: Operational

Risk level:

Low risk

Moderate risk

High risk

Movement: No change Increasing Decreasing

C&C Group plc Annual Report 2026

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Risk level:

Low risk

Moderate risk

High risk

Movement: No change Increasing Decreasing

Principal Risks and Uncertainties continued

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

The quality, safety, legality and authenticity

of our products is of critical importance and

any compromise across the Group’s activities

(including, joint ventures and acquisitions), or any

contamination – unintentional or malicious of raw

materials, could result in a recall of the Group’s

products, cause financial loss, damage to brand

image and civil or criminal liability.

How We Manage the Risk

• Quality control and analysis, detailed product

specifications and technical guidelines are in

place in our manufacturing sites.

• HACCP (Hazard analysis critical control

points), VACCP (Vulnerability analysis critical

control points) and TACCP (Threat analysis

critical control points) plans in place across

our manufacturing sites.

• Our manufacturing sites are externally

audited, and stress tested on an annual basis.

Clonmel and Wellpark have achieved AA+

British Retail Consortium accreditation.

• Group Technical continually monitors

quality standards and audit compliance with

technical guidelines.

• The Group also has quality agreements with

all raw material suppliers, setting out our

minimum acceptable standards. Any supplies

which do not meet the defined standards are

rejected and returned.

• Full product traceability in place for all

our products and periodic trial exercises

completed annually.

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Failure in Portfolio Management and Governance

arising from misaligned projects, poor resource

planning, weak governance, insufficient

accountability and poor delivery execution can

lead to a waste of financial resources and result

in a failure to achieve the strategic outcomes of

Transformation and Change initiatives.

How We Manage the Risk

• Robust governance over project delivery.

Projects are segmented, with roles/

responsibilities clearly defined.

• Regular project updates provided to

senior management and leadership, and

Key Project Indicators are tracked and

monitored.

• Project risks are assessed and reviewed

regularly, an action tracking process has

been established, and clear escalation paths

have been defined.

07. Failure in Product Quality & Safety 08. Failure to Deliver Change

& Simplification

Risk Owner: Chief Operating Officer Risk Category: Operational Risk Owner: Chief Executive Officer Risk Category: Strategic

C&C Group plc Annual Report 2026

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Principal Risks and Uncertainties continued

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Failure in Portfolio Management and Governance

arising from misaligned projects, poor resource

planning, weak governance, insufficient

accountability and poor delivery execution can

lead to a waste of financial resources and result

in a failure to achieve the strategic outcomes of

Transformation and Change initiatives.

Climate change may disrupt our operations

through water scarcity, raw material

unavailability, extreme weather events, and

tightening regulations. Our own environmental

impact – including energy use, transport

and manufacturing emissions, waste, water

consumption, and packaging – also expose us to

regulatory and reputational risk if not effectively

managed. Together, these factors could affect

supply continuity, costs, and brand reputation.

How We Manage the Risk

• Sustainability Governance includes the

operation of a Sustainability Management

Committee (‘SMC’) which reports to the

Executive Committee and Sustainability

Committee.

• Organisational-wide policies on Business

Conduct and Sustainability including Human

Rights, Modern Slavery and a Responsible

Marketing Code.

• Carbon emission Science-Based targets

have been approved by the Board and

validated by the Science-Based Target

initiative.

• Continued preparedness for reporting

obligations under CSRD.

• Sustainability and climate-related metrics

are included as part of the LTIP for Executive

Directors.

• Ongoing work to align to ISO 20400 for

sustainable procurement.

• Continued investment in initiatives for low-

carbon intensity supply chains, distribution

and cleaner technologies. See pages 26 to

29 for further detail on our sustainability

initiatives.

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

The Group’s operations are subject to extensive

regulation. Non-compliance with competition

law, the rules of the London Stock Exchange,

Financial Crime regulations, or breach of our

internal global policies and standards could result

in severe damage to our corporate reputation,

breach of obligations under banking covenants

and significant financial penalty.

How We Manage the Risk

• Legal and compliance functions that monitor

and plan for the impact of new legislation and

regulations and provide regular reporting to

the Board and updated documentation and

communication across the Group.

• The Group has refreshed its Code of

Conduct, which is approved by the Board

and supported by a wide range of policies,

including Modern Slavery, Anti-Bribery and

Corruption, Competition Law and Fraud.

• Suppliers are asked to confirm acceptance

of the C&C Code of Conduct (or equivalent)

as a requirement to work with C&C. The

Group undertakes compliance training

covering Whistleblowing, Competition

Law, Fraud, Modern Slavery and Anti-

Bribery & Corruption.

• Reviewed and updated Whistleblowing

policy and process.

09. Climate Change and Sustainability 10. Major Compliance Breach

Risk Owner: Chief Operating Officer Risk Category: Strategic Risk Owner: Chief Financial Officer Risk Category: Regulatory

Risk level:

Low risk

Moderate risk

High risk

Movement: No change Increasing Decreasing

C&C Group plc Annual Report 2026

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Risk level:

Low risk

Moderate risk

High risk

Movement: No change Increasing Decreasing

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Poor financial management, inadequate

accounting or poor financial control may

compromise the accuracy and reliability of data

used for internal reporting, decision-making,

external disclosures and expose the business

to increased fraud risk.

How We Manage the Risk

• A revised Group Accounting Manual outlining

material controls that operate across financial

processes.

• Centralised Financial Planning & Analysis

operates across the finance team.

• Month end close & consolidation controls

operate across all entities including

introduced automation.

• A financial controls improvement project

to standardise key financial controls across

business entities.

• Implementation of financial systems and

increased automation of control activities.

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

Circumstances such as the prolonged loss of a

production or storage facility, disruptions to its

supply chains and reduced supply/shortages of

raw materials may interrupt the supply of the

Group’s products, adversely impacting results

and reputation.

How We Manage the Risk

• Progressive implementation of a full

Business Continuity management system.

• Alignment to ISO 22301 principles and

standards.

• Enhancement of supplier risk management

processes to include resilience.

• Regular investment, maintenance and

inspection of production and distribution

sites including fire suppression systems,

security and backup power supplies.

• Ensuring that facilities meet all health,

- safety, and environmental regulations

to avoid shutdowns.

• Long-term or fixed-price supply agreements

with key suppliers.

• Strategic stock management.

• Regular reviews to identify potential risks

to production and distribution sites.

• Use of alternative C&C facilities (or third-

party facilities) in the event of a disruption

to a site.

11. Poor Financial Control 12. Poor Operational Resilience

Risk Owner: Chief Financial Officer Risk Category: Financial Risk Owner: Chief Operating Officer Risk Category: Operational

Principal Risks and Uncertainties continued

C&C Group plc Annual Report 2026

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Principal Risks and Uncertainties continued

Gross Risk: Net Risk:

Net Risk Movement YoY

Risk Description

People are the Group’s most important asset but

if not properly managed, can bring significant

risk and harm. The performance of the Group is

dependent on being able to attract and retain

a talented workforce having appropriate skills,

capabilities and experience in order to perform

their jobs appropriately.

How We Manage the Risk

• Employee engagement surveys are

conducted annually to review the culture of

the business and develop strategic actions.

• Assessment against Diversity, Equity &

Inclusion measures and targets – both

internal and external.

• Regular reporting of key risk indicators

together with root cause analysis to

understand and address the underlying

issues.

• Implementation of career framework to

build pathways and succession plans.

13. Failure to Attract & Retain Talent

Risk Owner: Chief People Officer Risk Category: People

Risk level:

Low risk

Moderate risk

High risk

Movement: No change Increasing Decreasing

C&C Group plc Annual Report 2026

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The Board has carried out a robust review of

the principal risks of the Group, identifying the

nature and potential impact of those risks on

the viability of the Group, together with the

likelihood of them materialising. This analysis

has then been used to carry out an assessment

of the Group’s long-term prospects in addition

Viability Statement

to an assessment of its ability to meet future

commitments and liabilities as they fall due.

Group’s strategic planning process

The Board considers annually a three-year,

bottom-up strategic plan and a more detailed

budget which is prepared for the following

year. Current-year business performance is

reforecast during the year. The most recent

financial plan was approved by the Board in

March 2026. The plan is reviewed and approved

by the Board, with involvement from the CEO,

CFO and the management team. Part of the

Board’s role is to consider the appropriateness

of key assumptions, considering the external

environment, business strategy and model.

Period of assessment

The Board has chosen a three-year period to

assess the Group’s viability. This was considered

appropriate by the Board as this is the time

period in which we believe our Principal Risks

tend to develop and is also in line with the

Group’s strategic planning horizon, is consistent

with the timescale for major investment projects

and is in line with the structure of long-term

management incentives.

Assessment of viability

The viability assessment started with the

available headroom as of 28 February 2026 and

considered the plans and projections assembled

as part of the forecasting cycle, which include

the Group’s cash flow, planned commitments,

required funding, and our views of the impact

of climate change. We also assumed that debt

refinancing will remain available in all plausible

market conditions.

The assessment process consisted of stress

testing the base case in the business plan for

the estimated impact of severe but plausible

scenarios for our Principal Risks on the three-

year plan, including the following:

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Viability Statement continued

• Adverse market dynamics and changing

customer behaviours: Our business,

financial results and operations may

be adversely affected by geopolitical,

macroeconomic, regulatory or sector

instability and/or uncertainty including

the current conflict in the Middle East. In

addition, failure to respond to changes

in customer preferences and changes in

Government regulations could have an

adverse impact on sales, profits and cash flow

within the Group.

• Failure of critical IT systems: The

accumulation of technical debt and reliance

on legacy infrastructure and applications

within our IT estate present significant risks

to the stability, availability and performance

of our IT systems. Limitations in systems

and a lack of historic IT Disaster Recovery

(‘DR’) planning and testing could impede our

ability to respond effectively to a major IT DR

event should any of our critical systems fail,

potentially causing prolonged disruptions to

the business.

• The potential for unauthorised access,

use, disclosure, disruption, modification,

or destruction of information. This risk

can arise from various sources, including

cyber-attacks, data breaches, insider

threats, and other inadequate security

measures. The impact of such risks can

be significant, leading to financial losses,

reputational damage, regulatory penalties,

and operational disruptions.

• Major health & safety event: A health and

safety related incident could result in serious

injury to the Group’s employees, contractors,

customers and visitors, which could adversely

affect our operations and result in criminal

prosecution, civil litigation and damage to the

reputation of the Group and its brands.

• Failure in product quality & safety: The

quality and safety of our products is of

critical importance and any failure in this

regard could result in a recall of the Group’s

products, damage to brand image and civil or

criminal liability.

In the event of one or more risks occurring which

have a particularly severe effect on the Group,

the assessment assumed that all appropriate

actions would be taken in a timely manner by

management to mitigate as far as possible the

impact of the risks. Potential mitigating actions

include constraining capital spending, seeking

additional funding and/or a number of other

adjustments to operations in the normal course

of business.

Conclusion

The Board assessed the prospects and viability

of the Group in accordance with Provision

31 of the 2024 UK Corporate Governance

Code, considering the Group’s strategy and

business model, and the Principal Risks to the

Group’s future performance, solvency, liquidity

and reputation. The assessment took into

account possible mitigating actions available to

management were any risk or combination of

risks to materialise.

At 28 February 2026, cash and cash equivalents

of €135.6m (see Note 24) together with

available headroom on the Group’s borrowing

facilities of up to €191.0m (see Note 20) and

options available to reduce cash outgoings over

the period considered, provide the Group with

sufficient positive headroom in all scenarios

tested.

The Board deemed the stress tests conducted

as part of the assessment of viability to be

adequate and therefore confirmed that it has

a reasonable expectation that the Group will

remain in operation and be able to meet its

liabilities as they fall due over the three-year

period to 28 February 2029.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

corporate

IN THIS SECTION:

Governance At a Glance 65

Board of Directors 67

Corporate Governance Report 70

Directors’ Report 84

Statement of Directors’ Responsibilities 90

Audit Committee Report 91

Sustainability Committee Report 98

Nomination Committee Report 102

Directors’ Remuneration Report 110

Outcider launch

governance

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Gender representation

as at 28 February 2026

60%

40%

Male

Female

Ethnic representation

as at 28 February 2026

80%

20%

White

Asian

Nationality

as at 28 February 2025

70%

10%

20%

British

Irish

Canadian

Governance

at a Glance

We firmly believe that good Corporate

Governance is essential to enable us

to act in the best interests of all of our

stakeholders and remains a top priority

for the Board.

The Group is committed to

the principles of the 2024 UK

Corporate Governance Code

(the ‘Code’), published by the

Financial Reporting Council

(the ‘FRC’), which sets out

standards of good practice

for listed companies such

as C&C Group.

Jill Caseberry

Vineet Bhalla

Ralph Findlay

Angela Bromfield

Sarah Newbitt

Chris Browne

Andrew Andrea

Feargal O’Rourke

Sanjay Nakra

Roger White

7 years

4 years 10 months

4 years

2 years 7 months

2 years 6 months

2 years 4 months

2 years

1 year 6 months

1 year 5 months

1 year 1 month

Board tenure

as at 28 February 2026

Activities during FY2026

• External Board and Committee

Performance Review undertaken.

• Adam Phillips appointed to the Board as

CFO on 13 April 2026.

• Continued return of capital to

Shareholders via dividend payments and

share buybacks.

• Work on the acquisition of Innis & Gunn

which completed post year-end on

6 March 2026.

Areas of Focus for FY2027

• Continue to monitor the Group’s

long-term succession and talent

development pipeline.

• Ongoing review of the Group’s strategy.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

UK Corporate Governance Code 2024

The Corporate Governance Report, which incorporates by

reference the Audit Committee, Sustainability Committee,

Nomination Committee and Directors’ Remuneration

Reports, together with the earlier presented Sustainability

Report, describes how the Company has complied with the

provisions of the Code. Further details on the Company’s

compliance with the Code during FY2026 can be found

below.

Provision from the Code

Board Leadership and Company Purpose Page 74

Division of Responsibilities Page 73

Composition, Succession and Evaluation Pages 81 to 82

Audit, Risk and Internal Control Pages 91 to 97

Remuneration Pages 110 to 128

Board Skills Matrix

as at 18 May 2026

Independence Governance Core Industry

Finance/

Audit & Risk

Manufacturing/

Supply Chain

Communications/

Marketing/

Customer

Service/Brands Strategy

UK and Ireland

Pubs Experience

M&A/

Capital

Markets

Digital/

Technology AI

Sustainability/

ESG

People Process

and Culture

Transformation H&S

Technical/

Engineering

Ralph Findlay

Roger White

Adam Phillips

Angela Bromfield

Chris Browne

Jill Caseberry

Sanjay Nakra

Sarah Newbitt

Feargal O’Rourke

Board appointments/resignations and meeting attendance

as at 28 February 2026. All Directors holding office at the time attended the 2025 AGM.

Director Date appointed/(date stepped down)

Number of scheduled

Board meetings attended

Number of unscheduled

Board meetings attended

Executive

Roger White 20 January 2025 7/7 1/1

Andrew Andrea

(1)

(13 March 2026) 7/7 1/1

Non-Executive

Ralph Findlay 1 March 2022 7/7 1/1

Angela Bromfield 13 July 2023 7/7 1/1

Chris Browne 2 October 2023 7/7 1/1

Jill Caseberry 6 February 2019 7/7 1/1

Sanjay Nakra 19 September 2024 7/7 1/1

Sarah Newbitt 31 August 2023 7/7 1/1

Feargal O’Rourke 15 August 2024 7/7 1/1

Vineet Bhalla

(2)

(28 February 2026) 7/ 7 1/1

1. Stepped down from the Board on 13 March 2026.

2. Stepped down from the Board on 28 February 2026.

Governance at a Glance continued

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Audit Committee

Nomination Committee

Remuneration Committee

Sustainability Committee Committee Chair

Board of

Directors

Our Board encompasses

individuals exhibiting a

diverse range of professional

backgrounds, skills and

experience (see the Board

skills matrix on page 66).

Such a Board composition enables

independent perspectives and constructive

discussion to be at the forefront of Board

decisions. These decisions are taken with

C&C Group’s long-term success at the

focus, enabling delivery of the strategic

pillars and the continual consideration

of the best interests of all stakeholders.

Ralph Findlay OBE

Non-Executive Chair

Roger White

Chief Executive Officer

Adam Phillips

Chief Financial Officer

Key strengths and experience that support strategy and long-term success

Ralph was appointed a Non-Executive Director of the

Company in March 2022, Chair on 7 July 2022, Executive

Chair on 19 May 2023, reverting to Non-Executive Chair

on 1 March 2024 before assuming the role of Executive

Chair and CEO on 6 June 2024. On 1 March 2025, Ralph

reverted to the Non-Executive Chair role.

Ralph, a Chartered Accountant and qualified member

of the Association of Corporate Treasurers, served as

Chief Executive Officer of Marston’s, the UK pub group,

for 20years. Ralph served on the Marston’s Board from

1996, having previously held the role of Finance Director

before being appointed Chief Executive Officer in 2001.

Ralph was appointed Non-Executive Chair of Vistry

Group plc in May 2022, having served as a Non-Executive

Director since 2015 and Senior Independent Director

from January 2020. He stepped down from Vistry Group

in May 2024. He also previously served as Chair of the

British Beer and Pub Association. Ralph was awarded

an OBE for services to the hospitality sector in 2023.

On 4 December 2025 Ralph was appointed as a Non-

Executive Director of Heart of Midlothian plc.

Ralph’s contribution is, and continues to be, important to

the Company’s long-term sustainable success.

Roger was appointed Chief Executive Officer in January

2025. Roger is an accomplished business leader with

over two decades of PLC Board experience and deep

expertise in the consumer goods and drinks sector. He

served as Chief Executive of A.G. BARR p.l.c., a FTSE250

multi-beverage business, from 2002 until May 2024.

During his tenure, Roger led significant business growth

and transformation, establishing A.G. BARR as a leading

player in the drinks industry.

Prior to his time at A.G. BARR, Roger held several senior

management positions at Rank Hovis McDougall Group

(RHM) from 1987 to 2002, where he played a pivotal role

in driving strategic initiatives and operational efficiency.

Roger is currently a Non-Executive Director of

Warburtons Ltd (2024 to present), Chair of Beatson

Cancer Charity and a Director of The Portman Group.

He previously served as Senior Independent Director of

Troy Income and Growth Trust plc (2014-2024) and as a

Non-Executive Director of William Jackson Food Group

(2019-2024).

Roger brings significant brand, sales and operating

experience which is highly relevant to the challenges

faced and opportunities available to the Company.

Adam was appointed Chief Financial Officer in April 2026.

Adam served as Chief Financial Officer at Headlam plc

since March 2023. Prior to this, he was Group Financial

Controller at Mobico Group plc, (previously National

Express), a FTSE 250 multinational transport provider,

from 2019 to 2023. Adam’s earlier experience includes

several senior financial roles at Halfords Group plc,

including Group Strategy and Investor Relations Director,

where he spent six years, as well as a period at Molson

Coors Brewing Company.

Adam qualified as a Chartered Accountant in 2005 having

trained with KPMG and is a Fellow of the Institute of

Chartered Accountants in England and Wales.

External public company appointments

Non-Executive Director of Heart of Midlothian plc. None. None.

BOARD INDUCTION

PROCESS: PAGE 81

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Audit Committee

Nomination Committee

Remuneration Committee

Sustainability Committee Committee Chair

Angela Bromfield

Independent Non-Executive Director

Chris Browne OBE

Senior Independent Non-Executive Director

Employee Engagement Non-Executive Director

Jill Caseberry

RA S

Independent Non-Executive Director

Key strengths and experience that support strategy and long-term success

Angela was appointed a Non-Executive Director of the Company and Chair of the

Remuneration Committee in July 2023. Angela is an experienced Non-Executive

Director and business strategist, with a broad-based international career in

manufacturing, distribution, construction and infrastructure that includes

P&L leadership experience.

Angela currently serves on the Board of Directors of Harworth Group plc

and Marshalls plc. Throughout her career, with the likes of Premier Farnell,

Anglo American and later, Morgan Sindall plc, as Strategy, Marketing and

Communications Director, Angela has been at the heart of significant

transformation programmes which have put the customer first and

driven growth and profitability.

Chris was appointed a Non-Executive Director of the Company in October 2023,

Non-Executive Director Employee Engagement in December 2023 and as

Senior Independent Non-Executive Director in February 2024. Chris currently

serves on the Board of Directors of Kier Group plc and AGS Airports Limited

and previously served as a Non-Executive Director of Vistry Group plc and

Constellium SE (NYSE).

She has held a number of senior leadership and executive roles within the

aviation and travel industries. Chris first served as Managing Director of First

Choice Airways, which included overseeing a customer-focused transformation

programme. She subsequently directed and managed a successful merger

with Thomson Airways before being appointed to execute a similar project for

parent company, TUI Group plc. In 2016, Chris joined EasyJet plc and served

as Chief Operating Officer until 2019.

Chris brings vast experience managing complex consumer-facing operations

to C&C. She has received a Doctor of Science (Honorary) for Leadership in

Management from the University of Ulster, a Doctor of Science (Honorary)

in recognition of her outstanding contribution to the Aviation Travel Industry

from Cranfield University and a Doctor of Science in Economics (Honorary)

from the Queen’s University of Belfast. Chris was awarded an OBE in 2013

for services to aviation.

Jill was appointed a Non-Executive Director of the Company in February 2019.

During her executive career Jill gained extensive sales, marketing and general

management experience across a number of blue-chip companies, including

Mars, PepsiCo and Premier Foods. She also founded a soft drink company and

established a sales and marketing consultancy.

Jill is Senior Independent Director, Chair of the Remuneration Committee and

member of the Audit, ESG and Nomination Committees of St. Austell Brewery

Company Limited and also currently serves on the Board of Directors of Halfords

plc and Bellway plc. Jill previously served as a Non-Executive Director of Bakkavor

plc and Northgate plc. Jill brings considerable experience of brand management

and marketing to the Board.

External public company appointments

Senior Independent Non-Executive Director, Chair of the Remuneration

Committee and Member of the Nomination Committee of Harworth Group plc.

Chair of the Remuneration Committee, Member of the Audit, ESG and

Nomination Committees and Designated Non-Executive Director for

employee engagement of Marshalls plc.

Senior Independent Non-Executive Director and Member of the ESG,

Nomination, Remuneration and Risk Management and Audit Committees

of Kier Group plc.

Senior Independent Non-Executive Director, Chair of the Remuneration

Committee and Member of the Audit, Nomination and ESG Committees of

Halfords plc.

Chair of the Remuneration Committee and Member of the Audit and Nomination

Committees of Bellway plc.

Board of Directors continued

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Board of Directors continued

Sanjay Nakra

Independent Non-Executive Director

Sarah Newbitt

Independent Non-Executive Director

Employee Engagement Non-Executive Director

Feargal O’Rourke

Independent Non-Executive Director

Gillian Kyle

Company Secretary

Key strengths and experience that support strategy and long-term success

Sanjay was appointed a Non-Executive Director of the

Company in September 2024. Sanjay is a senior corporate

finance leader with over two decades of investment

banking experience in Europe, the US, and Canada.

He held progressively senior roles including Managing

Director and Co-Group Head, Diversified Industries for

TD Securities. He also served as Managing Director and

Group Head, Technology and Infrastructure, Investment

Banking at TD Securities.

He currently serves on the Board of Directors of Algoma

Steel Inc., and Canadian General Investments, Limited. In

addition, Sanjay is the Vice Chair of the Board of Directors

and Co-Chair of Women Centre Stage of Soulpepper

Theatre Company and Co-Chair of the University Health

Network (UHN) Annual Gala: Diwali – A Night to Shine.

Sanjay brings international corporate and capital markets

expertise to the Board.

Sarah was appointed a Non-Executive Director of the

Company in August 2023 and Non-Executive Director

Employee Engagement in December 2023. Sarah is

Chair of the Sustainability Committee. Sarah is also a

Non-Executive Director of Campden BRI and previously

served as a Non-executive Director of High Value

Manufacturing Catapult.

The majority of Sarah’s executive career has been spent

with Unilever, one of the world’s largest consumer goods

companies. Over the course of 25 years in Unilever,

Sarah held various international roles across operations

and general management and gained substantial

M&A integration experience. Her final role was as Vice

President Supply Chain of Unilever UK & Ireland, a £2bn

turnover business employing over 6,000 people. Sarah

brings significant consumer goods sector insight and

manufacturing and supply chain experience to the Board,

together with expertise in developing and implementing

sustainability strategies. Sarah is a Chartered Engineer,

who studied Engineering at Oxford University and also

holds a Professional Certificate in Coaching from

Henley Business School.

Feargal was appointed a Non-Executive Director of

the Company in August 2024 and Chair of the Audit

Committee in January 2025. Feargal retired from

professional services firm PwC in October 2023 where he

had worked in a variety of roles over a 37-year career with

the firm. He served as the PwC Managing Partner (CEO)

in Ireland for his last eight years. During his career at PwC,

he advised Irish and international companies on a broad

range of financial issues including investment, financing

and business structuring. He also led the PwC tax practice

and was heavily involved in the OECD BEPS process with

companies, officials, governmental bodies and the OECD.

In January 2024, he was appointed by Ireland’s Minister

for Enterprise, Trade and Employment as Chair of IDA

Ireland, the semi-state body that promotes foreign direct

investment into Ireland. He is also Chair of the Institute

of International and European Affairs, the Irish based

international think tank, and a board member of Irish

private companies.

Feargal is a graduate of University College Dublin,

a Fellow of Chartered Accountants Ireland and a

Fellow of the Irish Tax Institute.

Gillian joined the Group in September 2023 as

Deputy Company Secretary and was appointed

as Company Secretary on 11 July 2025, at the

close of the 2025 AGM.

Gillian is a Fellow of the Corporate Governance

Institute and qualified as a governance

professional in 2000. Gillian was Deputy Company

Secretary of The Weir Group plc and held similar

roles in Aggreko plc and Scottish Power plc.

External public company appointments

Member of the Nominating and Corporate Governance

and the Human Resources and Compensation

Committees of Algoma Steel Inc. Member of the Audit,

Corporate Governance and Independent Directors

Committees for Canadian General Investments, Limited.

None. None.

Audit Committee

Nomination Committee

Remuneration Committee

Sustainability Committee Committee Chair

Outgoing Directors

and Officers

Andrew Andrea stepped down from

the Board and as Chief Financial &

Transformation Officer on 13 March 2026.

Vineet Bhalla stepped down as a Non-

Executive Director on 28 February 2026,

to focus on his executive role at Cancer

Research UK. Vineet was appointed to

the Board in April 2021.

Mark Chilton stepped down as Company

Secretary and Group General Counsel at

the close of the 2025 AGM on 11 July 2025.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Board Composition and Succession

A number of changes to our Board composition have been announced during

the year. In September 2025, it was announced that Andrew Andrea would be

stepping down as Chief Financial & Transformation Officer and Board Director.

Andrew remained in post until 13 March 2026 and during his tenure, he played

a significant role in the stabilisation and improvement of the business.

Following a thorough independent search and selection process, overseen by

the Nomination Committee, we welcomed Adam Phillips as Chief Financial Officer

and Executive Director of the Board on 13 April 2026.

Adam’s extensive induction is an ongoing. He has visited our numerous operational

sites and over the coming months will continue to have an opportunity to meet

more colleagues in person. Adam’s highly relevant skill set will further strengthen

the capabilities of the leadership team.

Corporate

Governance Report

Dear Shareholder,

On behalf of the Board, I am pleased to present

the Corporate Governance Report for the

financial year ended 28 February 2026.

RALPH FINDLAY, CHAIR

Percentage of women

on Board

40%

as at 28 February 2026,

44% as at 18 May 2026

Number of women

in Senior Board positions

as at 28 February 2026,

1 as at 18 May 2026

Number of Board members from ethnic minority background

as at 28 February 2026,

1 as at 18 May 2026

Ethnicity

Board Diversity

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Corporate Governance Report continued

Regarding Non-Executive Directors serving

on the Board, Vineet Bhalla stepped down on

28 February 2026. Vineet had almost a five-year

tenure and provided both valuable contribution

and support to the Board during this time.

Further details on our Executive recruitment

process and the inductions given to new Board

members can be found on pages 81 to 82. The

biographies for all Board members can also be

reviewed on pages 67 to 69.

Finally, as announced in January 2025, Mark

Chilton retired from his position as Company

Secretary and Group General Counsel at the end

of August 2025. Gillian Kyle was appointed to the

role of Company Secretary with effect from the

close of the 2025 AGM. Further information on

Gillian’s biography can be found on page 69.

Stakeholders

We have sought to balance the needs of our

numerous stakeholders throughout the year,

be they employees, communities, consumers,

customers, suppliers, Shareholders or

regulators, while taking steps to secure the

Group’s longer-term success.

There has been a continued dialogue with all of

the main stakeholder groups, and on behalf of

the Board, I would like to take this opportunity

to thank them all for their partnership during

this period. Working together has been vital

and will continue to be so as we seek to deliver

the Group’s strategic, financial and sustainability

ambitions.

Details of the methods we have used to engage

with stakeholders to understand their views can

be found on pages 75 to 76. A statement on how

the Directors have had regard to the matters set

out in section 172 of the Companies Act 2006

can be found on page 75.

Board Performance Review

It is very important that the performance of the

Board, its Committees and individual Directors

is rigorously reviewed. In accordance with our

three-year cycle, an external Board Performance

Review was conducted. The results were

encouraging, and I am pleased to report that

key areas of Board strength continue to be the

strong cohesion among its members, a balanced

mix of experience, skills, and knowledge, and

Board meetings conducted in an atmosphere

of openness and collaboration, which is

encouraged by the Chair.

Leveraging on our strengths, we want to ensure

that we work as effectively as possible. There

are a couple of areas of continued improvement

that will form part of the Board’s action plan for

F Y2027.

Our progress against last year’s areas of focus,

as well as the outcome of this year’s review can

be found on pages 79 to 80.

As a Board, our commitment is to maintain the

highest standards of Corporate Governance

across the Group and continue to promote and

enhance the inclusive culture we are building at

C&C; and a culture which fosters an open and

transparent environment where any concerns

may be raised with the confidence they will be

addressed without retribution.

I would like to thank my Board colleagues and

the Group Executive Committee for their

support, as well as for their continued leadership

as we continue to build a business which delivers

on the interests of all our stakeholders and

the communities and wider society in which

we operate.

I encourage all stakeholders to take every

opportunity presented to engage with the

Company and I would welcome you to attend,

and in any case vote at, the forthcoming

Annual General Meeting on 10 July 2026.

Ralph Findlay

Chair

Group Executive Committee

C&C Group plc Board of Directors

Chief Executive Officer

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Governance Framework

Board Committees

Nomination Committee

• Reviews the Board’s

structure and composition

against the Group’s

strategic priorities.

• Responsible for Board

recruitment and succession

planning.

Audit Committee

• Supports the Board in

its financial reporting

responsibilities and

assesses the integrity of

financial statements.

• Oversees the effectiveness

of internal controls and risk

management framework.

Remuneration Committee

• Responsible for

determining the

remuneration framework

for the Chair, Executive

Directors and Company

Secretary.

• Oversees major changes

in the employee benefit

structure.

Sustainability Committee

• Responsible for

sustainability and climate

change issues.

• Defines the Group’s

Sustainability strategy and

reviews the policies in place

to ensure this is achieved.

Disclosure Committee

• Assists with the decision

making on the assessment,

identification, handling

and disclosure of inside

information and compliance

with UK Market Abuse

Regulation and the FCA’s

UK Listing Rules and

Disclosure Guidance and

Transparency Rules.

Management Committees

Health & Safety Management

Committee

Group Information Management

& Security Committee

Risk & Compliance Committee

Sustainability Management

Committee

Board Committees

The Board has established four principal Committees; Nomination Committee, Audit Committee, Remuneration Committee and Sustainability Committee to oversee and debate relevant issues and

policies outside main Board meetings. Throughout the year, the Chair of each Committee provides the Board with a summary of key issues considered at the Committee meetings. Board Committees

are authorised to make enquiries of the Executive Directors and senior management across the Group as they feel appropriate and to engage the services of external advisers as they deem necessary

in the furtherance of their duties at the Company’s expense. During FY2026, the Board also established a Disclosure Committee which is responsible for overseeing the disclosure of information required

in order for the Company to meet its regulatory obligations.

Terms of Reference for all Board Committees are available at www.candcgroupplc.com/corporate-governance/committees/.

Corporate Governance Report continued

C&C Group plc Annual Report 2026

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Corporate Governance Report continued

Division of Responsibilities

It is the Company’s policy that the roles of the Chair and CEO are separate, with their roles and responsibilities clearly defined, set out in writing and available

on our website at www.candcgroupplc.com/policies-and-terms/corporate-governance-documents.

Chair

Ralph Findlay

The Chair is responsible for the leadership of the Board and

ensuring effectiveness in all aspects of its role. The Chair is

responsible for ensuring, through the Company Secretary that

Directors receive accurate, timely and clear information. He is

responsible for setting the Board’s agenda and ensuring adequate

time is available for Board discussion and to enable informed

decision-making. He is responsible for promoting a culture of

openness and debate by encouraging and facilitating the effective

contribution of all Non-Executive Directors and constructive

relations between Executive and Non-Executive Directors. The

Chair ensures high standards of Corporate Governance and

ethical behaviour and oversees the culture of the Group.

Chief Financial

Officer

Adam Phillips

The CFO is responsible for

the Group’s financial strategy

and execution alongside

leading its transformation

programme, in accordance

with authority delegated

by the Board and, together

with the CEO, leads the

relationship with institutional

Shareholders.

Senior Independent Director

Chris Browne

The Senior Independent Non-Executive Director, in addition to

her role and responsibilities as an Independent Non-Executive

Director and Employee Engagement Non-Executive Director,

is available to Shareholders where concerns have not been

resolved through the normal channels of communication and

for when such contact would be inappropriate. Chris acts as a

sounding board for the Chair and acts as an intermediary for

the Directors when necessary. She is responsible for annually

evaluating the performance of the Chair in consultation with the

other Non-Executive Directors.

Company Secretary

Gillian Kyle

The Company Secretary supports the Chair, CEO and the Board

Committee Chairs in setting Agendas for meetings of the Board and

its Committees. Gillian is available to all Directors for advice and support.

She is responsible for information flows to and from the Board and the

Board Committees and between Directors and senior management.

In addition, she supports the Chair in respect of training and the

Board and Committee Performance Reviews. She also advises the

Board on regulatory compliance and Corporate Governance matters.

She is Secretary to the Board, Nomination, Audit and Remuneration

Committees.

Employee Engagement

Non-Executive Directors

Chris Browne and Sarah Newbitt

Chris Browne and Sarah Newbitt have been designated the

Non-Executive Directors responsible for gathering the views of

our workforce. This is achieved by:

• Attendance at key employee and business events, including

property launches.

• Reviewing messages received through the ‘Speak Up’ system

from the Group’s employees.

• Monitoring the effectiveness of engagement programmes

established for employees.

• Monitoring the outcome of employee surveys and providing

input on their design.

Non-Executive Directors

Angela Bromfield, Chris Browne,

Jill Caseberry, Sanjay Nakra, Sarah Newbitt

and Feargal O’Rourke

The Non-Executive Directors provide an external perspective, sound

judgement and objectivity to the Board’s deliberations and decision-

making. With their diverse range of skills and expertise, they support

and constructively challenge the Executive Directors and monitor and

scrutinise the Group’s performance against agreed goals and objectives.

The Non-Executive Directors together with the Chair meet regularly

without any Executive Directors being present. The Non-Executive

Directors provide a conduit from the workforce to the Board for workforce

engagement and have sufficient time to meet their Board responsibilities.

Chief Executive

Officer

Roger White

The CEO is responsible

for the leadership and

day-to-day management

of the Group. This

includes formulating and

recommending the Group’s

strategy for Board approval

in addition to executing the

approved strategy.

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Board Leadership

and Company Purpose

Role of the Board

The Group is led by the Board of Directors

(‘the Board’) and chaired by Ralph Findlay.

The core responsibility of the Board is to ensure

the Group is appropriately managed to achieve

its long-term objectives, generating value for

Shareholders and contributing to wider society.

The Board’s objective is to do this in a way that is

supported by the right culture and behaviours.

The Board has adopted a formal schedule of

matters specifically reserved for decision by it,

thus ensuring that it exercises control over

appropriate strategic, financial, operational

and regulatory issues. The Matters Reserved

to the Board for approval can be found at www.

candcgroupplc.com/corporate-governance/

board-of-directors/matters-reserved-for-the-

board/.

Matters not specifically reserved for the

Board and its Committees under its schedule

of matters and the Committees’ Terms of

Reference, or for Shareholders in general

meeting, are delegated to members of the

Group Executive Committee.

The balance of skills, background and diversity

of the Board contributes to the effective

leadership of the business and the development

of strategy. The Board’s composition is

central to ensuring all Directors contribute

to discussions. As a means to foster challenge

and Director engagement, led by the Senior

Independent Director, the Non-Executive

Directors meet without the Chair present at

least annually. Likewise, the Chair holds meetings

with the Non-Executive Directors without the

Executives present. In each of these settings,

there is a collaborative atmosphere that also

lends itself to the appropriate level of scrutiny,

discussion and challenge.

The Board recognises the importance of a

strong corporate culture and the role it plays

in delivering the long-term success of the

Company. C&C colleagues want to work for a

company that values them and allows them to

be themselves and to thrive both personally

and professionally. The Board, Group Executive

Committee and Senior Leadership Team (‘SLT’),

strive to create a positive culture at C&C,

providing colleagues with the opportunity to

grow, and develop in an inclusive environment.

A strong culture also ensures that individuals

have the confidence to speak up where they

have concerns in the knowledge that those

concerns will be heard and responded to.

To create the right culture, it is important that

colleagues live and breathe C&C’s values, and

this starts with our leadership team. The Board

sets the tone from the top to demonstrate

and promote these values, which are a critical

element to creating a working environment so

everyone can thrive. The Board uses a variety of

mechanisms, cultural indicators and reporting

lines to monitor the culture, listen to colleagues

and act on what they say. The table on page 75

highlights some of those indicators.

As a result of these procedures, the Non-

Executive Directors believe that they are aware of

Shareholders’ views across a range of topics that

are material to C&C. In addition, Chris Browne,

the Senior Independent Non-Executive Director,

and the Committee Chairs are available to meet

with major Shareholders. Arrangements can

also be made through the Company Secretary

for major Shareholders to meet with newly

appointed Directors.

The Group maintains a website at

www.candcgroupplc.com/ which is regularly

updated and contains information about the

Group.

Our Purpose

To play a role in every drinking

occasion, delivering joy to our

customers and consumers with

remarkable brands and service.

Information on our strategy is set out

on pages 11 and 13.

Our Culture

C&C has an open, humble, respectful,

but competitive culture, underpinned

by certain values and behaviours,

namely:

Our Values

• We respect people and the planet.

• We bring joy to life.

• Quality is at our core.

Our Behaviours

• We put safety first.

• We are customer centric.

• We collaborate through trust.

• We keep it simple and remain agile.

• We are fact based, data and insight

driven.

• We learn to improve.

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Corporate Governance Report continued

Stakeholders

The Code provides that the Board should

understand the views of the Company’s key

stakeholders other than Shareholders and

describe how their interests and the matters

set out in section 172 of the UK Companies Act

2006 (‘s.172’) have been considered in Board

discussions and decision-making.

Whilst s.172 is a provision of UK company law,

the Board acknowledges that as a premium

listed issuer, it is important to address the

spirit intended by these provisions.

Section 172 Statement

A director of a company must act in a way

they consider, in good faith, would most likely

promote the success of the company for the

benefit of its members as a whole, taking into

account the factors as listed in s.172. This is not

a new requirement, and the Board has always

considered the impact of its decisions on

stakeholders.

Some examples of how the Board has done so in

relation to decisions during the year are outlined

on pages 77 to 78. Details of who the Board

considers the main stakeholders are, how we

have engaged with them during the year and the

outcomes of the process are set out on pages 16

to 17 and forms part of the s.172 statement.

Governance documents available at

www.candcgroupplc.com/policies-and-terms/corporate-

governance-documents

• Code of Conduct 2026

• Modern Slavery Act Statement

• Matters Reserved to the Board

• Articles of Association

• Tax Strategy

• Board Diversity Policy

• Environmental Policy

• Speak Up Policy

Cultural indicators

Health and Safety Employees Ethics and Compliance Customers and Suppliers Sustainability

• Lost-Time-Frequency-Rates

• Workplace safety accident rates

• Reporting of injuries, diseases

and dangerous occurrences

• Near miss reporting

• ExCo-led coffee chat sessions with

a selection of colleagues

• All-Colleague calls including post-

financial results and major brand

launches

• ExCo-led monthly senior

leadership team calls

• Results of employee engagement

surveys

• Employee turnover rates

• Gender pay gap disclosures

• Reports on progress on diversity,

equity, and inclusion

• Employee engagement listening

sessions with the designated

Non-Executive Directors

• Internal audit reports and findings

• Fraud and misconduct statistics

• Annual confirmation of compliance

with our anti-financial crime

policies

• Whistleblower statistics

• Compliance with supply chain

standards

• Customer retention rates

• Supplier audits

• Brand satisfaction ratings

• On Time In Full rates

• Tracking of Sustainability targets

in line with the Company’s

Sustainability strategy

• Collaboration with Governments,

NGOs and Industry Programmes

• Engagement with stakeholder

groups such as suppliers and the

community

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The Executive Directors also have regular

contact with the Company’s analysts

and corporate brokers. The Chair, Senior

Independent Non-Executive Director as well as

other Non-Executive Directors, particularly as

part of their Committee responsibilities, receive

feedback on matters raised at the meetings with

Shareholders and are offered the opportunity

to attend meetings with major Shareholders.

As announced on 9 January 2026, the Company

engaged directly with those key Shareholders

who voted against Resolution 8 (additional

disapplication of pre-emption rights) which

received 20.50% of votes against at the 2025

AGM to understand their reasons for voting

against and address any concerns about

potential dilution. We await further feedback.

The Resolution followed the provisions of the

Pre-Emption Group’s 2022 revised Statement

of Principles for the additional disapplication of

pre-emption rights, and the Board considered

the flexibility afforded to be in the best interests

of the Company and its Shareholders.

Employee Engagement

Employee Engagement is a regular item on the

Board Agenda and a programme of engagement

sessions is established for the full year between

employees and the two designated Employee

Engagement Non-Executive Directors, Chris

Browne and Sarah Newbitt. The objective of

these sessions is to ensure that the employee

voice is heard in the Boardroom and an action

plan developed to ensure that employee

feedback is used in Board decision making.

These valuable sessions are part of a wider

employee voice channel programme.

Informal listening sessions are also undertaken

as part of the Board Induction Programme and

Non-Executive Director site visits, which enable

deeper dialogue on matters of importance to

employees. The Board continues to enhance and

improve the process and keep the effectiveness

of the current approach under review.

Number of Board Site Visits

Clonmel, Bristol and Dublin

Number of Listening Sessions

Number of Employees in Attendance

150

Themes from Listening Sessions

• Employee experience and wellbeing

• Organisational effectiveness

• Strategic direction

• Culture and identity

Other Engagement

ExCo-led Senior Leadership

calls post Group Executive Meetings

Management Committee Meetings

All-Colleague Calls

AGM email address to

Committee Chairs and Chair

Employee Engagement Survey

AGM

Engagement with Shareholders

Information on relations with Shareholders is

provided as part of the Stakeholder engagement

section of the Strategic Report on pages 16 to

17. In fulfilling their responsibilities, the Directors

believe that they govern the Group in the best

interests of Shareholders, whilst having due

regard to the interests of other stakeholders

in the Group including customers, employees

and suppliers.

In addition to our formal AGM, the Chair has

regular engagement with major Shareholders in

order to understand their views on governance

and performance against the strategy. The

Chair ensures that the Board has a clear

understanding of the views of Shareholders.

The Executive Directors have regular

and ongoing communication with major

Shareholders throughout the year, by

participating in investor roadshows and

presentations to Shareholders. Feedback

from these visits is reported to the Board.

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Corporate Governance Report continued

Board Meetings and activities

in FY2026

The Directors’ attendance at Board meetings

during the year ended 28 February 2026

is shown in the table on page 66. The core

activities of the Board and its Committees are

covered in scheduled meetings held during the

year. Additional unscheduled meetings are also

held to consider and decide matters outside

scheduled meetings.

Board and Committee members are expected

to attend each scheduled meeting, and,

wherever possible, any unscheduled meetings.

If a Director is unable to attend a meeting due

to exceptional circumstances, or pre-existing

commitments, they are encouraged to provide

comments and observations on the relevant

Board and Committee papers, to the Chair

of the Board or Committee so that they may

be shared with Directors at the meeting.

The Board aims to hold at least two meetings

in different operating locations each year to

receive updates, hold employee engagement

sessions and site tours. When visiting operating

locations, Directors can meet with a diverse

group of senior business leaders and colleagues,

which allows them to gain further insight into

how the business works and the opportunity to

listen to colleagues’ views and ask questions.

There were seven Board Meetings held during

FY2026. Each Board meeting follows a carefully

tailored agenda agreed in advance by the Chair,

CEO and Company Secretary. A typical meeting

will comprise reports on current trading

and financial performance from the CEO and

CFO, Investor Relations updates, a deep-dive

session, examining investment and acquisition

opportunities and presentations/reports on

specific subject areas.

A summary of the key activities covered during

FY2026 can be found below.

• Received presentations from Chief Marketing Officer

(‘CMO’) on brand marketing plans and insights.

• Received presentations from the CEO and CFO and

senior management on strategic initiatives and trading

performance.

• Dedicated Strategy day to discuss strategic direction.

• Reviewed and approved Tax Strategy and Treasury Policy.

• Approved the annual budget plan and KPIs.

• Reviewed and approved the Group’s full-year FY2025

and half-year FY2026 results as well as trading updates.

• Approved the Group’s FY2025 Annual Report and

Accounts (including a fair, balanced and understandable

assessment) and 2025 AGM Notice.

• Received Investor relations updates.

• Approval of interim and full-year dividends.

• Reviewed Share Buyback programme.

• Approved the use of audit exemptions under the

Companies Act for a number of subsidiary accounts.

Strategy and Finance

• Health & Safety is a standing item on every Board Agenda.

• Received and discussed safety performance reports

and updates presented by the Group Health and

Safety Director.

• Reviewed and approved Health and Safety Policy.

Health & Safety

• Reviewed succession planning.

• Received presentations from Chief People Officer.

• Continued focus on the composition, balance and

performance of the Board, including the appointment

of a CFO.

• Reviewed and discussed six monthly employee

satisfaction survey results and monitored culture

throughout the Group.

• Considered progress towards greater diversity in the

wider workforce.

• Received updates from the Employee Engagement

Non-Executive Directors on their engagement sessions

with colleagues.

• Site visits to our manufacturing sites, in Wellpark

and Clonmel.

People and Culture

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• Reviewed the Group’s risk management framework and

Principal Risks and uncertainties and emerging risks.

• Received updates on progress of Provision 29 of the

2024 UK Corporate Governance Code.

• Reviewed and approved the Group’s Viability Statement

and going concern status.

• Reviewed and validated the effectiveness of the Group’s

systems of internal controls and risk management.

• Received updates on the information and cyber security

control environment via six-monthly reports presented

by the Chief Information and Security Officer (‘CISO’)

and Data Protection Officer (‘DPO’).

Internal Control and Risk Management

• Appointed CFO as recommended by the Nomination

Committee.

• Reviewed and approved the Group’s Modern Slavery Act

Statement for publication.

• Received reports on engagement with institutional

Shareholders, investors and other stakeholders

throughout the year.

• Undertook a Corporate Governance Review to streamline

and simplify our Governance processes.

• Approved the Gender Pay Gap Report as recommended

by the Remuneration Committee.

• Reviewed and approved Code of Conduct.

• Conducted an External Board Performance Review,

with the outcome discussed by the Board.

• Received and reviewed whistleblowing reports and

activities.

• Completed training on UK Market Abuse Regulation and

Cyber Security.

• Received updates from the Committee Chairs.

• Constituted a Board Disclosure Committee and approved

its Terms of Reference.

• Reviewed the Matters Reserved for the Board.

• Reviewed and approved Board Committee Terms

of Reference.

Governance

• Received and reviewed updates from senior

management on the Group’s sustainability strategy

including sustainability frameworks, climate change

risks, CSRD and TCFD reporting.

• Approved the recommendation to proceed with the

installation of an E-Boiler at the Wellpark manufacturing

site, which will reduce the site’s carbon emissions.

Sustainability

Corporate Governance Report continued

–

Board Performance Cycle

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Corporate Governance Report continued

External

Board

Performance

Review

FY2026 Board and Committee External

Performance Review

Each year, the Board undertakes a robust review of its own

effectiveness and performance, and that of its Committees

and individual Directors. At least every three years, the

Performance Review is externally facilitated.

In December 2025, Lintstock observed

the Board and Committee meetings and

reviewed the accompanying materials.

Subsequently, all Board members and

the Company Secretary completed an

online survey and were interviewed.

These were conducted on a confidential

basis to encourage candid feedback.

The survey covered the following topics:

• Board composition

• strategic oversight

• focus of meeting and information

• balance of Board’s skills

• succession planning

• risk management and internal

controls

• format of Board meetings

• effective use of Company Secretary

• effective use of Committees

The findings of the Review were

discussed with the Chair and the

Company Secretary and finalised into

Reports. The findings were presented

at the March 2026 Board meeting. A

Report on the Chair’s performance was

presented to the Senior Independent

Director and the results discussed with

the Non-Executive Directors without the

Chair present.

The Chair also received feedback on

individual Directors’ performance.

Feedback on each Committee was

presented to each Committee Chair

and was discussed at the March and

May 2026 Committee meetings.

The Board considered the findings of the

Board Performance Review and agreed to

prepare and discuss an action plan of the

priority areas at a future Board meeting.

The Board are intent on delivering

continuous improvement on their

performance therefore the action plans

would be built into the Board’s objectives,

meeting agendas and engagement

activities for FY2027, and progress

against these will be monitored and

reported in the FY2027 Annual Report.

S T A G E 1 :

Process design of review

S T A G E 2 :

Review methodology

S T A G E 3 :

Findings and actions

The Nomination Committee, with

support from the Company Secretary,

undertook a competitive tender process

and subsequently appointed Lintstock as

independent Board reviewer to facilitate

the external Board Performance Review, in

line with Chartered Governance Institute

(‘CGI’) UK and Ireland, Principles of Good

Practice. Lintstock are CGI accredited and

have no other connection with C&C Group

plc. The process undertaken, findings and

actions can be found in the table below.

Lintstock has reviewed and agreed the

description of the process set out on

pages 79 and 80. The Board considered

the results of the 2026 external Board

Performance Review and has separately

assessed the independence and time

commitment of each Director. Taking all

of this into account and the Directors’

skills and experience (set out on page 66),

the Board concluded that each Director’s

performance continues to be effective and

that they demonstrate commitment to

their roles.

The Board believes that the election and

re-election of all Directors respectively

is in the best interests of the Company.

2026 External Board Performance Review process

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FY2026 External Board Performance Review

Following the Review, it was noted that the Board functions well, with strong mutual respect and effective dynamics. The Review recognised that, while the Board may currently be one or two members

larger than optimal, it continues to benefit from a complementary mix of skills and effective dynamics. As part of ongoing succession planning and planned Director rotation, Board size and composition

are expected to evolve naturally over time. Since this Review, Vineet Bhalla has stepped down from the Board.

FY2025 Findings and Progress

Areas of Focus Detailed Feedback Progress

Strategy The review found enthusiasm for having greater Board input into the strategy development

process, as well as more focus on monitoring of strategic progress. Directors are keen to spend

more time on assessing the resilience of the business model, the role of technology in driving

the strategy, and the strategic risks and opportunities that may come from big market shifts.

Progress continues to be made by the Board and Strategy is discussed at the Board and a sub-

Committee of the Board has been constituted to focus on Strategy. Feedback received was built

into the Board Strategy Day. There has been significant investment in Technology and the Board

has received updates and deep dive sessions from the Chief Technology Officer and team.

Talent development and

Succession planning

People and culture

Participants in the review communicated a need to continue to make further progress on

Board, Group Executive Committee and management succession and talent development

planning, including by giving the Board greater exposure to potential successors, and having

regular sessions on talent management at the Board and Nomination Committee.

There is a desire to increase the focus on people, particularly regarding the skills that will be

needed to underpin the strategy.

During the year, a new Chief People Officer (‘CPO’) was appointed who undertook a review of

the People Strategy. As part of this she enhanced employee engagement initiatives, introduced

new policies, appointed a new provider to undertake the employee engagement survey,

streamlined and documented processes and introduced new learning and development tools.

The CPO presented to the Board on her initial insights and has a bi-annual slot on the Board

Agenda.

Risk and control Feedback indicated that Board oversight of risk whilst it has been enhanced in FY2025 it could

be enhanced further. Directors are pleased to see progress on cyber, health and safety, risk

and progress on legacy control issues in the finance area.

As part of the work for Provision 29 and CSRD there has been further enhancements. There

has also been the implementation of systems and tightening of controls. Risk is a regular Board

discussion item and the Health and Safety Management Committee and Risk and Compliance

Committee provide continuous improvements.

FY2026 Findings and Key Areas of Focus for FY2027

Areas of Focus Detailed Feedback

Strategic planning The Review highlighted the value of further Board time for forward-looking strategic discussion. In FY2027, the Board will continue to strengthen its focus on strategic debate.

Succession planning The Review recognised the progress made in strengthening senior leadership, including the appointment of the CPO and the development of an initial approach to succession and talent planning.

It also identified Group Executive Committee and senior management succession as areas requiring continued focus. During FY2027, the Board and Nomination Committee will maintain oversight

of succession plans, talent pipelines and the leadership capabilities required to support delivery of the Group’s strategy.

Agenda planning The annual Board Agenda calendar has recently been updated effectively, and the meetings are well run, however, it was suggested that better use of the time and more time should be allocated

to substantive business topics to allow for fuller debate.

People and culture The Review recognised the positive progress made on people matters, including the contribution of the recently appointed CPO and the Board’s established oversight of employee engagement.

During FY2027, the Board will continue to focus on the culture, capabilities and ways of working needed to support the Group’s strategy and performance.

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Corporate Governance Report continued

Composition, Succession

and Evaluation

As at 28 February 2026, the Board consisted

of a Chair, two Executive Directors and seven

independent Non-Executive Directors. As

at 18 May 2026, the date of this Report,

the number of independent Non-Executive

Directors reduced from seven to six as Vineet

Bhalla had stepped down from the Board.

Over half of the Board comprises independent

Non-Executive Directors and the composition

of all Board Committees complies with the

Code, while also including longer serving and

more recently appointed Directors. Additionally,

the Chair was considered independent on his

appointment.

Board Independence

The independence of Non-Executive Directors

is considered by the Board and reviewed at

least annually, based on the criteria suggested

in the Code. Non-Executive Directors do not

participate in any of the Company’s share plan

or bonus schemes.

Following this year’s review, the Board

concluded that all the Non-Executive Directors

continue to remain independent in character

and judgement and are free from any business

or other relationship that could materially

interfere with the exercise of their independent

judgement in accordance with the Code.

Appointments to the Board

Recommendations for appointments to the

Board are made by the Nomination Committee.

In accordance with the Matters Reserved to the

Board and the Nomination Committee Terms

of Reference, which provides a framework for

the different types of Board appointments on

which the Committee may be expected to make

recommendations. Appointments are made on

merit and against objective criteria with due

regard to diversity (including skills, knowledge,

experience and gender).

All Board appointments are subject to continued

satisfactory performance followings the Board’s

annual Performance Review. The Nomination

Committee leads the process for Board

appointments and makes recommendations

to the Board. The activities of the Nomination

Committee and a description of the Board’s

policy on diversity are on pages 102 to 109.

Ralph Findlay reassumed the role of Nomination

Committee Chair with effect from 1 March 2025.

In line with the Code, Directors are required

to seek Board approval prior to taking on any

additional significant external appointments

and explain the reason for permitting these

appointments. Prior to these appointments, the

Board considers the time required, including

whether it would impact their ability to devote

sufficient time to their current role.

Induction/Development

On appointment, a comprehensive tailored

Board induction programme is arranged for

each new Director. The aim of the programme

is to provide the Director with a detailed insight

into the Group. The programme involves

meetings with the Chair, Chief Executive Officer,

Chief Financial Officer, Company Secretary,

Group Executive Committee members, key

senior management, legal advisors, and brokers.

It covers areas such as:

• The business of the Group;

• Their legal and regulatory responsibilities as

Directors of the Company;

• Briefings and presentations from Executive

Directors and other senior management; and

• Opportunities to visit business operations.

To update the Directors’ skills, knowledge and

familiarity with the Group and its stakeholders,

visits to Group business locations are organised

for the Board periodically, as well as trade visits

with members of senior management to assist

Directors’ understanding of the operational

issues that the business faces. Non-Executive

Directors are also encouraged to visit Group

operations throughout their tenure to increase

their exposure to the business. Directors are

continually updated on the Group’s businesses,

the markets in which they operate and changes

to the competitive and regulatory environment

through briefings to the Board and meetings with

senior management.

Time Commitment and

External Appointments

Following the External Board Performance

Review process, detailed further on pages 79

to 80, the Board has considered the individual

Directors attendance, their contribution and

their external appointments and is satisfied

that each of the Directors is able to allocate

sufficient time to the Group to discharge their

responsibilities effectively. As evidenced by

External Appointments

Using the methodology contained in

the ISS UK and Ireland Proxy Voting

Guidelines, the mandates (including

those for the Company) of the current

members of the Board are outlined below.

Details of all external appointments are

shown on pages 67 to 69. The Board

confirms that no Director is classified

as overboarded which is defined as

holding more than 5 mandates.

Director Mandates

Ralph Findlay 2

Roger White 3

Adam Phillips 3

Angela Bromfield 2

Chris Browne 2

Jill Caseberry 3

Sanjay Nakra 1

Sarah Newbitt 1

Feargal O’Rourke 1

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the attendance table earlier in the report on

page 66, the attendance remained high and

demonstrates the Directors’ ability to devote

sufficient time.

Training opportunities are provided through

internal meetings, presentations and briefings

by internal advisers and business heads, as well

as external advisers.

Information and Support

All members of the Board are supplied with

appropriate, clear and accurate information

in a timely manner covering matters which

are to be considered at forthcoming Board

and Committee meetings.

Should Directors judge it necessary to seek

independent legal advice about the performance

of their duties with the Group, they are entitled

to do so at the Group’s expense. Directors also

have access to the advice and services of the

Company Secretary, who is responsible for

advising the Board on all governance matters

and ensuring that Board procedures are

followed.

The appointment and removal of the Company

Secretary is a matter requiring Board approval.

Election and Re-election of Directors

All Directors are required by the Company’s

Articles of Association to submit themselves

to Shareholders for election at the first Annual

General Meeting after their appointment

and thereafter for re-election by rotation at

least once every three years. In accordance

with the Code, all Directors will, however,

stand for re-election annually.

Annual General Meeting

The AGM provides a valuable opportunity for

the Board to engage with our Shareholders and

listen to their feedback. In 2025, Shareholders

were invited to join the AGM in person, to listen,

vote and ask questions. Shareholders were also

provided with an opportunity to submit their

questions about the business or any matter

pertaining to the AGM, in advance of the

meeting.

All Directors attended the AGM, together with

the External Auditor. All resolutions at the 2025

AGM were voted on a poll. Shareholders who

were unable to attend the AGM, were asked to

appointing the Chair of the AGM as proxy and

providing their voting instructions.

In compliance with the Code, at the 2026 AGM,

the voting results will be announced to the

London Stock Exchange and placed on the

Group’s website following the meeting.

A separate resolution will be proposed at the

2026 AGM in respect of each substantially

separate issue.

Compliance with the Code

Details on how the Company complies with

other Provisions of the Code can be found

in the table overleaf.

Gillian Kyle

Company Secretary

18 May 2026

Board site visit, Clonmel

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Corporate Governance Report continued

Compliance with the Code

Description

Financial and

Business Reporting

The Strategic Report on pages 6 to 63 explains the Group’s business model and the strategy for delivering the objectives of the Group.

A Statement on Directors’ Responsibilities on the Annual Report can be found on page 90, a Statement on the Accounts being fair, balanced and understandable can be found on page 95 and a

statement on the Group as a going concern and the Viability Statement are set out on pages 62 to 63.

Risk Management Please refer to pages 52 to 61 for information on the risk management process and the Group’s Principal Risks and Uncertainties.

Internal Control and

progress to compliance with

Provision 29 of the Code

Details on the Group’s internal control framework are set out on pages 52 to 54 and in the Audit Committee Report on pages 91 to 97.

Assessment of the

prospects of the Company

and its Viability Statement

In accordance with Provision 31 of the Code, details of how the directors have assessed the prospects of the Company, over what period the prospects have been assessed and the Company’s

formal viability statement are included in the Strategic Report on pages 62 to 63.

Internal Audit Details of the Internal Audit function are provided within the Audit Committee Report on page 95.

Audit Committee

and Auditors

For further information on the Group’s compliance with the Code and Provisions relating to the Audit Committee and Auditors, please refer to the Audit Committee Report on pages 91 to 97.

Remuneration For further information on the Group’s compliance with the Code provisions relating to remuneration, please refer to the Directors’ Remuneration Report on pages 110 to 128 for the level and

components of remuneration.

Shareholders approved the Group’s current Remuneration Policy at the 2024 AGM with a vote of over 94% in favour. The Policy is designed to promote the long-term success of the Group.

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Reporting Requirements Our Policies Section in Annual Report or Page References Risks

Environmental matters Code of Conduct

Environmental Policy

Supplier Code of Conduct

Sustainability Report Sustainability and Climate Change is one of our Principal Risks.

Please refer to page 59 for more details.

Social and Employee matters Code of Conduct

Diversity, Equity and Inclusion

Health and Safety Policy

Speak Up Policy

Conflicts of Interest

Sustainability Report

Audit Committee Report

Nomination Committee Report

For employee matters, retention and recruitment of employees is one of our

Principal Risks. Please refer to page 61, the Sustainability Committee Report

on pages 98 to 101 and the Nomination Committee Report on pages 102 to

109 for more details.

Human Rights Code of Conduct

Human Rights Policy

Modern Slavery Act Statement

Sustainability Report Although the risks associated with human rights abuses are actively

monitored, the Group does not believe these risks meet the threshold

of a Principal Risk for our business.

Anti-Bribery and Corruption Code of Conduct

Compliance

Anti-Bribery

Sustainability Report Although the risks associated with bribery and corruption are actively

monitored, the Group does not believe these risks meet the threshold

of a Principal Risk for our business.

Description of our business model Please refer to page 15

Non-Financial key performance

indicators

Please refer to page 19

Directors’ Report

The Directors present the Annual Report and audited Consolidated Financial Statements

of the Group for the financial year ended 28 February 2026.

Principal Activities

The Group’s principal trading activity is the manufacturing,

marketing and distribution of branded beer, cider, wine, spirits

and soft drinks.

Non-Financial Reporting Statement

In compliance with the European Union (Disclosure of Non-Financial

and Diversity Information by certain large undertakings and groups)

Regulations 2017, the table below is designed to help stakeholders

navigate to the relevant sections in this Annual Report to understand

the Group’s approach to these non-financial matters:

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Directors’ Report continued

Listing Arrangements

In order to facilitate entry into the FTSE UK

Index Series, the Group cancelled the listing and

trading of C&C shares on Euronext Dublin with

effect from 8 October 2019. The Group is listed

on the premium segment of The London Stock

Exchange and was included in the FTSE All-Share

Index and the FTSE 250 index in December 2019.

The Group remains domiciled and tax resident in

Ireland, with its registered and corporate head

office located in Dublin. The Group also retains

a significant manufacturing, commercial and

brand presence in Ireland.

Share Price

The price of the Company’s Ordinary Shares

as quoted on the London Stock Exchange at

the close of business on 27 February 2026 was

£1.18 (28 February 2025: £1.47). The price of the

Company’s Ordinary Shares ranged between

£1.07 and £1.82 during the year.

Further Information on the Group

The information required by section 327 of

the Companies Act 2014 to be included in this

Report with respect to:

1. The review of the development and

performance of the business and future

developments is set out in the CEO’s Review

on pages 10 to 14 and the Strategic Report

on pages 6 to 63.

2. The Principal Risks and Uncertainties which

the Company and the Group face are set out

in the Strategic Report on pages 52 to 61.

Results and Dividends

The Group’s results and performance

highlights for the year are set out on pages 10

to 14 of the Annual Report. An interim dividend

of 2.08 cent per Ordinary Share was paid to

Shareholders in December 2025. Subject to

approval at the 2026 Annual General Meeting

(‘AGM’), the Directors propose to pay a final

dividend of 3.67 cent per Ordinary Share for

the financial year ended 28 February 2026 to

Shareholders on the Register of Members at

close of business on 12 June 2026.

Board of Directors

The names, functions and date of appointment

of the individuals that were Directors as at the

date of this Report are set out on pages 67 to 69.

During the financial year the following individuals

also acted as Director of the Company:

• Andrew Andrea

(stepped down 13 March 2026).

• Vineet Bhalla

(stepped down 28 February 2026).

3. The key performance indicators relevant

to the business of the Group, including

environmental and employee matters,

are set out in the Strategic Report on pages

18 to 19 and in the CFO’s Review on pages

20 to 23; and further information in respect

of environmental and employee matters is

set out in the Sustainability Report on pages

24 to 39.

4. The financial risk management objectives

and policies of the Company and the Group,

including the exposure of the Company and

the Group to financial risk, are set out in the

CFO’s Review on pages 20 to 23 and Note 24

to the financial statements.

The Group’s Viability Statement is contained

in the Strategic Report on pages 62 and 63.

Corporate Governance

In accordance with the Companies Act 2014,

the Corporate Governance statement of

the Company for the financial year ended

28 February 2026, including the main features

of the internal control and risk management

systems of the Group, is contained in the

Strategic Report and the Corporate Governance

Report on pages 70 to 83.

Our brands in bar

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Issue of Shares and Purchase

of Own Shares

At the AGM held on 11 July 2025, the Directors

received a general authority to allot shares. A

limited authority was also granted to Directors

to allot shares for cash otherwise than in

accordance with statutory pre-emption rights.

Resolutions will be proposed at the 2026 AGM

to allot shares to a nominal amount which is

equal to approximately one-third of the issued

Ordinary Share capital of the Company. In

addition, resolutions will also be proposed

to allow the Directors to allot shares for cash

otherwise than in accordance with statutory

pre-emption rights up to an aggregate nominal

value which is equal to approximately 5% of the

nominal value of the issued share capital of the

Company and, in the event of a rights issue, and

a further 5% of the nominal value of the issued

share capital of the Company for the purposes of

an acquisition or a specified capital investment.

If granted, these authorities will expire at the

conclusion of the AGM in 2026 and the date

15 months after the passing of the resolution,

whichever is earlier.

At the AGM held on 11 July 2025 authority was

granted to purchase up to 10% of the Company’s

Ordinary Shares (the ‘Repurchase Authority’).

The Group continued to operate the share

buyback programme announced at the end

of FY2024 and from 1 May 2025 to 28 August

2025 it purchased 7,783,689 shares in the

open market at an average price of €193.8 cent

per share, with the total buyback amounting

to €15.1m. This is in addition to the activity

between 9 September 2024 and 29 January

2025 when it purchased 8,259,817 shares in

the open market at an average price of €179.9

cent per share and between 1 March 2024 and

26 June 2024 when it purchased 7,880,044

shares in the open market at an average price

of €192.8 cent per share, the total buybacks

during these periods therefore amounting to

€14.9m and €15.1m respectively.

Special resolutions will be proposed at the 2026

AGM to renew the authority of the Company, or

any of its subsidiaries, to purchase up to 10% of

the Company’s Ordinary Shares in issue at the

date of the AGM and in relation to the maximum

and minimum prices at which treasury shares

(effectively shares purchased and not cancelled)

may be re-issued off-market by the Company. If

granted, the authorities will expire on the earlier

of the date of the AGM in 2027 and the date 18

months after the passing of the resolution. The

minimum price which may be paid for shares

purchased by the Company shall not be less than

the nominal value of the shares and the maximum

price will be 105% of the average market price

of such shares over the preceding five days. The

Directors will only exercise the power to purchase

shares if they consider it to be in the best

interests of the Company and its Shareholders.

As at 14 May 2026, being the latest practicable

date, options to subscribe for a total of

4,814,357 Ordinary Shares (excluding

Recruitment and Retention Awards) are

outstanding, representing 1.3% of the

Company’s total voting rights. If the authority

to purchase Ordinary Shares were used in

full, the options would represent 1.4% of the

Company’s total voting rights.

Substantial Interests

At 28 February 2026, the following percentage interests in the Ordinary Share capital of the

Company, had been notified under Rule 5 of the Disclosure Guidance and Transparency Rules,

(‘DTR 5’). The information provided below was correct at the date of the notification; however, the

date it was received may not have been within the current financial year. It should be noted that

these holdings are likely to have changed since the time that the Company was notified however,

notification of any changes is not required until the next notifiable threshold is crossed.

No. of Ordinary Shares

held as notified at

28 February 2026

% at

28 February 2026

Brandes Investment Partners, L.P. 63,016,550 17.01%

Artemis Investment Management LLP 48,742,773 12.88%

FIL Limited 36,284,401 9.79%

Aberforth Partners LLP 25,973,028 7.01%

Magallanes Value Investors SA SGIIC 20,116,718 5.11%

BlackRock, Inc. 14,915,755 4.02%

Silchester International Investors LLP 12,341,061 3.96%

Utah State Retirement Systems 12,231,013 3.11%

Setanta Asset Management Limited 11,904,120 3.16%

The Company has been notified of the following changes in interests disclosed under DTR 5 between

28 February 2026 and 14 May 2026.

No. of Ordinary Shares

held as notified at

14 May 2026

% at

14 May 2026

Brandes Investment Partners, L.P. 66,991,125 18.08%

Artemis Investment Management LLP 52,320,795 14.12%

FIL Limited 46,615,941 12.58%

BlackRock, Inc. 14,806,636 3.99%

Directors’ Report continued

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Directors’ Report continued

Dilution Limits and Time Limits

All employee share plans contain the share

dilution limits recommended in institutional

guidance, namely that no awards shall be

granted which would cause the number of

Shares issued or issuable pursuant to awards

granted in the ten years ending with the date of

grant (a) under any discretionary or executive

share scheme adopted by the Company to

exceed 5%, and (b) under any employees’ share

scheme adopted by the Company to exceed

10%, of the Ordinary Share capital of the

Company in issue at that time.

The European Communities

(Takeover Bids (Directive 2004/25/

EC)) Regulations 2006

Structure of the Company’s share capital

At 14 May 2026, being the latest practicable

date, the Company has an issued share capital

(including treasury shares) of 379,590,028

Ordinary Shares of €0.01 each and an authorised

share capital of 800,000,000 Ordinary Shares

of €0.01 each.

At 28 February 2026, the trustees of the

C&C Employee Trust and the trustees of the

Partnership and Matching Share scheme,

together held 2,914,613 Ordinary Shares

of €0.01 each in the capital of the Company.

These shares are, however, included in the

calculation of Total Voting Rights for the

purposes of Regulation 20 of the Transparency

(Directive 2004/109/EC) Regulations 2007

(‘TVR Calculation’).

At 28 February 2026, a subsidiary of the Group

held 9,025,000 shares in the Company, which

were acquired under the authority granted to

the Company. These shares are not included

in the TVR calculation and are accounted for

as treasury shares. Treasury shares represent

2.37% of issued share capital at 28 February

2026. Further details can be found in Note 26

(Share Capital and Reserves) to the financial

statements.

Details of employee share schemes, and

the rights attaching to shares held in these

schemes, can be found in Note 4 (Share-Based

Payments) to the financial statements and the

Report of the Remuneration Committee on

Directors’ Remuneration on pages 110 to 128.

The Company has no securities in issue

conferring special rights with regard to control

of the Company.

Details of persons with a significant holding

of securities in the Company are set out on

page 86.

Rights and obligations attaching

to the Ordinary Shares

All Ordinary Shares rank pari-passu, and the

rights attaching to the Ordinary Shares (including

as to voting and transfer) are as set out in the

Company’s Articles of Association (‘Articles’). A

copy of the Articles may be obtained upon request

to the Company Secretary, or they can be found

on our website at www.candcgroupplc.com.

Holders of Ordinary Shares are entitled to

receive duly declared dividends in cash or, when

offered, additional Ordinary Shares. In the event

of any surplus arising on the occasion of the

liquidation of the Company, Shareholders would

be entitled to a share in that surplus pro rata to

their holdings of Ordinary Shares.

Holders of Ordinary Shares are entitled to

receive notice of and to attend, speak and vote

in person or by proxy, at general meetings on

a show of hands, one vote, and, on a poll, one

vote for each Ordinary Share held. Procedures

and deadlines for entitlement to exercise,

and exercise of, voting rights are specified in

the notice convening the general meeting in

question. There are no restrictions on voting

rights except in the circumstances where a

‘Specified Event’ (as defined in the Articles) shall

have occurred and the Directors have served

a restriction notice on the Shareholder. Upon

the service of such restriction notice, no holder

of the shares specified in the notice shall, for

so long as such notice shall remain in force,

be entitled to attend or vote at any general

meeting, either personally or by proxy.

Holding and transfer of

Ordinary Shares

Following the migration in March 2021 of

securities settlement in the securities of Irish

registered companies listed on the London

Stock Exchange (such as the Company) and/or

Euronext Dublin from the current settlement

system, CREST, to the replacement system,

Euroclear Bank, the Ordinary Shares can be

held in certificated form (that is, represented

by a share certificate) or indirectly through

the Euroclear System or through CREST in CDI

(CREST Depository Interest) form.

Save as set out below, there is no requirement to

obtain the approval of the Company, or of other

Shareholders, for a transfer of Ordinary Shares.

The Directors may decline to register

(a) any transfer of a partly-paid share to a person

of whom they do not approve, (b) any transfer

of a share to more than four joint holders, and

accompanied by the share certificate and such

other evidence of title as may reasonably be

required. The registration of transfers of shares

may be suspended at such times and for such

periods (not exceeding 30 days in each year)

as the Directors may determine.

Transfer instruments for certificated shares are

executed by or on behalf of the transferor and,

in cases where the share is not fully paid, by or

on behalf of the transferee.

The Articles contain provisions designed to

facilitate the Company’s participation in the

Euroclear Bank settlement system and to

facilitate the exercise of rights in the Company

by holders of interests in Ordinary shares that

are held through the Euroclear Bank system.

The holding and transfer of Ordinary Shares

through the Euroclear Bank system is

additionally subject to the rules and procedures

of Euroclear Bank and applicable Belgian law

and (for interests in Ordinary Shares held in

CDI form) those of CREST.

C&C Group plc Annual Report 2026

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Powers of Directors

Under its Articles, the business of the Company

shall be managed by the Directors, who exercise

all powers of the Company as are not, by the

Companies Acts or the Articles, required to be

exercised by the Company in general meeting.

The powers of Directors in relation to issuing or

buying back by the Company of its shares are set

out above under ‘Issue of Shares and Purchase

of Own Shares’.

Change of control and

related matters

Certain of the Group’s borrowing facilities

include provisions that, in the event of a change

of control of the Company, could oblige the

Group to repay the facilities. Certain of the

Company’s customer and supplier contracts

and joint venture arrangements also contain

provisions that would allow the counterparty

to terminate the agreement in the event of

a change of control of the Company. The

Company’s Long-Term Incentive Plan contains

change of control provisions which allow for the

acceleration of the exercise of share options/

awards in the event of a change of control of

the Company.

There are no agreements between the Company

and its Directors or employees providing for

compensation for loss of office or employment

(whether through resignation, purported

redundancy or otherwise) that occurs because

of a takeover bid in excess of their normal

contractual entitlement.

Shareholder Rights Directive II

On 20 March 2020, the provisions of the

Shareholders’ Rights Directive II (‘SRD II’)

became law in Ireland with the publication

of the European Union (Shareholders’ Rights)

Regulations 2020 (‘SRD II Regulations’).

The SRD II Regulations apply with effect

from 30March2020.

SRD II Regulations codify that Irish companies

must seek Shareholder approval of a

remuneration report annually; and, an advisory

remuneration policy once every four years. The

Group is, in effect, already in compliance with

this requirement having provided Shareholders

with the opportunity to opine on the Group’s

remuneration report annually since 2010; and

also in providing Shareholders with an advisory

vote on the Group’s Remuneration Policy. The

Remuneration Policy (‘Policy’) was last put to

our Shareholders on an advisory basis at the

2024 AGM and will be put to our Shareholders

again at our AGM to be held in 2027.

Capital reduction

A special resolution will be proposed at the

2026 AGM to seek approval to reduce the

share premium reserve by approximately

€1bn. The reserve resulting from the proposed

cancellation will be treated as distributable

reserves. Should Shareholders approve this,

the capital reduction will thereafter be subject

to confirmation by the Irish High Court.

Political donations

No political donations were made by the Group

during the year that require disclosure in

accordance with the Electoral Acts, 1997 to 2002.

Accounting records

The measures taken by the Directors to secure

compliance with the requirements of Sections

281 to 285 of the Companies Act 2014 with

regard to the keeping of adequate accounting

records are to employ accounting personnel

with appropriate qualifications, experience and

expertise and to provide adequate resources

to the finance function. The books of account

of the Company are maintained at the Group’s

registered office in Bulmers House, Keeper

Road, Crumlin, Dublin 12, D12 K702.

Auditor

In accordance with Section 383(2) of the

Companies Act 2014, the auditor, EY, Chartered

Accountants, will continue in office. EY were first

appointed as the Company’s auditor during the

financial year ended 28 February 2018 following

a tender process.

Disclosure of Information to the Auditor

In accordance with Section 330 of the

Companies Act 2014, the Directors confirm

that, so far as they are each aware, there is no

relevant audit information, being information

needed by the auditor in connection with

preparing their report, of which the Company’s

auditor is unaware.

Having made enquiries with fellow Directors

and the Company’s auditor, each Director has

taken all the steps that they ought to have taken

as a Director to make themselves aware of any

relevant audit information and to establish

that the Company’s auditor is aware of that

information.

Directors’ Compliance Statement

(made in accordance with Section

225 of the Companies Act 2014)

The Directors acknowledge that they are

responsible for securing compliance by the

Company with its relevant obligations as

are defined in the Companies Act 2014 (the

‘Relevant Obligations’).

The Directors confirm that they have drawn

up and adopted a compliance policy statement

setting out the Company’s policies that, in

the Directors’ opinion, are appropriate to the

Company with respect to compliance by the

Company with its relevant obligations.

The Directors further confirm the Company

has put in place appropriate arrangements or

structures that are, in the Directors’ opinion,

designed to secure material compliance with

its relevant obligations including reliance on the

advice of persons employed by the Company

and external legal and tax advisers as considered

appropriate from time-to-time and that they

have reviewed the effectiveness of these

arrangements or structures during the

financial year to which this report relates.

Financial instruments

In the normal course of business, the Group has

exposure to a variety of financial risks, including

foreign currency risk, interest rate risk, liquidity

risk and credit risk. The Company’s financial risk

objectives and policies are set out in Note 24 of

the financial statements.

Directors’ Report continued

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Directors’ Report continued

Post balance sheet events

On 6 March 2026, the Group acquired the Innis

& Gunn brand and associated global intellectual

property for €5.1m from the administrators

of Innis & Gunn. Assets acquired were €5.0m

of intangible assets and €0.1m property, plant

and equipment. No other material post-balance

sheet events requiring disclosure have been

identified.

2026 Annual General Meeting

The AGM will be held in Dublin, Ireland on 10 July

2026 at 11.45 am. The Notice of Meeting, along

with an explanation of the proposed resolutions,

are set out in a separate document which

accompanies this Annual Report and can be

downloaded from the Company’s website

that will provide details of the Meeting. The

Company conducts the vote at the AGM by poll

and the result of the votes, including proxies,

is published on the Company’s website after

the AGM.

The Directors’ Report for the financial year

ended 28 February 2026 comprises these pages

and the sections of the Annual Report referred

to under ‘Further Information on the Group’

on page 85, which are incorporated into the

Directors’ Report by reference.

Signed on behalf of the Board

Ralph Findlay

Chair

18 May 2026

Wellpark Brewery, Glasgow

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Financial Statements Additional InformationGovernance ReportStrategic Report

Statement of Directors’ Responsibilities

The Directors are responsible for preparing

the Annual Report and the Group and Company

financial statements, in accordance with

applicable law and regulations.

Company law requires the Directors to prepare

Group and Company financial statements for

each financial year. Under that law, the Directors

are required to prepare the Group financial

statements in accordance with International

Financial Reporting Standards (‘IFRSs’) as

adopted by the EU, and have elected to prepare

the Company financial statements in accordance

with Irish Law (Irish Generally Accepted

Accounting Practice), including FRS101

‘Reduced Disclosure Framework’ (‘FRS 101’).

Under Irish Company law, the Directors must

not approve the financial statements unless they

are satisfied that they give a true and fair view of

the assets, liabilities and financial position of the

Group and parent company as at the end of the

financial year, and the profit or loss for the Group

for the financial year, and otherwise comply with

Companies Act 2014.

In preparing each of the Group and Company

financial statements the Directors are required to:

• select suitable accounting policies and apply

them consistently;

• make judgements and estimates that are

reasonable and prudent;

• state that the Group financial statements

comply with IFRS as adopted by the EU

and as regards the Company, comply with

FRS101 together with the requirements of

Irish Company Law; and

• prepare the financial statements on the

going concern basis, unless it is inappropriate

to presume that the Group and Company will

continue in business.

The Directors are also required by the

Transparency (Directive 2004/109/EC0)

Regulations 2007 and the Transparency rules

of the Central Bank of Ireland to include a

management report containing a fair review

of the business and the position of the Group

and the parent Company and a description

of the Principal Risks and uncertainties facing

the Group.

The Directors are responsible for adequate

accounting records which disclose with reasonable

accuracy at any time the assets, liabilities, financial

position and profit or loss of the Company,

and which will enable them to ensure that the

financial statements of the Group are prepared in

accordance with applicable IFRS as adopted by the

European Union and comply with the provisions of

Irish Company Law, and, as regards to the Group

financial statements, Article 4 of the European

Communities (International Financial Reporting

Standards and Miscellaneous Amendments)

Regulations 2005 (the ‘IAS Regulation’). They are

also responsible for safeguarding the assets of the

Company and the Group, and hence for taking

reasonable steps for the prevention and detection

of fraud and other irregularities.

The Directors have appointed appropriate

accounting personnel, including a professionally

qualified Chief Financial Officer, in order to

ensure that those requirements are met.

The Directors are responsible for the

maintenance and integrity of the corporate and

financial information included on the Company’s

website (www.candcgroupplc.com). Legislation

in Ireland concerning the preparation and

dissemination of financial statements may differ

from legislation in other jurisdictions.

Responsibility Statement as required

by the Transparency Directive and

UK Corporate Governance Code

Each of the Directors, whose names and

functions are listed on pages 67 to 69 of this

Annual Report, confirm that, to the best of each

person’s knowledge and belief:

• So far as they are aware, there is no relevant

audit information of which the Company’s

statutory auditor is unaware;

• They have taken all steps that they ought

to have taken as Directors in order to make

themselves aware of any relevant audit

information and to establish that

the Company’s statutory auditor is aware

of that information;

• The Group Financial Statements, prepared

in accordance with IFRS as adopted by the

European Union and the Company financial

statements prepared in accordance with

FRS101 give a true and fair view of the

assets, liabilities, financial position of the

Group and Company at 28 February 2026

and of the profit or loss of the Group for the

year then ended;

• The Directors’ Report contained in the

Annual Report includes a fair review of

the development and performance of the

business and the position of the Group and

Company, together with a description of

the Principal Risks and uncertainties that

they face; and

• The Annual Report and Financial

Statements, taken as a whole, provides the

information necessary to assess the Group’s

performance, business model and strategy

and is fair, balanced and understandable

and provides the information necessary

for Shareholders to assess the Company’s

position and performance, business model

and strategy.

Signed on behalf of the Board

Ralph Findlay

Chair of the Board

18 May 2026

C&C Group plc Annual Report 2026

Financial Statements Additional InformationGovernance ReportStrategic Report

Audit Committee

Report

Dear Shareholder,

This Report of the Audit Committee (‘the Committee’)

outlines the work undertaken by the Committee during

FY2026. In addition to providing an overview of the

Committee’s activities in the year under review, it also

looks forward to our expected activities in the coming year.

Membership and attendance

as at 28 February 2026

Member Committee Member since

Number of scheduled

meetings attended

Feargal O’Rourke (Chair) 15 August 2024 4/4

Jill Caseberry 6 December 2023 4/4

Sanjay Nakra 23 October 2024 4/4

Gillian Kyle, Company Secretary, is Secretary to the Committee.

feargal o’rourke, committee chair

Committee composition

as at 28 February 2026

67%

33%

Male

Female

Activities during FY2026

• Assessed areas of significant judgement,

complexity or estimation as presented by

Management and the external auditors.

• Approved the internal audit plan and considered

findings from risk & internal audit reports.

• Reviewed the FY2026 external audit plan.

• Approval of the FY2026 financial statements.

Areas of Focus for FY2027

• Continuing to improve the financial control

and risk management framework of the Group.

• Ongoing review of the Group’s preparation

for Provision 29 of the 2024 UK Corporate

Governance Code (the ‘Code’).

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Year in Review

The Committee’s focus has been on the

oversight of C&C Group’s financial reporting

and controls. The Committee has continued to

monitor the implementation and improvement

of internal and financial controls, with a

particular and continued focus on strengthening

the Group’s Risk and Internal Audit functions.

This exercise resulted in a number of control

improvements which management has

already implemented, with several further

improvements ongoing including:

• Introduction of an enhanced governance

structure (includes establishment of a new

risk framework, and development of a set

of standard Group accounting policies);

• Continuation of a project to define a revised

set of minimum internal and financial

controls to facilitate the reporting of control

standards at component level and include

enhanced tracking and reporting of open and

overdue internal audit recommendations;

• Monitoring the improvement programme of

internal and financial controls across the Group;

• Oversight of the business transformation

activities undertaken during the period.

The Director of Risk & Internal Audit reported

during the year to the Chief Financial Officer

(‘CFO’) with an independent reporting line to

myself as Audit Committee Chair. The Group

has continued the programme commenced

in FY2025, to redesign, simplify and test the

effectiveness of the Group’s material financial

and non-financial (including operational,

compliance and regulatory) controls. This

project will recommend and implement

remediation for identified control gaps and

provide a roadmap for ongoing monitoring

and improvement of material controls.

The Group also continued its transformation

journey during the year, driving improvement

and consistency in our processes across our

control environment. The journey includes plans

to enhance key technology and information

security controls to further strengthen

our control environment. We are building a

methodical process to drive greater alignment

and integration of risk, controls and assurance

and oversight across the business.

The Committee also oversaw the Group’s

financial reporting processes and financial

management, reviewing and discussing in

detail the half-year and full-year financial results

and the conclusions of the External Auditor in

respect of the annual audit. The Committee

reviewed and challenged management on

the significant accounting judgements and

disclosures made in our financial reporting,

in relation to inventory existence, impairment

of goodwill and brands, revenue recognition,

impairment of company only investments and

intercompany receivables, exceptional items,

and management override of controls. The

Committee also reviewed the analysis behind

our going concern and viability statements and

considered the processes that underpinned the

production of the Annual Report and Accounts.

The Committee is committed to transparency

and continuous improvement to ensure the

integrity in the Group’s internal and external

reporting processes, risk management

framework and controls environment. To

improve the quality of financial and non-financial

reporting and oversight provided by the

Committee, we are focused on:

• Expanding and improving the scope and

delivery of management and internal audit

reports reviewed by the Audit Committee;

• Strengthening the internal audit process,

control environment and risk management

framework;

• Overseeing the implementation of the

recommendations identified above, in

conjunction with the CFO; and

• Engaging with Shareholders regarding

the Audit Committee’s work.

The Committee also undertook a thorough

review of the external audit process to assess

the effectiveness of the audit moving forward

and to review and monitor the External Auditors

independence and objectivity and to make

recommendations to the Board about the

appointment and reappointment of the External

Auditors and their remuneration and terms of

engagement.

The Committee’s performance was subject

to an external Board Performance Review with

responses being received from the Committee’s

members as well as other regular attendees.

The output from the external Review, as shared

with both the Chair of the Board and the Chair

of the Committee (and Committee members),

supported the Committee’s performance and

effectiveness and is satisfied the Committee

continues to meet the requirements of its

Terms of Reference.

As is usual, the Committee considered the

Group’s Principal Risk disclosures for the financial

year ended 28 February 2026. The Committee

is satisfied that the statements made by the

Directors on pages 52 to 61 of this Annual

Report in respect of the Principal Risks are

appropriate based on what is currently known

to management as at the date of this Report.

The Committee’s work was supported by the

Group’s established risk, assurance and financial

management structures, which have been

strengthened to improve our financial reporting

and the quality of the Audit Committee’s

oversight for the benefit of Shareholders

and other stakeholders. The Committee

has continued to be greatly assisted by the

commitment, energy and experience of the

finance team, which has enabled the Committee

to fulfil its role in providing effective scrutiny

and challenge.

In my capacity as Audit Committee Chair, I am

available to all Board members to discuss any

audit, risk or compliance related concerns they

may have, either on a collective or individual

basis. I regularly engage with the Director of Risk

& Internal Audit and the External Auditor both

ahead of Committee meetings and also as part of

a regular dialogue we have on issues relevant to

the Committee, in each case in order to ensure

that each of their independent views, opinions

and comments are reflected in the Committee’s

deliberations and dealings. More information

about the Committee’s activities during the year

can be found in the pages which follow.

Audit Committee Report continued

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Audit Committee Report continued

The Year Ahead

Looking forward, the main focus of the

Committee will be on continuing to improve

the financial control and risk management

framework of the business including the

implementation of the actions noted above,

in particular the identification, assessment

and management of the Group’s material

controls in preparation for Provision 29 of the

2024 UK Corporate Governance Code. We

will continue to review the financial reporting

of the Group and its accounting policies and

any major accounting issues of a subjective

nature will be considered and discussed by

the Committee.

The Committee fulfils a key role in assisting

the Board in ensuring that the integrity of

the Group’s financial statements and the

effectiveness of the Group’s internal controls

and risk management systems are maintained.

Through the Committee’s composition,

resources and the commitment of its

members, I believe that it remains well placed

to meet those challenges and to discharge its

duties effectively in the year ahead.

On behalf of the Board

Feargal O’Rourke

Audit Committee Chair

18 May 2026

Role and Responsibilities

of the Committee

The Committee supports the Board in fulfilling

its responsibilities in relation to financial

reporting, monitoring the integrity of the

financial statements and other announcements

of financial results published by the Group;

and reviewing and challenging any significant

financial reporting issues, judgements and

actions of management in relation to the

financial statements. The Committee reviews

the effectiveness of the Group’s internal

controls and risk management systems and

the effectiveness of the Group’s Risk & Internal

Audit function. On behalf of the Board, the

Committee manages the appointment and

remuneration of the External Auditor and

monitors their performance and independence.

The Group supports an independent and

confidential whistleblowing procedure, and

the Committee monitors the operation of

this system.

In accordance with the Code, the Board

requested that the Committee advise it

whether it believes the Annual Report and

Accounts, taken as a whole, is fair, balanced and

understandable and provides the information

necessary for Shareholders to assess the

Group’s position and performance, business

model and strategy.

The Committee’s Terms of Reference reflect this

requirement and can be found in the Investor

Centre section of the Group’s website www.

candcgroupplc.com/corporategovernance/

terms-of-reference/. A copy may be obtained

from the Company Secretary.

All members of the Committee are and were

considered by the Board to be independent

throughout the year under review.

The Committee members have been selected to

provide a wide range of financial and commercial

expertise necessary to fulfil the Committee’s

duties and responsibilities and provide

effective governance. As a qualified Chartered

Accountant, I am considered by the Board to

have recent and relevant financial experience,

as required by the Code. The Committee is

considered by the Board to have the necessary

competence and broad experience relevant to

the sector in which the Group operates. Details

of the skills and experience of the Directors are

contained in the Directors’ biographies on pages

67 to 69 of the Annual Report and Accounts.

The Committee has access to the Group’s

finance team, to its Risk & Internal Audit function

and to its External Auditor and can seek further

professional training and advice, at the Group’s

cost, as appropriate.

Meeting Frequency

The quorum necessary for the transaction of

business by the Committee is two, each of whom

must be a Non-Executive Director. Regular

attendees by invitation include the Chair of the

Board, the CFO, the Director of Risk & Internal

Audit, the Group Financial Controller and EY,

the External Auditor. The Company Secretary

is Secretary to the Committee.

There were four meetings of the Committee

during the year. The meetings of the Committee

were generally scheduled to take place in

advance of Board meetings, allowing the

Committee to provide the Board with a detailed

update on the key items discussed during our

meetings. The Board also received copies of

the minutes of the Committee meetings.

Areas of Significant Judgement,

Complexity or Estimation

The Committee reviewed in detail the following

areas of significant judgement, complexity and

estimation in connection with the Financial

Statements for FY2026. The Committee

considered a report from the External Auditors

on the audit work undertaken and conclusions

reached as set out in their audit report on

pages 130 to 142. The Committee also had an

in-depth discussion on these matters with the

External Auditor.

Revenue recognition

The Committee considered the Group’s

revenue recognition policy and is satisfied it is

appropriate and in line with IFRS 15 Revenue

from Contracts with Customers.

Inventory existence

The Committee considered the Group’s

inventory policy and is satisfied it is appropriate

and in line with IAS 2 Inventories. The Group

made significant improvements during the

previous financial year to the internal control

environment and stock count procedures

at both its Clonmel facility and at the other

production facilities operated by the Group.

No issues have been noted in relation to

inventory existence in FY2026.

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Carrying value of goodwill and brands

The Committee considered management’s

conclusion that an impairment of the carrying

value of brands held by the Group should be

made. In particular, the Committee considered

and challenged the valuation financial models,

including sensitivity analysis, used to support

the valuation and the key assumptions and

judgements used by management underlying

these models.

The Committee considered the outcome of the

financial models and found the methodology

to be robust, and agreed with management’s

conclusion that an impairment of brands

should be made, specifically against the brands

acquired as part of the Gaymers and

Orchard Pig acquisitions.

Exceptional Items

Exceptional items are reported as part of

the financial statements but are used in the

Annual Report and Accounts to provide clarity

on underlying performance for users of the

accounts. The classification of exceptional items

is defined by a Group policy, as approved by

the Committee. It includes items of significant

income and expense which, due to their

size, nature or frequency, merit separate

presentation to allow the reader to understand

better the elements of financial performance

during the year. The Committee reviewed and

challenged items to be included throughout

the year in order to confirm appropriateness.

During FY2026 the Group incurred significant

one-off costs in respect of its strategic

restructuring and on-going transformation

programmes and impairment charges related

to brands and other discrete items. These have

been treated as exceptional items (see Note 5

of the consolidated financial statements). The

Group also reviewed its depreciation policy

applied to Plant & Machinery and has amended

the accounting estimate within the Depreciated

Replacement Cost model applied to valuation

and depreciation of the plant and machinery

assets utilised in the Group’s beverage

production. Including in Exceptional items in the

year is a valuation gain on those assets of €7.2m,

primarily attributed to the change in estimate.

The Committee reviewed the Group’s policy for

the exclusion of certain items when presenting

adjusted earnings and confirmed the consistent

application and appropriateness of this policy

from year to year. It has also confirmed that the

costs treated as exceptional are in accordance

with the Group’s accounting policy.

Carrying value of investment

in subsidiary undertakings and

recoverability of intercompany

receivables in the parent Company

financial statements

The Committee considered management’s

conclusion that an impairment of the

carrying value of the investment in subsidiary

undertakings held by the Company of €82.2m

should be made. The Committee considered

and challenged the valuation financial models,

including sensitivity analysis, used to support

the valuation and the key assumptions and

judgements used by management underlying

these models. The key assumptions used in

the financial models and consequently the key

focus areas for the Committee relate to net

revenue and operating profit, the growth rate in

perpetuity and the discount rate applied to the

resulting cash flows. The Committee considered

the outcome of the financial models and found

the methodology to be robust and agreed

with management’s conclusion that a €82.2m

impairment of the investment carrying value

should be made.

Management Override

of internal controls

In preparation to meet the requirements

of Provision 29 of the Code, the Group has

continued a programme to implement a

robust Enterprise Risk Management (‘ERM’)

framework, enabling the identification,

assessment and management of material

financial and non-financial controls. This project

will ensure the Group is fully prepared to meet

the requirements of Provision 29 and the

FY2027 Material Controls Declaration.

The key objectives of the project are to:

• Develop and embed a comprehensive ERM

framework;

• Identify and document material financial and

non-financial controls and key controls over

associated key systems;

• Design and implement remediation plans for

identified control gaps; and

• Develop an approach to assess deficiencies

and communicate these to the Board and

Audit Committee as required.

Going Concern and

Viability Assessment

The Committee and the Board reviewed and

challenged management’s assessment of base

case and downside forecast cash flows including

sensitivity to macroeconomic uncertainties such

as a downturn in consumer demand, higher input

costs and interest rates, along with the Group’s

own mitigating actions on costs and cash flows.

The viability assessment covers threeyears and

going concern covers a period from the date of

approval of the financial statements to 31 August

2027 (‘going concern period’).

The Committee also considered the Group’s

financing facilities, the level of available liquidity

and covenant compliance over the forecast

period. Based on this, the Committee confirmed

that the application of the going concern basis

for the preparation of the financial statements

continued to be appropriate with no material

uncertainties.

The Committee considered the disclosures

made in the going concern statement in the

Annual Report and the basis of preparation

within the Statement of Accounting Policies

of the financial statements on page 150.

For further information on the work

undertaken by the Committee, the Board and

management in relation to the going concern

basis of preparation for the FY2026 financial

statements, please see ‘Going Concern’ on page

150 and ‘Viability Statement’ on pages 62 to 63.

The Directors’ Going Concern statement is set

out on page 90.

Audit Committee Report continued

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Audit Committee Report continued

Other Areas of Focus

The Committee also during the year:

• Approved the Internal Audit plan and reviewed

the External Auditor’s work plans for the Group;

• Considered regular reports from the Director

of Risk & Internal Audit on their findings;

• Considered the process for review and

approval of the FY2026 Annual Report and

Accounts;

• Reviewed and recommended revisions to

the Board to the Group Risk Register and the

Principal Risks and Uncertainties; and

• Reviewed the External Auditor’s independence

and objectivity, the effectiveness of the audit

process, the re-appointment of the External

Auditor and approved the External Auditor’s

remuneration.

Following discussions with the External Auditor,

and the deliberations set out above, we are

satisfied that the financial statements dealt

appropriately with each of the areas of significant

judgement, including inventory existence,

carrying value of goodwill and brands, revenue

recognition, carrying value of investment in

subsidiary undertakings and recoverability of

intercompany receivables, exceptional items

and management override of internal controls.

Fair, Balanced and

Understandable Assessment

The Committee has satisfied itself and has

advised the Board accordingly, that the 2026

Annual Report and financial statements are

fair, balanced and understandable and provide

the information necessary for Shareholders to

assess the Group’s performance, business model

and strategy. The coordination and review

of Group wide contributions into the Annual

Report and Accounts follows a well-established

and documented process, which is performed

in parallel with the formal process undertaken

by the External Auditor.

The Committee received a summary of

the approach taken by management in the

preparation of the FY2026 Annual Report and

Accounts to ensure that it met the requirements

of the 2024 UK Corporate Governance Code.

This, and our own scrutiny of the document,

enabled the Committee, and then the Board,

to confirm that the FY2026 Annual Report

and Accounts taken as a whole, was fair,

balanced and understandable and provided

the information necessary for Shareholders to

assess the Group’s position and performance,

business model and strategy.

Internal Controls and

Risk Management Systems

While the Board retains ultimate responsibility

for risk management and the internal control

environment, the Committee is responsible

for reviewing the robustness and effectiveness

of the Group’s risk management and internal

control systems, including financial, operational,

regulatory and compliance controls.

In line with our usual procedures, the

Committee reviewed the Principal Risks at the

half and full-year, and considered associated

business changes and performance, challenging

and confirming their alignment to the

achievement of the Group’s strategic objectives.

IT Systems and Cyber Security

We continued to review our information

security and cyber preparedness policies

and procedures and further enhanced our

Information Technology systems and controls. In

the field of information technology and security,

the Group undertakes a regular security

assurance programme, testing controls,

identifying weaknesses, and prioritising

remediation activities where necessary. This

includes periodic best practice specialist

security testing by a leading third-party

provider and regular system scanning to identify

security weaknesses. Issues are assessed for risk

and are comprehensively managed as part of

the Group’s risk management programme. We

achieved Cyber Essentials Plus re-accreditation

in November 2025 from the National Cyber

Security Centre (‘NCSC’).

Internal Audit and Risk Management

The Committee is responsible for monitoring

and reviewing the operation and effectiveness

of the Internal Audit function including its

focus, work plan, activities, and resources.

During each financial year, the Committee

completes its annual review of the effectiveness

of Internal Audit, and also the Group’s system of

internal controls and risk management systems

including financial, operational, regulatory and

compliance controls.

The annual internal audit plan is approved by the

Committee and is kept under regular review,

to reflect the changing business needs and to

ensure new and emerging risks are considered.

The Committee is informed of any amendments

made to the internal audit plan on a quarterly

basis. The FY2026 internal audit plan was

developed through a review of the Group’s

Principal Risks together with consideration

of the Group’s key business processes and

functions that could be subject to audit. The

principal objectives are to provide confidence

that existing and emerging key risks are being

managed effectively, to confirm that controls

over core business functions and processes

are operating as intended, and to confirm that

major projects and significant business change

programmes are being adequately controlled.

Findings from all audit reports issued by the

internal audit function are reviewed by the

Committee. Internal audit recommendations

are closely monitored from implementation

through to closure, to ensure these are

implemented in a timely manner. A summary

of the status of the implementation of internal

audit recommendations is made quarterly to

the Committee.

The Committee is confident that the Internal

Audit function has the necessary direction and

resources and is also satisfied that the Internal

Audit function has adequate standing and is

free from management influence or other

restrictions.

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External Audit

The Committee is responsible for monitoring

the performance, objectivity and independence

of EY, the External Auditor. In October 2025,

we met with EY to review and approve the

audit plan for the year end, to gauge whether

it was appropriately focused. EY presented

to the Committee its proposed plan of work.

In addition, EY’s letter of engagement and

independence was reviewed by the Committee

in advance of the audit.

In January 2026, EY provided updates to

the Committee on the interim audit work

undertaken and preparations for the year-end

audit process. In May 2026, in advance of the

finalisation of the financial statements, we

received a report from EY on their key audit

findings, which included the key areas of risk

and significant judgements referred to above

and discussed the issues with them for the

Committee to form a judgement on the financial

statements. In addition, we considered the

Letter of Representation that the External

Auditor requires from the Board.

The Committee meets with the External

Auditor privately at least once a year to discuss

any matters they may wish to raise without

management being present and has held several

additional meetings to consider the matters

discussed in this Report.

Assessment of Effectiveness

of External Audit

The Committee carried out an assessment

of the external audit process during the

year, including EY’s role in that process. The

Committee also considered the robustness

of the audit process including, the level of

challenge given by EY to critical management

judgements and assumptions and the extent

to which professional scepticism was shown by

EY. This took account of the Committee’s own

discussions with the External Auditor on the

work performed around areas of higher audit

risk. It also took account of the External Auditor’s

conclusions on those areas, and the depth of the

External Auditor’s understanding of the Group’s

businesses.

The review of audit effectiveness was supported

by the results of discussions with individual

Committee members and the completion

of a short questionnaire by each member of

the Committee, the CFO, the Group Financial

Controller and applicable senior finance

personnel across the business.

Based on the Committee’s evaluation and

considering the views of other key internal

stakeholders, the Committee concluded that

both the FY2026 audit and the audit process

were effective, based on:

• The quality of planning, delivery and

execution of the audit;

• Effectiveness and communications between

management and the audit team;

• The quality of the reports and presentations

reviewed;

• The robustness of the challenge provided,

particularly in relation to judgemental and

complex areas as well as demonstrating

professional scepticism and independence;

• Their technical insight;

• Their demonstration of a clear understanding

of the Group’s business and its key risks;

The Audit Committee’s conclusion that the

external audit process was effective was

conveyed to the Board.

Non-Audit Services

The Group’s policy governing the provision of

non-audit services by the External Auditor is to

ensure that the External Auditor’s objectivity

and independence is safeguarded. This policy

has been in place throughout the year.

Under this policy the auditor is prohibited from

providing non-audit services if the auditor:

• May, as a result, be required to audit its

own firm’s work;

• Would participate in activities that would

normally be undertaken by management;

• Would be remunerated through a ‘success

fee’ structure or have some other mutual

financial interest with the Group; and

• Would be acting in an advocacy role for

the Group.

Other than above, the Group does not impose

an automatic restriction on the External

Auditor providing non-audit services. However,

the External Auditor is only permitted to

provide non-audit services that are not, or are

not perceived to be, in conflict with auditor

independence and objectivity, if it has the skill,

competence and integrity to carry out the work

and it is considered by the Audit Committee

to be the most appropriate firm to undertake

such work in the best interests of the Group.

The engagement of the External Auditor to

provide non-audit services must be approved

in advance by the Audit Committee or entered

into pursuant to pre-approved policies and

procedures established by the Audit Committee

and approved by the Board.

The nature, extent and scope of non-audit

services provided to the Group by the External

Auditor and the economic importance of

the Group to the External Auditor are also

monitored to ensure that the External Auditor’s

independence and objectivity is not impaired.

The Audit Committee has adopted a policy that,

except in exceptional circumstances with the

prior approval of the Audit Committee, non-

audit fees paid to the Group’s auditor should

not exceed 100% of audit fees in any one

financial year.

In FY2026, EY undertook non-audit services in

connection with the limited assurance reporting

on climate-related matters and summary

approval procedures for capital reductions

within subsidiary undertakings, which were

subject to the Committee’s prior approval

and were undertaken for fees of €207,500.

Audit Committee Report continued

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Audit Committee Report continued

Audit Tender

EY was originally appointed as External Auditor

for the year ended 28 February 2018. The

Group’s lead audit engagement partner for the

FY2026 audit was George Deegan. This is his

second year in the role and the External Auditor

is required to rotate the audit partner every

fiveyears.

There are no contractual obligations restricting

the Group’s choice of External Auditor. The

Committee will continue to review the auditor

appointment and the need to tender the audit.

Confidential Reporting Programme

The Group has an independent and confidential

reporting programme called ‘Speak Up’ in

all its operations whereby employees can, in

confidence, report on matters where they feel

improper behaviour has taken or is taking place,

or if health and safety standards have been or

are being compromised. Additional areas that

are addressed by this procedure include criminal

activities, improper or unethical behaviour and

risks to the environment.

Whilst colleagues are always encouraged to

raise any concerns with their line manager in the

first instance, the programme allows employees

to raise their concerns on a confidential basis.

An externally facilitated confidential online and

telephone facility are provided to protect the

identity of employees in these circumstances.

Any concerns are investigated on a confidential

basis by the Legal and Compliance teams and

feedback is given to the person making the

complaint as appropriate via the confidential

email facility. An official written record is kept of

each stage of the procedure and results

are summarised for the Committee.

The Committee is also responsible for ensuring

that arrangements are in place for the

proportionate independent investigation and

appropriate follow up of any concerns which

might be raised. The Board receives an annual

report on whistleblowing and the Committee

is updated on any relevant whistleblowing

incidents. In FY2026, no incidences of significant

concern were uncovered.

We encourage employees to report genuine

issues and concerns in good faith as they arise.

Those concerns are taken seriously. Employees

can be assured they are investigated where

appropriate and confidentiality is respected at

all times. The Committee, the Board and the

senior management team are committed to a

continued focus on our ‘Speak Up’ programme

across the business in FY2026. This is the

independent Group-wide confidential reporting

service which allows colleagues to report,

anonymously if they wish, any concerns they

may have regarding certain practices, or

conduct in their businesses including potential

or suspected instances of fraud and theft. We

want to promote our culture of transparency,

integrity and trust so that collectively issues or

concerns are reported as they arise and dealt

with accordingly.

Committee Effectiveness

The evaluation of the Committee was

completed as part of the 2026 external Board

Performance Review process. The review

assessed the Committee’s performance

covering its Terms of Reference, composition,

procedures, contribution and effectiveness.

As a result of that assessment, the Board and

Audit Committee are satisfied that the Audit

Committee is functioning effectively and

continues to meet the requirements of its

Terms of Reference.

Feargal O’Rourke

Audit Committee Chair

18 May 2026

The full responsibilities of the Committee are set

out in its Terms of Reference, which are available

on our website www.candcgroupplc.com/

corporategovernance/terms-of-reference/.

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Committee composition

as at 28 February 2026

50% 50%

Male

Female

Activities during FY2026

• Climate target reassessment.

• Carbon emission reduction target.

• Governance activities.

• Performance monitoring exercise.

Areas of focus for FY2027

• Sustainability pillars review.

• Double Materiality Assessment (‘DMA’) refresh.

• Actioning performance review recommendations.

• Continued preparation for regulatory reporting

requirements.

• Continued DE&I leadership focus.

Sustainability Committee

Report

Dear Shareholder,

On behalf of the Board, I am pleased to present the

Sustainability Committee report, which is intended

to provide Shareholders with an understanding of

the work of the Committee during FY2026.

This report provides an overview of the Committee’s activities in the year

under review and previews our expected areas of focus in the coming year.

Membership and attendance

The following Directors served on the Sustainability Committee during the year.

Member Committee Member since

Number of scheduled

meetings attended

Sarah Newbitt (Chair) 6 December 2023 5/5

Vineet Bhalla

(1)

9 February 2023 5/5

Chris Browne 6 December 2023 5/5

Sanjay Nakra

(2)

23 October 2024 5/5

The Senior Assistant Company Secretary is Secretary to the Committee.

1. Vineet Bhalla stepped down from the Board and the Sustainability Committee with effect from 28 February 2026.

2. Sanjay Nakra stepped down from the Sustainability Committee with effect from 20 March 2026 and Jill Caseberry was appointed

as a member with effect from the same date.

sarah newbitt, committee chair

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Sustainability Committee Report continued

External ESG Ratings

MSCI

2025: AA

CDP

A- CLIMATE/

B WATER/

A- SUPPLIER

ENGAGEMENT

2025: B Climate/B- Water

Sustainalytics

24.0

medium

2025: 26.2 medium

Year in Review

The Sustainability Committee reflects the

Board and C&C’s ongoing commitment to

operating a sustainable business and provides

the Company with rigour, support and challenge

on sustainability matters. The Committee

has primary responsibility for the oversight of

sustainability (incorporating environmental,

social and governance matters) and climate

change issues and provides regular updates

to the Board on these matters.

Carbon-reduction initiatives

During FY2026 the Committee discussed and

approved an adjustment to the Company’s

carbon emission reduction target from 35%

to 42%. This new target aligns with the Paris

Agreement ambition to limit global warming

from a target of well-below 2°C to 1.5°C

and signifies the Company’s commitment to

strengthening its accreditation with the Science

Based Targets initiative (‘SBTi’) subject to

revalidation in FY2027. To assist the business in

meeting this new target, it has been necessary

for the Committee to review options to assist in

lowering carbon emissions from the Wellpark

site. The conclusion of this review was a

recommendation to the Board that proceeding

with the installation of an Electric ‘E’-Boiler

provided the most appropriate course of action,

taking into consideration the higher carbon

reduction potential as well as cost and power

supply benefits of this option. Work on the

installation of the E-Boiler will commence

during the next financial year.

Regulatory Reporting and Governance

Despite the Company being in scope for the

two-year delay to the implementation of the

CSRD, meaning the first year of CSRD reporting

will be FY2028, the Committee has, throughout

FY2026, continued to horizon scan and monitor

the ever-evolving regulatory landscape in this

area. This has included reviewing the impact

of the Double Materiality Assessment (‘DMA’),

European Sustainability Reporting Standards

(‘ESRS’) and EU Taxonomy in order to ensure

the Company is prepared for the reporting

requirements. The Company intends to refresh

its DMA during FY2027 to ensure all relevant and

Key activities during FY2026

• Climate Target Reassessment: committed to revise the Group’s

Science Based Target initiative’s (‘SBTi’) target to the Paris-aligned

target of 1.5°C.

• Carbon Emission Reduction Target: adjusted the Group’s carbon

emission reduction target from 35% to 42% from FY2027 and reached

agreement on the best option to assist with meeting this target.

• Governance Activity: reviewed and updated the Terms of Reference

to more closely align with the Committee’s remit. Approved the

Sustainability and TCFD Reports.

• Code of Conduct Update: refreshed and aligned the Code of Conduct

with evolving regulatory requirements and sustainability principles.

• Environmental Policy: reviewed the Group’s Environmental Policy

for recommendation to the Board.

• Performance Monitoring: undertook an externally facilitated

independent Committee Performance Review.

Key priorities for FY2027

• Sustainability Pillars Review: simplify the pillars of the Group’s

sustainability strategy and integration of this into the Company’s overall

strategy.

• Double Materiality Assessment (‘DMA’) Refresh: oversee the refresh

of the Company’s DMA in line with evolving priorities and stakeholder

expectations.

• Performance Review: action the recommendations of the externally

facilitated performance review.

• Sustainability Regulatory Reporting: continue to prepare for the

Corporate Sustainability Reporting Directive (‘CSRD’), Corporate

Sustainability Due Diligence Directive (‘CSDDD’), and EU Taxonomy

Regulation.

• Horizon Scanning: continue to monitor emerging sustainability

risks, trends, and regulatory developments.

• DE&I Leadership Focus: continue to drive progress on DE&I

initiatives across senior leadership.

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applicable ESRS are in scope, including those

of most importance to stakeholders, and that

the DMA itself provides value to the Company.

The Committee will provide key input and

oversight to this process.

The Committee continued to monitor and

refresh its internal governance, conducting

a review of its Terms of Reference to better

align with the Committee’s remit and focus

on sustainability matters without being overly

prescriptive. Furthermore, the Committee’s

role in ensuring sustainability is appropriately

considered in all of the Group’s governance

practices has been clarified.

Reviews were also undertaken during the year

on the Group’s Environmental Policy and Code

of Conduct to ensure these appropriately

considered sustainability principles. The Board

is committed to treating all stakeholders in

every area of our business with honesty, fairness,

openness, engagement and respect, and to

conducting all business ethically and safely.

The Group will only work with parties that share

these values. Our Code of Conduct sets out our

expectations for how the Group does business,

clarifying our commitments to ethical, social

and environmental performance. Our Code of

Conduct can be found at www.candcgroupplc.

com/policies-and-terms/.

By strengthening our governance, we continue

to accelerate efforts to mitigate climate change

risks and identify opportunities for transitioning

to be a carbon neutral business by 2050. Full

details on the work undertaken on TCFD during

FY2026 can be found on pages 40 to 51.

Sustainability Management

Committee (‘SMC’)

The SMC was established during FY2025 to

review sustainability initiatives and reporting

requirements, ensuring that sustainability

objectives and priorities are clear, ambitious

and actionable, also providing a link to the

Group Executive Committee. During the

current year a review was undertaken on the

effectiveness of the SMC in implementing the

Company’s sustainability strategy. As a result,

the membership of the SMC was streamlined

and now consists of fewer core individuals from

throughout the business. These individuals

are deemed best placed to lead on the key

sustainability areas of environmental, social

and governance and ensure the sustainability

strategy is communicated and embedded

throughout all business functions. The SMC

has also championed the Sustainability Change

Advocates initiative and it is intended that,

from FY2027 colleagues from across various

business functions and sites will be engaged to

participate in sustainability project work and

build awareness of sustainability matters at

grass roots level.

The delegation of certain responsibilities to

the SMC furthermore enables the Committee

to focus on the oversight of sustainability

matters and support of the Company’s long-

term sustainable success. The SMC provides

an update report on its activities to each

Sustainability Committee meeting.

Year Ahead

Sustainability Strategy and Pillars

The Committee will be providing input into

the Group’s simplification of the current pillars

of its sustainability strategy. The objective of

this exercise will be to enhance stakeholder

understanding and engagement, both internally

and externally by focusing on those matters of

most importance to stakeholders. Additionally,

this will provide for greater flexibility as the

sustainability landscape evolves. Successful

integration of the sustainability strategy within

the Company’s overall strategy is also key to

ensuring sustainability is embedded across

all aspects of the business.

Regulatory Reporting

The Committee will continue to assess

sustainability regulatory reporting

requirements and during FY2027 will oversee

the Company’s DMA refresh. The DMA refresh

is critical to ensuring that those impacts, risks

and opportunities arising from the sustainability

matters of most relevance to the Group and its

stakeholders are given the correct weighting.

Preparations will also continue for other aspects

of CSRD reporting as previously detailed.

Role and Responsibilities of

the Sustainability Committee

The Committee is required to:

• Provide oversight on behalf of the Board in

relation to the Group’s Sustainability matters

and ensure that they are aligned with and

integrated into the broader business

purpose and strategy.

• Provide oversight and regularly review

the policies, programmes, practices,

targets and initiatives of the Group relating

to Sustainability matters, including

environmental concerns, ensuring they

remain effective and up to date and

consistent with good industry practice.

• Provide oversight and review regularly

the effectiveness of the governance in

place to ensure the successful delivery of

Sustainability matters by the Group including

regularly reviewing the adequacy of the

Group’s codes of practice, policies, principles

and standards and ensure they remain in

compliance with any relevant national and

international regulations.

• Provide oversight of the Group’s

management of compliance with relevant

legal and regulatory requirements, including

applicable rules and principles of corporate

governance, and applicable industry

standards, as these relate to Sustainability

matters.

• Report on the matters outlined above to

the Board and, where appropriate, make

recommendations to the Board.

• Report as required to Shareholders of the

Company on the activities and remit of the

Committee.

The quorum necessary for the transaction

of business by the Committee is two. Only

members of the Committee have the right to

attend Committee meetings. The Committee

Secretary is the Senior Assistant Company

Secretary.

Sustainability Committee Report continued

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Sustainability Committee Report continued

Meeting Frequency

The Committee met on five occasions, all of

which were scheduled meetings, during the

financial year ended 28 February 2026. At the

invitation of the Committee, the Chair of the

Board, Chief Executive Officer, Chief Operating

Officer (and Chair of the SMC), the Company

Secretary, Senior Assistant Company Secretary

and advisors were invited to attend all meetings.

Committee Performance Review

The FY2026 annual review of Committee

performance was facilitated externally by

Lintstock and the findings considered in full by

the Committee. Details of the process can be

found on pages 79 to 80. The review confirmed

the Committee’s continued effective operation

and agreement of actions will be considered

further during meetings scheduled in FY2027.

Outputs from FY2026 Committee

Performance Review

• Committee will endeavour to promote

alignment of the sustainability strategy with

the corporate strategy.

• Committee will oversee the Group’s

preparations for CSRD reporting

requirements during the forthcoming year

taking into consideration best practice and

stakeholder priorities.

• Committee will conduct deep dives on

those topics of key relevance to the Board’s

sustainability agenda thus providing

enhanced assurance.

Actions from FY2025 Committee

Performance Review

• Committee continued to improve its

governance through adapting its Terms

of Reference to better reflect its remit

and best practice.

• Committee streamlined the topics it covers

through use of an agenda planner and

consideration of the work undertaken by

the SMC as this continues to evolve.

I have very much enjoyed helping drive forward

our Sustainability strategy in my role as Chair

of the Sustainability Committee. With C&C’s

leadership and governance framework, Iam

confident the business is well equipped to

continue on our journey of delivering our

sustainability goals and adding value to all

stakeholders.

If you wish to discuss any aspects of the

Sustainability Committee’s activities with me

then please do so either at the forthcoming

AGM on 10 July 2026 or in advance, via email at

AGM2026@candcgroup.com.

Sarah Newbitt

Sustainability Committee Chair

18 May 2026

Find out more

The full responsibilities of the Committee are set

out in its Terms of Reference, which are available

on our website www.candcgroupplc.com/

corporategovernance/terms-of-reference/.

SMC colleagues at Senior Leadership Team Event

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Committee composition

as at 28 February 2026

50% 50%

Male

Female

Nomination Committee

Report

Dear Shareholder,

On behalf of the Board, I am pleased to present the Report

of the Nomination Committee (‘the Committee’) for the year

ended 28 February 2026 (‘FY2026’). This Report outlines the

Committee’s work during FY2026, including Board composition,

succession planning and governance oversight.

Membership and attendance

as at 28 February 2026

Member Committee Member since

Number of

scheduled

meetings

attended

Ralph Findlay (Chair) 7 July 2022 6/6

Angela Bromfield 5 December 2023 6/6

Chris Browne 5 December 2023 6/6

Feargal O’Rourke 22 October 2024 6/6

Gillian Kyle, Company Secretary, is Secretary to the Committee.

There was also one unscheduled Nomination Committee Meeting.

RALPH FINDLAY, COMMITTEE CHAIR

Key Activities During FY2026

• Recommended approval of the appointment of CFO.

• Completed a tender process for a new external Board Performance Review provider.

• Undertook an external Board and Committee Performance Review.

• Recommended annual election and re-election of Directors.

• Reviewed Board Diversity Policy.

• Reviewed Board Committee Composition in line with our Board Diversity Policy.

• Continued evaluation of Board skills, tenure, diversity and independence and

time commitment.

• Supported the appointment of two Group Executive Committee members.

Key Areas of focus for FY2027

• Strengthening succession planning, particularly from an Executive and

senior leadership perspective.

• Recommend setting of an ethnicity target for senior management.

• Monitoring DE&I progress.

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Nomination Committee Report continued

Diversity

The Committee recognises the importance

of diversity and inclusion and I am pleased to

share that the Board’s composition is once

again fully compliant with the UK Listing Rules

diversity targets, the Parker Review 2024

target on ethnic diversity, and the gender

diversity targets outlined in the FTSE for Women

Leaders Review. While taking the important

considerations of gender and diversity into

account, the Committee will continue to

recommend appointments to the Board based

on merit and the individual skills and experience

of each candidate. Gender, ethnicity, race and

other forms of diversity and inclusion form a key

part of our succession planning discussions and

are critical to the long-term sustainable success

of the business.

Committee Performance Review

The Committee’s performance and

effectiveness are reviewed annually by both

the Committee and as part of the Board

Performance Review.

Further details concerning the external Board

Performance Review that was carried out during

the year, which identified that the Committee

continues to operate effectively, can be found

in the Corporate Governance Report on pages

79 to 80. Examples of the priorities identified

as part of the Committee’s 2026 Performance

Review can be found under the ‘Key areas of

focus in FY2027’ section in this Report.

Engagement

As always, Shareholder engagement is

important to your Board; therefore, if you

wish to discuss any aspects of the Nomination

Committee Report, or Committee activities

more generally, with me, I welcome you to join

our AGM on 10 July 2026 in Dublin.

You can share your questions with me in

advance via our dedicated AGM email address

AGM2026@candcgroup.com. I am also available

via our Company Secretary, Gillian Kyle, email:

company.secretary@candcgroup.ie

Ralph Findlay

Nomination Committee Chair

18 May 2026

Board and Committee Changes

On 5 February 2026 we were delighted to

announce the appointment of Adam Phillips

as CFO, who joined the Board on 13 April 2026.

Adam’s appointment followed the completion

of a rigorous recruitment process undertaken

by the Committee, the Chief Executive Officer

(‘CEO’) and Chief People Officer (‘CPO’) in

conjunction with an independent executive

search firm, Spencer Stuart, who has no other

connection to C&C Group plc. Adam has a

highly relevant skillset and will further build

the capabilities of the leadership team. Adam

succeeds Andrew Andrea who stepped down

from the Board on 13 March 2026.

On 28 February 2026, Vineet Bhalla stepped

down from the Board to focus on his professional

commitments outside of C&C.

You can read more about Adam on page 67.

Additional information concerning the search

and selection process that resulted in the

appointment of Adam can also be found in

the Report that follows. On behalf of the Board,

I would like to thank both Vineet and Andrew

for their valuable contributions and dedication

to their roles.

On 26 March 2026, Sanjay Nakra was appointed

as a member of the Remuneration Committee

and stepped down from the Sustainability

Committee and Jill Caseberry was appointed

as a member of the Sustainability Committee.

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Roles and Responsibilities

of the Committee

The Committee is responsible for

Board recruitment and conducts a

continuous and proactive process of

planning and assessment, considering

the Board’s composition against the

Group’s strategic priorities and the

main trends and factors affecting

the long-term success and future

viability of the Group. The Committee’s

key objective is to ensure that the

Board comprises individuals with

the necessary skills, knowledge,

experience and diversity to ensure that

the Board is effective in discharging its

responsibilities and that appropriate

succession arrangements are in place.

Terms of Reference

The full responsibilities of the Committee are set

out in its Terms of Reference, and are available

on the Company’s website www.candcgroupplc.

com/corporate-governance/terms-of-

reference.

Board Appointment process

The Committee’s principal role is to lead a

formal, rigorous and transparent process,

for the appointment of new Directors to the

Board and ensuring that plans are in place for

orderly succession to the Board and senior

management positions. The process for making

new appointments to the Board is usually led

by the Chair, except when the Committee is

dealing with the Chair of the Board succession.

When considering new appointments, all

recommendations to the Board are made on

merit against objective criteria and promote

diversity, inclusion and equal opportunity.

CFO Appointment process

The table below outlines the appointment

process for our new CFO, Adam Phillips. The

CEO provided an update at each Committee

meeting on the recruitment process. Following

the Committee’s recommendation and due

consideration by the Board, Adam Phillips was

appointed as our new CFO on 13 April 2026.

Board Induction

Following their appointment both Roger White

and Adam Phillips each commenced an extensive

and tailored induction programme developed

by the Chair of the Board and Company

Secretary. The induction programme included

visiting a number of the Group’s depots/sites,

meetings with the Group’s audit partner,

brokers, customers, Board members and Senior

Leadership Team. Adam’s induction programme

is still underway and will continue throughout

F Y2027.

Appointment of external search firm

The Nomination Committee delegated

authority to the CEO and CPO to undertake

a tender process to appoint an external

executive search firm.

Candidate interviews

Preliminary interviews with each of the

shortlisted candidates were held by the CEO

and CPO, following which the Committee

agrees on the candidates that best meet

the role specification.

Committee recommendation

Following the conclusion of all of the

interviews the Committee made a

recommendation to the Board for

its consideration.

Role specification

The executive search firm with support

from the CEO and CPO developed a role

specification and list of characteristics

deemed essential for the new Executive

Director.

Final stage interviews

The preferred candidate attended meetings

with all members of the Nomination

Committee.

Board decision and announcement

The Board considered the recommendation

of the Committee and approved the

appointment, following which an

announcement was made via the London

Stock Exchange.

Collation of candidate list

Following consultation with the CEO and the

CPO, the executive search firm prepares a

longlist of potential candidates, which was

subsequently reviewed by the Committee

Chair, CEO and CPO, and a shortlist agreed.

Candidate references

The Committee was provided with

references taken by the executive

search firm.

Board Induction

Following appointment the Executive

Director receives a tailored induction and

you can read more about the induction

programme on page 81 of the Corporate

Governance Report.

Nomination Committee Report continued

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Nomination Committee Report continued

Election and Re-election

of Directors

During the year, the Committee reviewed and

took account of the balance of skills, knowledge,

experience and diversity of the Board, the time

commitment expected of the Non-Executive

Directors and the conclusions of the Board and

Committee Performance Review process when

considering and recommending the nomination

of Directors for election and re-election at the

2025 AGM.

In accordance with the 2024 UK Corporate

Governance Code, the 2026 Notice of AGM sets

out the specific reasons why each Director’s

contribution is, and continues to be, important to

the Company’s long-term sustainable success.

Conflicts of Interest and

Independence

The Committee also conducted a review of

individual director conflict authorisations as

recorded in the Conflicts of Interest register as

well as a review of the process. The register is

maintained by the Company Secretary and sets

out any actual or potential conflict of interest

situations which a Director has disclosed to

the Board in line with their statutory duties.

To form a view of a Director’s independence,

consideration was also given to other external

appointments held by each director. You can

read more about their external appointments

on pages 67 to 69 of the Corporate Governance

Report. The Committee determines a Non-

Executive Director’s independence in line

with the relevant provisions of the Code and is

satisfied that all of the Non-Executive Directors

meet the criteria for independence and that

the Chair of the Board met the criteria on

appointment to that role.

Succession Planning

A key responsibility of the Committee is

to satisfy itself that a robust and rigorous

succession planning process is in place, over

the short, medium and long-term, to ensure

that the Company maintains the optimal

Board composition with the right mix

of skills, experience, Company and

industry knowledge.

The Company’s succession plans, together

with the Board skills matrix and tenure tracker,

are considered. This allows the Committee to

identify potential gaps, in relation to Director

rotation and in respect of the skills needed to

deliver the Group’s strategic priorities.

Effective and proactive succession planning

and assessment also enable the Committee

and the Board to ensure that changes to the

Board are effectively coordinated where

possible, and that contingency plans are in

place where necessary. You can read more about

the Board skills on page 66 and their biographies

on pages 67 to 69.

At least annually, the Board discusses each

Director’s intentions to continue serving as a

Director, considering succession within the

context of overall Board composition and

corporate governance guidelines on Non-

Executive Director tenure. This approach

ensures transparency and encourages open

dialogue about succession plans for each

member, covering both contingency needs

and medium- to long-term planning.

The Committee is satisfied that the Board

currently possesses the skills and experience

necessary to provide leadership and oversight.

Following Vineet’s departure, the Board remains

confident in its digital expertise, supported by

the Chief Technology Officer, Chief Information

Security Officer, senior management team, and

ongoing updates and training.

Diversity

As a people-focused business, our strength

comes from an inclusive and welcoming

environment, where we recognise that the

experiences and perspectives which make us

unique come together in our shared values and

vision. We strongly believe that the more our

colleagues reflect the diversity of our clients and

consumers, the better equipped we are to service

their needs. The Board and senior management

also believe diversity is key to providing the right

blend of perspectives and insights required to

meet our purpose and strategy.

Our Board Diversity Policy, which the

Committee reviewed during the year,

applies to the Board and its Committees and

acknowledges the importance of diversity, equal

opportunity and inclusion in its broadest sense

as a key element of Board effectiveness and can

be found on our website www.candcgroupplc.

com/policies-and-terms/corporate-governance-

documents. It also complements our employee

diversity policy.

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Our Board Diversity Policy Measurable Targets

Board Diversity Policy Measurable Targets Target Achieved

At least 40% of the Board are women. Yes

As at 28 February 2026, four out ten Directors (40%) are women.

As at 18 May 2026, four out of nine Directors (44%) are women.

The Board should have female representation across at least one of the senior roles of Chair,

Senior Independent Director (‘SID’), Chief Executive Officer and Chief Financial Officer.

Yes

One position is held by a woman, SID.

The Board should have at least one person from an ethnic minority background. Yes

As at 28 February 2026, two out of ten Directors (20%) are from an ethnic minority background.

As at 18 May 2026, one out of nine Directors (11%) is from an ethnic minority background.

The Board should consider candidates for appointments as Non-Executive Directors from a wider

pool, including those with little or no previous FTSE Board experience.

Yes

One Non-Executive Director was appointed in 2023 and one in 2024, with no previous FTSE

Board experience.

Engage only Executive search firms who understand C&C’s values and approach to diversity and

are best placed to deliver a diverse pool of candidates that are aligned with our strategy. This will

be achieved by engaging only with firms that have signed up to the Voluntary Code of Conduct and

Enhanced Voluntary Code of Conduct.

Yes

The UK Listing Rules

The UK Listing Rules include specific diversity targets which require companies to report against on a ‘comply or explain’ basis.

Target Status

At least 40% of the Board are women. 40% of the Board are women.

At least one of the senior Board positions is held by a woman. Chris Browne is our Senior Independent Director.

At least one member of the Board is from a minority ethnic background. Sanjay Nakra was appointed to the Board in 2024.

Nomination Committee Report continued

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Nomination Committee Report continued

In line with Listing Rule 9.8.6 (10) as at the reference date of 28 February 2026, the composition of the Board and Executive Management was as follows:

Sex of Board and Group Executive Committee members (as at 28 February 2026)

Sex Number of Board Members Percentage of the Board

Number of senior

positions on the Board

Number in

Executive Management*

Percentage of

Executive Management*

Men 6 60% 3 4 50%

Women 4 40% 1 4 50%

Not Specified/preferred not to say – – – – –

* Executive Management is the Group Executive Committee, including CEO, CFO, and Company Secretary.

Sex of Board and Group Executive Committee members (as at 18 May 2026)

Sex Number of Board Members Percentage of the Board

Number of senior

positions on the Board

Number in

Executive Management*

Percentage of

Executive Management*

Men 5 70% 3 4 50%

Women 4 30% 1 4 50%

Not Specified/preferred not to say – – – – –

* Executive Management is the Group Executive Committee, including CEO, CFO, and Company Secretary.

Ethnic Background of Board and Group Executive Committee members and Company Secretary (as at 28 February 2026)

Ethnicity Number of Board Members Percentage of the Board

Number of senior positions

on the Board

Number in Executive

Management*

Percentage of Executive

Management*

White: English/Welsh/Scottish/Northern Irish/British/Irish or any other White

background (including minority-White ethnic groups)

8 80% 4 2 25%

Mixed/Multiple ethnic groups – – – – –

Asian: Bangladeshi/Chinese/Indian/Pakistani any other Asian background 2 20% – – –

Black: African/Caribbean/or any other Black background – – – – –

Other minority ethnic group – – – – –

Not specified/prefer not to say – – – 6 75%

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Ethnic Background of Board and Group Executive Committee members and Company Secretary (as at 18 May 2026)

Ethnicity Number of Board Members Percentage of the Board

Number of senior positions

on the Board

Number in Executive

Management*

Percentage of Executive

Management*

White: English/Welsh/Scottish/Northern Irish/British/Irish or any other White

background (including minority-White ethnic groups)

8 90% 4 2 25%

Mixed/Multiple ethnic groups – – – – –

Asian: Bangladeshi/Chinese/Indian/Pakistani or any other Asian background 1 10% – – –

Black: African/Caribbean or any other Black background – – – – –

Other ethnic group – – – – –

Not specified/prefer not to say – – – 6 75%

Company Employment Data by Sex (as at 28 February 2026 and 28 February 2025)

Male Number/Percentage

28 February 2026

Female Number/

Percentage

28 February 2026

Male Number/Percentage

28 February 2025

Female Number/

Percentage

28 February 2025

Directors 6/60% 4/40% 6/60% 4/40%

Senior Managers 27/56% 21/44% 28/56% 22/44%

Other employees 2,054/76% 658/24% 2,028/75% 666/25%

The Parker Review

In line with the Parker Review reporting cycle, all data for our Board-level ethnicity disclosures is shown at the snapshot date of 31 December in each reporting year. We are pleased to continue to meet the

2024 target, and are working to determine an appropriate 2027 target for the percentage of senior management who self-identify as being of an ethnically diverse background.

Target Status

2024 Target: At least one director from an ethnically diverse background. Sanjay Nakra was appointed to the Board in 2024.

2027 Target: To set target of our senior management team as being of an ethnically diverse background by December 2027. Target still to be set.

Nomination Committee Report continued

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Board Committee Composition

In line with our Board Diversity Policy and as part of our annual Board Committee membership review, please see below the details on Board Committee Composition as at 28 February 2026 and at

the date of this Report.

As at 28 February 2026 Audit Nomination Remuneration Sustainability

Number of members 3 4 3 4

Number of female members 1 2 2 2

Chair of Committee Male Male Female Female

Members from ethnic minority background 1 0 1 1

Number of Independent members 3 4 3 4

Number of Executive members 0 0 0 0

As at 18 May 2026 Audit Nomination Remuneration Sustainability

Number of members 3 4 3 3

Number of female members 1 2 2 3

Chair of Committee Male Male Female Female

Members from ethnic minority background 1 0 1 0

Number of Independent members 3 4 3 3

Number of Executive members 0 0 0 0

Our Approach to Data Collection

Sex and ethnicity data for all employees are collected on an annual basis managed by the Company Secretarial team in conjunction with our HR function. The information is self-populated by employees

on the HR system. The Board receive an email requesting confirmation of the details as defined in the UK Listing Rules and Parker Review’s annual submission. Consent is provided for data collection and

processing of that data in accordance with the Group’s Privacy Statement and for publication in this Report.

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Committee

composition

as at 28 February 2026

67%

33%

Male

Female

Activities during FY2026

• Determined remuneration for incoming CFO.

• Applied the Remuneration Policy in relation to salary, LTIP,

benefits and bonus.

• Undertook external Performance Review.

• Considered workforce pay.

• Reviewed and approved Gender Pay Gap Report.

Areas of Focus for FY2027

• Review the Remuneration Policy for Shareholder vote at the 2027 AGM.

• Setting of performance targets for FY2027 LTIP awards to ensure

appropriate stretch and alignment with the Group’s outlook.

• Continue to engage with stakeholders, including the wider workforce,

Shareholders and other stakeholders on remuneration to ensure it

remains effective.

• Further focus on workforce pay, fairness and pay progression.

Directors’ Remuneration

Report

Dear Shareholder,

On behalf of the Board, I am pleased to present

the Directors’ Remuneration Report (‘the Report’)

for the year ended 28 February 2026 (‘FY2026’).

This Report outlines the Committee’s activities over the year, provides

details of Directors’ remuneration for FY2026, and explains how we

plan to apply our Remuneration Policy (‘the Policy’) in FY2027.

Membership and attendance

as at 28 February 2026

Member Committee Member since

Number of scheduled

meetings attended

Angela Bromfield (Chair) 13 July 2023 5/5

Vineet Bhalla

(1)

27 October 2021 5/5

Jill Caseberry 1 March 2019 5/5

Gillian Kyle, Company Secretary, acts as Secretary to the Committee. There was also 1 unscheduled

meeting that took place during the year.

1. Vineet Bhalla stepped down from the Board and the Committee on 28 February 2026, and Sanjay Nakra

was appointed member of the Committee on 28 February 2026.

ANGELA BROMFIELD, COMMITTEE CHAIR

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Directors’ Remuneration Report continued

Annual statement by Chair of

the Remuneration Committee

The ‘Remuneration at a Glance’ section

(pages 113 to 114) provides an overview of how

Executive Director remuneration is structured

to support the delivery of our strategy and

reflect performance in FY2026.

The Annual Remuneration Report sets out the

application of the Policy during FY2026 and will

be presented to Shareholders for an advisory

vote at the 2026 AGM.

Shareholder engagement

We were pleased that the FY2025 Directors’

Remuneration Report was approved at the

2025 AGM with votes in favour of 97.4%.

Work of the Remuneration

Committee during FY2026

During FY2026, the Committee oversaw several

remuneration matters arising from leadership

changes within the Group, alongside its regular

responsibilities under the Remuneration Policy.

The Committee’s work during the year included:

• Application of the Remuneration Policy for

Executive Directors, including oversight

of salary, benefits, annual bonus and

LTIP arrangements, and the review of

performance against FY2026 targets.

• Undertook external review of Committee

effectiveness, ensuring governance

processes remained robust and aligned with

best practice.

• Determined the remuneration arrangements

for the incoming Chief Financial Officer,

Adam Phillips, taking account of the scope of

the role, internal relativities, market practice,

and workforce pay considerations.

• Reviewed remuneration arrangements for

certain senior executives who are not members

of the Board, where such decisions have a

material bearing on the effective operation

of the Group’s remuneration framework.

• Oversaw malus and clawback provisions,

confirming that no such provisions were

applied during the year.

• Reviewed and recommended the annual

Gender Pay Gap Report for Board approval.

• Considered workforce pay and internal

relativities, including consideration of pay

outcomes for the wider workforce to ensure

appropriate alignment with Executive

Director remuneration.

Committee priorities for FY2027

Looking ahead to FY2027, the Committee’s

priorities include:

• Comprehensive review of the Directors’

Remuneration Policy, ahead of the next

Shareholder vote at the 2027 AGM.

• Evaluation of the LTIP structure, including

performance conditions and the balance

of financial and strategic measures.

• Setting of performance targets for FY2027

LTIP awards to ensure appropriate stretch

and alignment with the Group’s outlook.

• Continued oversight of the alignment

between Executive Director remuneration

and the Group’s strategy, performance,

and experience of Shareholders.

• Further focus on workforce pay, fairness and

pay progression, ensuring appropriate linkage

with Executive remuneration outcomes.

• Ongoing monitoring of market and

regulatory developments, including evolving

investor guidance.

• Continue to engage with stakeholders

including the wider workforce, shareholders

and other stakeholders on remuneration to

ensure it remains effective.

Business context and leadership

changes in FY2026

FY2026 was a year of transition and progress,

as we navigated a challenging market while

laying the groundwork for future growth.

Under the leadership of our new CEO, Roger

White, who was appointed to the Board on

20 January 2025, the year included a period

of assessment and prioritisation to ensure the

Group is well positioned for sustainable success.

A summary of the Group’s performance for the

year is described in the Strategic Report on

pages 6 to 63.

During the year, Andrew Andrea, who has

served as Chief Financial Officer since 1 March

2024, informed the Board of his decision to

step down to pursue a new opportunity outside

the Group. Andrew stepped down from the

Board on 13 March 2026, and we thank him for

his contribution and wish him every success

in his future role. Details of his remuneration

arrangements upon leaving are set out below.

Following Andrew Andrea’s resignation, the

Board has confirmed the appointment of a

successor, Adam Phillips, as announced on

5 February 2026. We look forward to working

collaboratively with Adam to advance our

strategic priorities.

Key reward decisions for FY2026

for Executive Directors

Roger White – CEO

Roger’s salary of £650k remained unchanged

during the year and his benefits remained in

line with Policy.

His maximum annual bonus opportunity for

FY2026 was 125% of salary.

Roger was granted an LTIP award in June 2025

of 150% of salary, subject to performance

conditions based on EPS (with a 55% weighting),

relative TSR (with a 35% weighting) and an

environmental measure (with a 10% weighting).

Further detail, including the performance

targets are set out in the Annual Remuneration

Report.

Andrew Andrea – CFO

Andrew’s salary of £440k remained unchanged

during the year and his benefits remained in line

with Policy.

His maximum annual bonus opportunity for

FY2026 was 125% of salary.

Andrew was granted an LTIP award in June 2025

on the same performance conditions as Roger.

Following Andrew’s resignation, the Committee

confirmed he will not be treated as a ‘good

leaver’. Consequently, all unvested LTIP awards,

including the FY2025 LTIP granted in 2024, the

FY2026 granted in June 2025 and the ‘one-off’

LTIP awards granted in January 2025 lapsed

in full on 13 March 2026, the date he stepped

down from the Board, in accordance with the

Plan Rules.

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Furthermore, Andrew was not eligible for an

annual bonus for FY2026. In accordance with

the Plan Rules, Andrew was entitled to retain

the Deferred Bonus Plan awards granted in June

2025 in respect of the bonus earned for FY2025.

The Deferred Bonus Plan share awards will vest

at the end of the deferral period in June 2028.

Annual bonus and LTIP outturns

for FY2026

The bonus opportunity for FY2026 was based on

two measures aligned to company performance

and aligned to strategic priorities. 80% was

based on operating profit and 20% on free

cash flow.

Following the year-end assessment, the

Committee determined that neither measure

met the threshold level of performance required

for payout. As a result, no annual bonus is

payable to Executive Directors in respect

of FY2026.

There were no LTIP awards held by Executive

Directors that were eligible to vest upon

completion of the performance period ending

in FY2026. The Committee did, however,

review the FY2024 LTIP award which was due

to be tested in the year and, notwithstanding

a formulaic outturn of 20%, exercised its

discretion to reduce vesting to nil, taking into

account the overall performance of the business

and the experience of Shareholders during the

performance period (see page 121).

Reward for FY2027

Executive Directors’ salaries

Roger White’s salary increased to £669,500 on

1 March 2026.

This increase is in line with the average salary

increase for the wider workforce, which is 3%,

effective 1 March 2026.

Adam Phillips commenced his role of Chief

Financial Officer on 13 April 2026. His initial

salary upon appointment was set at £380,000

reflecting the scope and responsibilities of the

role. No buyout or compensation awards are

incorporated into his joining arrangements.

Annual bonus for FY2027

The maximum annual bonus for Roger White

and Adam Phillips will be 125% of salary.

The performance measures for the FY2027

bonus opportunity will be based on operating

profit (80% weighting) and free cash flow

(20% weighting).

As detailed in the Remuneration Report last

year, Roger invested £120,580 in C&C shares

on 13 March 2025. Therefore, subject to his

retention of those shares, 25% of any bonus

he earns will be deferred into shares for three

years. Up to 50% of any bonus Adam earns

will be deferred into an award under the

company’s Deferred Bonus Plan for three years,

depending on the extent to which the in-service

shareholding guideline has been met.

LTIP

The maximum LTIP for Roger and Adam will be

150% of salary.

The FY2027 LTIP award will vest conditional

on performance in respect of the three years

ending 28 February 2029. The current intention

is that the performance measures will be based

on Earnings per Share (55%), relative Total

Shareholder Return (35%) and Environmental

targets (10%). Up to 25% of the award will vest

at threshold performance. LTIP awards are also

subject to a two-year holding period following

the end of the three-year performance period.

The medium-term business plan and strategy is

being finalised against a background of general

uncertainty, market weakness and consumer

caution. The Committee has therefore decided

to delay setting the FY2027 three-year LTIP

performance targets to ensure that they are

appropriately challenging and aligned with

that strategy. The FY2027 LTIP awards will

be granted in due course, with performance

targets to be set as soon as practicable. No

change to the overall quantum or structure of

the FY2027 LTIP award is envisaged. The targets

will be disclosed in the Remuneration Report

next year.

Committee effectiveness

The Committee’s performance and

effectiveness are reviewed annually by

both the Committee and as part of the

Board Performance Review.

Further details concerning the external Board

and Committee Performance Review that was

carried out during the year, which identified that

the Committee continues to operate effectively,

can be found in the Corporate Governance

Report on pages 79 to 80.

Conclusion

We trust this Report illustrates how our

remuneration framework supports the

Group’s strategy and the creation of long-term

Shareholder value.

I look forward to your support for the resolution

to approve this Report at the forthcoming

AGM, where I will be available to address any

questions, or you can also share your question

with me in advance via our dedicated AGM email

AGM2026@candcgroup.com. I am also available

via our Company Secretary, Gillian Kyle, email

company.secretary@candcgroup.ie.

Angela Bromfield

Remuneration Committee Chair

18 May 2026

Directors’ Remuneration Report continued

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Directors’ Remuneration Report continued

Remuneration at a glance

Directors’ Remuneration Policy

Our remuneration arrangements are designed to motivate and reward our people, with incentives

aligned to our strategy that encourage enhanced and sustainable performance and the delivery

of value for Shareholders. Our remuneration framework for Executive Directors consists of

three key components, fixed pay, annual bonus and LTIP as set out in the Remuneration Policy

on pages 115 to 117.

Fixed Pay

Base salary: reflects

individual’s role, experience

and contribution. Set at levels

to attract, recruit and retain

Directors of the necessary

calibre.

Pension allowance: 5% of

salary (in line with the average

contribution available for the

Group’s employees).

Benefit allowance: 7.5% of

salary.

Annual Bonus

Incentivises delivery

of performance targets

which support the strategic

direction of the Company.

Maximum opportunity

for FY2026 and FY2027:

125% of salary.

LTIP

Incentivises execution of

the Group’s business strategy

over the longer term and

aligns interests with those

of Shareholders.

Maximum normal LTIP

opportunity FY2026 and

FY2027: 150% of salary.

Ensuring Shareholder alignment

Up to 50% of the annual bonus

earned is deferred into shares

for three years (subject to a

minimum deferral of 25%

of the bonus earned).

Subject to performance

targets being met, LTIP

awards vest after three years

but continue to be subject

to a further two-year

holding period.

Executive Directors are

required to build and

maintain a personal

shareholding of at

least two times salary.

Progress towards shareholding guidelines

Roger White’s and Andrew Andrea’s progress towards satisfying the shareholding guidelines are

shown in the table below. Under the shareholding guideline, Executive Directors are required to

maintain a shareholding of 200% of salary.

Director Shareholding Target Value

Value as at

28 February 2026

(1)

Roger White 100,000 £1,300,000 £123,630

Andrew Andrea Nil £880,000 Nil

1. The value is based on salary as at 28 February 2026 and the number of shares held multiplied by the closing share price of £1.2363

(representing the average closing price over the last quarter of FY2026).

Implementation of the Policy in FY2026

Single Figure (€000)

Base salary Pension and benefits Annual bonus (Note: nil paid in FY2026)

Andrew Andrea

Roger White

0 170,000 340,000 510,000 680,000 850,000

Annual Bonus

Annual Bonus vesting (% of Maximum): 0%

Measure

Actual

performance

€m

Threshold

€m

Target

€m

Max

€m Outturn

Operating profit (80%) 30.4 75 80 83 0%

Free cash flow (20%) 45.3 60 70 75 0%

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FY2024 LTIP

LTIP Vesting (% of maximum): 0% (note, no FY2024 LTIP awards were held by Roger White or

Andrew Andrea).

Measure Achievement Level Threshold Max Outturn

Earnings Per Share (45%) €0.9 €0.152 €0.160 0%

Relative Total Shareholder

Return (35%) – details of the

comparator group are set out

on page 121.

Below median Company’s TSR

performance

over the

performance

period to be at

the median of

the comparator

group

Company’s TSR

performance

over the

performance

period to be

in the upper

quartile of the

comparator

group

Environmental (20%)

Reduction of Scope 1 and

Scope 2 (tCO

e) emissions

(2)

over the three-year period

13%

Above Max

6% reduction 12% reduction 100%

(1)

1. Although the Environmental performance condition achieved above maximum, the Committee exercised discretion to reduce overall vesting to

nil following its assessment of overall business performance and Shareholder experience.

Total reward

Element of Reward

(1)

Roger White

€’000

Andrew Andrea

€’000

Base Salary 754 510

(2)

Pension 38 26

Benefits 57 38

Annual Bonus 0 0

FY2024 LTIP Vest n/a n/a

1. The exchange rate used to convert the elements of reward to Euro is £1: €0.8624 being the average exchange rate in FY2026.

2. Year-on -year variance reflects exchange rate movements rather than a change to base salary.

Implementation of the Policy in FY2027

Base Salary

Roger White £669,500 Adam Phillips £380,000

Annual Bonus (max opportunity):

Roger White

125%

Adam Phillips

125%

LTIP

(1)

(max opportunity):

Roger White

150%

Adam Phillips

150%

Operating profit: 80%

Free cash flow: 20%

EPS: 55%

Relative TSR: 35%

Environmental: 10%

1. As discussed in the Chair’s letter, the LTIP metrics are shown as currently intended. The final metrics and targets will be confirmed in next year’s

Remuneration Report.

Alignment of our incentives with our strategy

Strategic Priority KPIs Annual Bonus LTIP

To deliver sustained

Shareholder value

Earnings growth

Cash Flow generation

Minimise environmental impact Reduction in Carbon Emissions

Malus and Clawback

As noted on page 118, malus and clawback provisions apply to all elements of performance-based

variable remuneration. In line with the 2024 UK Corporate Governance Code, the Committee confirms

that these provisions were not applied during the reporting period.

The Committee did, however, exercise its discretion in relation to the FY2024 LTIP award, reducing the

formulaic vesting outcome from 20% to nil, taking into account the overall performance of the business

and the experience of Shareholders during the performance period (see page 121).

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Remuneration Policy

Our Remuneration Policy was approved by Shareholders at our 2024 AGM, supported by 94.2% of the votes cast. We have included below the parts of the Policy that we think Shareholders will find

most useful, but with the information in relation to service contracts updated to reflect the current circumstances and with certain date specific references updated. The full Policy is available in the

2024 Annual Report on the Company’s website at www.candcgroupplc.com/investors/reports-and-presentations/.

Executive Directors

The table below sets out the Company’s Remuneration Policy for Executive Directors.

Purpose and link to strategy Operation Maximum opportunity Performance metrics

Salary

Reflects the individual’s

role, experience and

contribution. Set at levels

to attract, recruit and

retain Directors of the

necessary calibre.

Salaries are set by the Committee taking into account factors including, but not limited to:

• scope and responsibilities of the role;

• experience and individual performance;

• overall business performance;

• prevailing market conditions;

• pay in comparable companies; and

• overall risk of non-retention.

Typically, salaries are reviewed annually, with any changes normally taking effect from 1 March.

Whilst there is no prescribed formulaic maximum, any

increases will take into account the outcome of pay reviews

for employees as a whole. Larger increases may be awarded

where the Committee considers it appropriate to reflect, for

example: increases or changes in scope and responsibility;

to reflect the Executive Director’s development and

performance in the role; or alignment to market level.

Increases may be implemented over such time period

as the Committee determines appropriate.

None.

Benefits/cash allowance in lieu

Ensures that benefits are

sufficient to recruit and

retain individuals of the

necessary calibre.

The Group seeks to bring transparency to Directors’ reward structures through the use of

cash allowances in place of benefits in kind. The cash allowance can be applied to benefits

such as a company car and health benefits. Group benefits such as death-in-service insurance

are also made available. Other benefits may be provided based on individual circumstances

including housing or relocation allowances, travel allowance or other expatriate benefits.

Benefits and allowances are reviewed alongside salary.

There is no prescribed maximum monetary value of benefits.

Benefit provision is set at a level which the Committee

considers appropriate against the market and relative to

internal benefit provision in the Group and which provides

sufficient level of benefit based on individual circumstances.

None.

Pension/cash allowance in lieu

Contributes towards

funding later life cost

of living.

Executive Directors may participate in the Company’s defined contribution pension scheme

or take a cash allowance in lieu of pension entitlement (or a combination thereof).

A contribution and/or cash allowance not exceeding the

level available to the majority of the Group’s workforce.

The Committee retains discretion to determine the

approach and calculation of the workforce pension level,

including if relevant, taking into account the location of

the Executive Director.

None.

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Purpose and link to strategy Operation Maximum opportunity Performance metrics

Annual bonus

Motivates employees

and incentivises delivery

of performance targets

which support the

strategic direction of the

Company.

Bonus levels are determined after the year-end based on performance against targets set by

the Committee.

The Committee has discretion to vary the bonus pay out should any formulaic output not

reflect the Committee’s assessment of overall business performance, or if the Committee

considers the pay-out to be inappropriate in the context of other relevant factors including

to avoid outcomes which could be seen as contrary to Shareholder expectations.

Bonus deferral

The extent of the deferral of bonus will ordinarily depend upon the achievement against the

Company’s in-service shareholding requirement, as set out below this table.

Malus and clawback provisions will apply to the annual bonus. See the ‘Malus and clawback’

section below for more details.

Maximum opportunity is 150% of base salary. Performance is ordinarily measured over the financial year. The

Committee has flexibility to set performance measures and targets

annually, reflecting the Company’s strategy and aligned with key

financial, operational, strategic and/or individual objectives.

The majority of the bonus will be based on financial measures, such as

profit and cash. The balance of the bonus will be based on financial or

strategic targets such as brand equity and our ESG goals (which may

include health and safety objectives).

In the case of financial measures, up to 20% of the bonus will be earned

for threshold performance increasing to up to 50% for on-target

performance and 100% for maximum performance.

For non-financial measures, the amount of bonus earned will be

determined by the Committee between 0% and 100% by reference to

its assessment of the extent to which the relevant metric or objective

has been met.

LTIP

Incentivises Executive

Directors to execute the

Group’s business strategy

over the longer term and

aligns their interests with

those of Shareholders

to achieve a sustained

increase in Shareholder

value.

Awards are made in the form of nil-cost options or conditional share awards, the vesting

of which is conditional on the achievement of performance targets (as determined by the

Committee).

Vested awards must be held for a further two-year period after the end of the performance

period before sale of the shares (other than to pay tax). This holding period can be operated

on the basis that:

• awards vest following the assessment of the applicable performance conditions but will not

be released (so that the participant is entitled to acquire shares) until the end of a holding

period of two years beginning on the vesting date; or

• the participant is entitled to acquire shares following the assessment of the applicable

performance conditions but that (other than as regards sales to cover tax liabilities) the

award is not released (so that the participant is able to dispose of those shares) until the

end of the holding period.

The Committee retains discretion to adjust the outturn of an LTIP award, including to override

the formulaic outcome of the award, in the event that performance against targets does not

properly reflect the underlying performance of the Company, or if the Committee considers

the pay-out to be inappropriate in the context of other relevant factors including to avoid

outcomes which could be seen as contrary to Shareholder expectations.

Additional shares may be delivered in respect of vested LTIP award shares to reflect dividends

over the vesting period and, if relevant, the holding period. The number of additional shares

may be calculated assuming the reinvestment of dividends on such basis as the Committee

determines.

Awards may be made up to 200% of salary in respect of any

financial year.

In exceptional circumstances the maximum award is 300%

of salary in respect of any financial year.

Vesting is based on the achievement of challenging performance

targets, typically measured over a period of three years.

Performance may be assessed against financial measures (including,

but not limited to, EPS, cash conversion or other cash based measure)

and/or return measures and operational or strategic measures

(which may include ESG measures) aligned with the Company’s

strategy, provided that at least 75% of the award is based on financial

and/or return measures.

For the achievement of threshold performance against a financial

measure, no more than 25% of the award will vest, rising, ordinarily

on a straight-line basis, to 100% for maximum performance; below

threshold performance, none of the award will vest.

For non-financial measures, the amount of the award that vests will be

determined by the Committee between 0% and 100% by reference to

its assessment of the extent to which the relevant metric or objective

has been met.

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Purpose and link to strategy Operation Maximum opportunity Performance metrics

Share-based rewards: all-employee plans

Align the interests of

eligible employees with

those of Shareholders

through share ownership.

The C&C Profit Sharing Scheme is an all-employee share scheme and has two parts.

Part A relates to employees in Ireland and has been approved by the Irish Revenue

Commissioners (the Irish APSS). Part B relates to employees in the UK and is a HMRC qualifying

plan of free, partnership, matching or dividend shares (or cash dividends) with a minimum

three-year vesting period for matching shares (the UK SIP). UK resident Executive Directors

are eligible to participate in Part B only.

There is currently no equivalent plan for Directors resident outside of Ireland or the UK.

Under the Company’s Irish APSS, the maximum value of

shares that may be allocated each year is as permitted in

accordance with the relevant tax legislation (currently

€12,700, which is the combined value for the employer

funded and employee foregone elements).

Under the Company’s UK SIP the maximum values are those

permitted by the applicable legislation (£1,800 in respect

of partnership shares, £3,600 in respect of matching shares

and £3,600 in respect of free shares, or in any case such

greater limit as may be specified by the tax legislation from

time to time).

No performance conditions would usually be required in

tax-advantaged plans.

Bonus deferral

If an Executive Director has not met at least half the Company’s in-service shareholding requirement as determined by the Committee, up to 50% of any bonus earned will ordinarily be paid in cash with the

remainder deferred into an award under the Company’s Deferred Bonus Plan, for up to three years.

If an Executive Director has met at least half the Company’s in-service shareholding requirement as determined by the Committee, up to 75% of any bonus earned will ordinarily be paid in cash with the

remainder deferred into shares, for up to three years.

Additional shares may be delivered in respect of deferred bonus award shares to reflect dividends over the deferral period. The number of additional shares may be calculated assuming the reinvestment

of dividends on such basis as the Committee determines.

As explained in the FY2026 Directors’ Remuneration Report, Roger White invested £120,580 in C&C Group plc shares on 13 March 2025. Therefore, subject to his retention of those shares, 25% of any

bonus he earns will be deferred into shares for three years.

Shareholding guidelines

To align Executive Directors with Shareholders, the Committee has adopted formal share ownership guidelines, which apply both during and after employment. The Committee retains discretion to vary

these provisions in appropriate circumstances.

In-Service guideline

Under the in-service shareholding guideline, Executive Directors are required to build and maintain a personal shareholding of at least two times’ salary.

Executive Directors must retain 50% of the after-tax value of vested share awards until the guideline is met.

Awards which have vested but which remain unexercised, vested LTIP awards that are in a holding period, and deferred bonus awards all count towards the shareholding requirement on a net of assumed

tax basis.

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Post-employment guideline

The Committee has adopted a post-employment guideline. Shares are subject to this guideline

only if they are acquired from LTIP or Deferred Bonus Plan awards granted after 1 March 2021.

For the first year after the Executive Director steps down from the Board, they must retain such of

those shares as have a value equal to the ‘in-service’ guideline, or their actual shareholding, if lower.

For the subsequent year, they are required to retain such of those shares as have a value equal to

half of the ‘in-service’ guideline or their actual shareholding, if lower.

Malus and clawback

In line with the 2024 UK Corporate Governance Code, malus and clawback provisions apply to

all elements of performance-based variable remuneration (i.e. annual bonus, and LTIP) for the

Executive Directors. The circumstances in which malus and clawback will be applied are if there has

been, in the opinion of the Committee, a material mis-statement of the Group’s published accounts,

material corporate failure, significant reputational damage, error in assessing a performance

condition or the information or assumptions on which the award vests, or the Committee reasonably

determines that a participant has been guilty of gross misconduct. The clawback provisions will apply

for a period of two years following the end of the performance period; in the case of any Deferred

Bonus Plan award or LTIP award which is not released until the end of a holding period, clawback

may be implemented by cancelling the award before it vests/is released.

Service Contracts

Details of the service contracts of the Executive Directors are as follows:

Name Contract date Notice period

Unexpired term

of contract

Roger White (Chief Executive Officer) 11 December 2024 6 months

(1)

n/a

Adam Phillips (Chief Financial Officer) 13 April 2026 6 months

(1)

n/a

1. On a change of control, a 12-month notice period from both parties applies.

Non-Executive Directors

The table below sets out the Company’s Remuneration Policy for Non-Executive Directors

Purpose and link to strategy Operation Opportunity Performance metrics

Non-Executive Director fees

Attract and retain high

calibre individuals with

appropriate knowledge

and experience.

Fees paid to Non-Executive Directors are

determined and approved by the Board as

a whole. The Committee recommends the

remuneration of the Chair to the Board.

Fees are reviewed from time to time and

adjusted to reflect market positioning and any

change in responsibilities.

Non-Executive Directors are not eligible to

participate in the annual bonus plan or share-

based plans and, save as noted below, do not

receive any benefits (including pension) other

than fees in respect of their services to the

Company.

Non-Executive Directors may be eligible to

receive certain benefits as appropriate such as

the use of secretarial support, travel costs or

other benefits that may be appropriate. If tax

is payable in respect of any benefit provided,

the Company may make a further payment to

cover the tax liability.

Fees are set taking

into account the time

commitment and

contribution expected

for the role and market

competitive fee

levels. The Articles of

Association provide

that the ordinary

remuneration of

Directors (i.e. Directors’

fees, not including

executive remuneration)

shall not exceed a fixed

amount or such other

amount as determined by

an ordinary resolution of

the Company.

Not applicable.

Additional Fees

Provide compensation

to Non-Executive

Directors taking on

additional responsibility

or for additional time

commitments.

Non-Executive Directors may receive

additional fees for further duties (for example

Committee Chair, Senior Independent

Director responsibilities, or holding

the position of Designated Employee

Engagement Non-Executive Director) or time

commitments.

Not applicable.

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Letters of appointment

Each of the Non-Executive Directors in office during the financial year was appointed by way of

a letter of appointment. Each appointment was for an initial term of three years, renewable by

agreement (but now subject to annual re-election by the members in General Meeting). The letters

of appointment are dated as set out below.

Non-Executive Director Date of letter of appointment

Ralph Findlay 16 September 2021 (Chair – 7 July 2022)

Vineet Bhalla 26 April 2021

Jill Caseberry 7 February 2019

Angela Bromfield 12 July 2023

Chris Browne 30 August 2023

Sarah Newbitt 30 August 2023

Sanjay Nakra 18 September 2024

Feargal O’Rourke 14 August 2024

The letters of appointment are each agreed to be terminable by either party on three months’ notice

and do not contain any pre-determined compensation payments in the event of termination of office

or employment.

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Annual Remuneration Report

Remuneration in detail for the Year ended 28 February 2026

Executive Directors’ Remuneration (Audited)

The audited single figure of remuneration for each Executive Director for the year ended 28 February 2026 and the prior year is set out in the table below.

Salary/fees (a) Taxable benefits (b) Annual bonus (c) Long-term incentives (d) Pension related benefits (e) Total fixed remuneration Total variable remuneration Tot al

Year ended February

2026

€’000

2025

€’000

2026

€’000

2025

€’000

2026

€’000

2025

€’000

2026

€’000

2025

€’000

2026

€’000

2025

€’000

2026

€’000

2025

€’000

2026

€’000

2025

€’000

2026

€’000

2025

€’000

Roger White 754 92 57 7 0 n/a n/a n/a 38 5 849 104 0 n/a 849 104

Andrew Andrea 510 505 38 38 0 214 n/a n/a 26 25 574 568 0 214 574 782

Total 1,264 597 95 45 0 214 0 0 64 30 1,423 672 0 214 1,423 1,176

Details of the valuation methodologies applied are set out in Notes (a) to (e) below. Where relevant, the valuation methodologies are as required by the UK Regulations and are different from those applied

within the financial statements, which have been prepared in accordance with International Financial Reporting Standards (‘IFRS’).

Notes to Directors’ Remuneration table

(a) Salaries and fees

The amounts shown are the amounts earned in respect of the financial year.

In respect of Andrew’s FY2026 salary, year-on-year variance reflects exchange rate movements rather than a change to base salary.

(b) Taxable benefits

The Executive Directors received a cash allowance of 7.5% of base salary. The Group provided death-in-service cover of four times annual base salary.

The annual bonus was based on performance against operating profit (80%), free cash flow (20%). Further details of the bonus targets set and the performance outturn are provided in the table below.

Performance Targets

Measure Threshold (20% of maximum) Target (50% of maximum) Maximum (100%) Actual Performance Bonuses outturn

Operating profit (80%) €75m €80m €83m €30.4m 0%

Free cash flow (20%) €60m €70m €75m €45.3m 0%

Total 0%

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(d) Long-term incentives

1. There were no LTIP awards held by Executive Directors that were eligible to vest upon completion of the performance period ending in FY2026.

2. The performance measures and targets for the FY2024 LTIP awards are as set out below.

Performance Condition Weighting Threshold (25% vesting) Maximum Outturn Vesting

Earnings per share 45% €0.152 €0.160 €0.9 0%

Relative Total Shareholder Return 35% Company’s TSR performance over

the performance period to be at the

median of the comparator group

(1)

Company’s TSR performance over the

performance period to be in the upper

quartile of the comparator group

(1)

Below median 0%

Environmental – Reduction of Scope 1 and Scope 2 (tCO

emissions over the three-year period

20% 6% reduction 12% reduction 13% reduction 100%

1. The comparator group comprised of Greencore Group, Mitchells & Butlers, Cranswick, Premier Foods, JD Wetherspoons, Fuller Smith and Turner, Marston’s, The Gym Group, AG Barr, Hollywood Bowl, Hilton Food Group, FeverTree Drinks, SSP Group, Domino’s Pizza Group and Tate & Lyle

(Bakkavor, Britvic, the Restaurant Group and Ten Entertainment Group all delisted during the performance period).

Based on the achievement of performance measures, the FY2024 LTIP would vest at 20% of maximum on a formulaic basis. However, having given due consideration to the overall performance of the

business and the experience of Shareholders during the performance period, the Committee has exercised its discretion, and the FY2024 LTIP award will lapse in full.

(e) Pensions related benefits

No Executive Director accrued any benefits under a defined benefit pension scheme. Under their service contracts, the Executive Directors received a cash payment of 5% of base salary in order to provide

their own pension benefits as disclosed in column (e) of the table.

Additional information

Payments to Former Directors and Payments for Loss of Office

As previously disclosed, Mr McMahon retained his LTIP awards granted in respect of FY2024 which remained subject to the applicable performance conditions assessed following the end of FY2026 and

were subject to a reduction to reflect his period of service. As disclosed above the FY2024 award will lapse in full.

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Directors’ Shareholdings and Share Interests

Shareholding guidelines

Executive Directors are required to build up (and maintain) a minimum holding of shares in

the Company. Under the Policy, the Executive Directors are expected to maintain a personal

shareholding of at least two times’ salary. Executive Directors are expected to retain 50% of the

after-tax value of vested share awards until at least the shareholding guideline has been met.

Executive Directors’ Interests in Share Capital of the Company (Audited)

The beneficial interests, including family interests, of the Directors and the Company Secretary in

office during the year ended 28 February 2026 in the share capital of the Company are detailed below:

28 February 2026

(or date of leaving

the Board if earlier)

Total

1 March 2025

Total

Roger White 100,000 Nil

Andrew Andrea Nil Nil

Total 100,000 Nil

Roger White’s and Andrew Andrea’s progress towards satisfying the shareholding requirements are

shown in the table below. The requirement is 200% of salary.

Director Shareholding Target Value

Value as at

28 February 2026

(1)

Roger White 100,000 £1,300,000 £123,630

Andrew Andrea Nil £880,000 Nil

1. The value is based on salary as at 28 February 2026 and the number of shares held multiplied by the closing share price of £1.2363

(representing the average closing price over the last quarter of FY2026).

Company Secretary

28 February 2026

(or date of leaving

the Board if earlier)

Total

1 March 2025

Total

Gillian Kyle

(1)

Nil Nil

Mark Chilton

(2)

49,335 49,335

Gillian Kyle held 334 partnership shares in the UK SIP as at 28 February 2026. She also holds

334matching shares and two dividend shares.

1. Gillian Kyle was appointed Company Secretary with effect from the close of the 2025 AGM on 11 July 2025.

2. Mark Chilton stepped down as Company Secretary with effect from the close of the 2025 AGM on 11 July 2025 and retired from the Company on

31 August 2025.

Between 28 February 2026 and 14 May 2026 (the latest practicable date), Gillian Kyle acquired

128 partnership shares and 128 matching shares in the UK SIP. There were no other changes in the

above interests for current Executive Directors or for the Company Secretary between these dates.

The Directors and Company Secretary have no beneficial interests in any Group subsidiary or joint

venture undertakings.

Share incentive plan interests awarded during year (Audited)

LTIP

The table below sets out the plan interests awarded to Executive Directors during the year ended

28 February 2026. Awards granted under the LTIP are subject to performance conditions as set out

below the table.

Executive Director Type of Award

Maximum

opportunity

Number

of shares

Face value

(at date of

grant in €)

% of maximum

opportunity

vesting at

threshold

Roger White FY2026 LTIP

Award

(1)

150% of

base salary

589,480 1,130,025

(2)

25%

Andrew Andrea

(3)

FY2026 LTIP

Award

(1)

150% of

base salary

399,032 764,939

(2)

25%

1. The FY2026 LTIP award was granted on 6 June 2025 in the form of a nil-cost option over €0.01 Ordinary Shares in the Company.

2. The face value of the FY2026 LTIP award is based on the number of shares under the award multiplied by the average of the mid-market closing

share price on the three working days before the date of grant being £1.654 (converted to €1.917 using an exchange rate of £1: €1.159 being the

average FX rate in the year).

3. The LTIP awards granted to Andrew Andrea lapse on his date of exit in accordance with the Plan Rules.

Award Performance Measure Weighting

Threshold

(25% vesting)

Maximum

(100%)

FY2026 LTIP Award Earnings per share

(1)

55% €0.135 €0.147

Relative TSR

(2)

35% Median Upper Quartile

Environmental

(3)

10% 1,500 tCO

2,000 tCO

1. Basic EPS FY2028, measured excluding the impact of share buybacks.

2. Assessed over the three financial years FY2026 – FY2028. Compared to a comparator group consisting of AG Barr, Bakkavor Group, Cranswick,

Domino’s Pizza Group, FeverTree, Fullers, Smith & Turner, Greencore Group, The Gym Group, Hollywood Bowl Group, Hilton Food Group, JD

Wetherspoons, Marston’s, Mitchells & Butlers, Premier Foods, SSP Group, and Tate & Lyle. The Committee retains the discretion to determine

the treatment of any comparators that delist during the performance period. The Committee notes that Bakkavor Group has recently delisted.

3. Reduction in carbon emissions over the three financial years ending with FY2028.

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Directors’ Interests in Options (Audited)

Interests in options over Ordinary Shares of €0.01 each in the Company

Director Exercise price Plan Exercise period

Total at

1 March 2025

Awarded

in year

Exercised

in year

Lapsed

in year

Total at 28 February 2026

(or if earlier date of

departure from Board)

Roger White 20/01/2025 Nil One-off LTIP Award 20/01/2030 – 20/01/2035 664,168 – – 664,168

06/06/2025 Nil FY2026 LTIP 06/06/2030 – 06/06/2035 589,480 589,480

Total 664,168 589,480 – – 1,253,648

Andrew Andrea

(1)

16/07/2024 Nil FY2025 LTIP 28/05/2029 – 16/07/2034 404,411 – – – 404,411

20/01/2025 Nil One-off LTIP Award 20/01/2030 – 20/01/2035 299,727 – – – 299,727

06/06/2025 Nil FY2026 LTIP 06/06/2030 – 06/06/2035 – 399,032 399,032

25/06/2025 Nil DBP 25/06/2028 – 25/06/2035 53,003 53,003

Total 704,138 452,035 – – 1,156,173

Gillian Kyle 16/07/2024 Nil FY2025 LTIP 16/07/2027 – 16/07/2034 31,862 – – – 31,862

29/10/2025 Nil FY2026 LTIP 06/06/2028 – 29/10/2035 – 39,903 39,903

Total 31,862 39,903 – – 71,765

Mark Chilton

(2)

09/06/2022 Nil R&R 09/06/2025 – 31/08/2026 50,000 – 50,000 – –

14/06/2023 Nil R&R 14/06/2025 – 31/08/2026 93,670 – 93,670 – –

16/07/2024 Nil R&R 16/07/2025 – 31/08/2026 102,190 – 102,190 – –

Total 245,860 – 245,860 – –

1. As set on page 111, following Andrew Andrea’s resignation, all unvested LTIP awards lapsed in full on 13 March 2026. His Deferred Bonus Plan award granted in June 2025 will vest at the end of the deferral period and be exercisable for a period of 6 months in line with the plan provisions in respect

of resignation.

2. R&R is the C&C Group Recruitment and Retention Plan 2010.

No price was paid for any award of options. The price of the Company’s Ordinary Shares as quoted on the London Stock Exchange at the close of business on 27 February 2026 (being the last working day

in the financial year) was £1.176 (28 February 2025: £1.4660). The price of the Company’s Ordinary Shares ranged between £1.066 and £1.822 during the year.

There was no movement in the interests of the Directors in options over the Company’s Ordinary Shares between 28 February 2026 and 14 May 2026.

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Single Total Figure of Remuneration – Non-Executive Directors (Audited)

The table below reports the total fees receivable in respect of qualifying services by each

Non-Executive Director during the year ended 28 February 2026 and the prior year.

Salary/fees

Year ended February

2026

€’000

2025

€’000

Ralph Findlay

(1)

268 67

Vineet Bhalla

(2)

70 80

Angela Bromfield 95 90

Chris Browne 100 107

Jill Caseberry 70 77

Sanjay Nakra

(3)

70 34

Sarah Newbitt 100 94

Feargal O’Rourke

(4)

95 43

Total 868 592

1. For the year ended February 2025 these are Ralph Findlay’s earnings for the period that he acted as a Non-Executive Director to 5 June 2024.

2. Vineet Bhalla stepped down from the Board on 28 February 2026.

3. Sanjay Nakra was appointed to the Board on 19 September 2024. He also received taxable benefits of €68,278 (gross) relating to travel and

expenses for Board meeting attendance for the period to 28 February 2026.

4. Feargal O’Rourke was appointed to the Board on 15 August 2024.

Fees paid to Non-Executive Directors are determined and approved by the Board as a whole.

The Committee recommends the remuneration of the Chair to the Board.

Fees are reviewed from time-to-time and adjusted to reflect market positioning and any change in

responsibilities. Following a review during the year, the fee structure for Non-Executive Directors

was simplified to provide a clearer, more consistent framework and to reflect market practice and

the relative responsibilities of each role. The previous model of a base fee plus multiple committee

membership fees was replaced with a base fee that incorporates committee responsibilities. In

some cases, this has resulted in a lower fee being received. In addition, the fee for the Remuneration

Committee Chair was adjusted to ensure alignment with the fee for the Audit Committee Chair.

The Fees for FY2026 are outlined in the table that follows:

Non-Executive Role/Position

Fees for FY2026

€

Non-Executive Chair 267,800

Base fee 70,015

Senior Independent Director 20,000

Audit Committee Chair 25,000

Remuneration Committee Chair 25,000

Sustainability Committee Chair 20,000

Designated Employee Engagement Non-Executive Director 10,000

Non-Executive Directors’ Interests in Share Capital of the Company (Audited)

The beneficial interests, including family interests, of the Non-Executive Directors in office during

the year ended 28 February 2026 in the share capital of the Company are detailed below:

28 February

2026 (or date

of retirement

from the Board if

earlier)

Total

1 March 2025

(or date of

retirement from

the Board if

earlier)

Total

Ralph Findlay

(1)

245,693 245,693

Vineet Bhalla

(2)

21,000 15,000

Angela Bromfield 29,895 13,439

Chris Browne 13,900 13,900

Jill Caseberry 6,462 6,462

Sanjay Nakra

(3)

– –

Sarah Newbitt 11,528 –

Feargal O’Rourke

(4)

50,000 50,000

Total 378,478 344,494

1. Ralph Findlay also holds an award of 55,771 options under the 2018 Deferred Bonus Plan relating to a bonus payment that he was eligible for

during the period he served as Executive Chair.

2. Vineet Bhalla stepped down from the Board on 28 February 2026.

3. Sanjay Nakra was appointed to the Board on 19 September 2024.

4. Feargal O’Rourke was appointed to the Board on 15 August 2024.

There were no changes in the above share interests for current Non-Executive Directors between

28 February 2026 and 14 May 2026.

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Performance graph and table

This graph shows the value, at 28 February 2026, of £100 invested in the Company on 28 February

2016 compared to the value of £100 invested in the FTSE 250 Index. The Committee believes that

this is the most appropriate index against which to compare the performance of the Company as

this is a widely recognised index and the Company is a member of this index.

Total Shareholder return

C&C Group

FTSE 250 Index

160

200

120

Feb 16 Feb 17 Feb 18 Feb 19 Feb 20 Feb 21 Feb 22 Feb 23 Feb 24 Feb 25

Feb 26

Chief Executive Officer

The following table sets out information on the remuneration of the Chief Executive Officer for the

ten years to 28 February 2026:

Total

Remuneration

€’000

Annual Bonus

(as % of maximum

opportunity)

Long term

incentives vesting

(as % of maximum

number of

shares)

FY2017 Stephen Glancey 1,052 Nil Nil

FY2018 Stephen Glancey 994 18% Nil

FY2019 Stephen Glancey 1,777 100% Nil

FY2020 Stephen Glancey (to 15/01/20) 2,219 25% 100%

FY2020 Stewart Gilliland (from 16/01/20) 71 N/A N/A

FY2021 Stewart Gilliland (to 02/11/20) 301 N/A N/A

FY2021 David Forde (from 02/11/20) 1,731 Nil Nil

FY2022 David Forde 776 Nil Nil

FY2023 David Forde 804 Nil 65%

FY2024 David Forde (to 18/05/23) 176 Nil 41%

FY2024 Patrick McMahon (from 19/05/23) 533 Nil 55%

FY2025 Patrick McMahon (to 06/06/24) 290 33.75% 0%

FY2025 Ralph Findlay (from 06/06/24 to 19/01/25) 674 33.75% N/A

FY2025 Roger White (from 20/01/25) 104 N/A N/A

FY2026 Roger White 849 0 N/A

The amounts set out in the above table were translated from Sterling based on the average

exchange rate for the relevant year.

Notes in relation to the basis of disclosure for previous years are included in the Directors’

Remuneration Reports for those years.

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CEO Pay Ratio

The table below shows the ratio of the pay of the CEO to that of the UK lower quartile, median and

upper quartile full-time equivalent employees in each year from FY2020 to FY2026. For the wider

workforce, the value of benefits provided in the year has not been included as the data is not readily

available. In the view of the Company, this does not have a meaningful impact on the pay ratios.

Figures for earlier years are presented on the same basis as in the Directors’ Remuneration Report

for the prior year.

The UK regulations provide three methods for the calculation of the CEO Pay Ratio, A, B and C with

Option A (modified) being the preferred method as it is the most statistically accurate. In calculating

the ratio, the Company determined full time equivalent annual remuneration for UK employees,

employed in the business as at 28 February 2026. Set out below is the remuneration and salary

component of that remuneration for the CEO and for employees in the 25th, 50th (median) and

75th quartiles.

Year

CEO total

remuneration

(salary)

€

25th percentile

employee

remuneration

(salary)

€

Median employee

remuneration

(salary)

€

75th percentile

employee

remuneration

(salary)

€

FY2020 2,218,941

(697,954)

26,146

(24,080)

32,257

(30,024)

45,075

(39,232)

FY2021 2,031,946

(531,161)

23,465

(22,146)

29,667

(27,894)

42,290

(38,358)

FY2022 776,250

(690,000)

26,759

(25,281)

34,125

(31,511)

45,338

(41,613)

FY2023 1,201,701

(714,150)

28,957

(27,450)

35,795

(33,661)

47,896

(44,183)

FY2024 1,084,742

(723,960)

31,070

(29,220)

38,135

(35,526)

50,660

(46,542)

FY2025 1,068,870

(713,182)

33,408

(31,431)

41,478

(37,011)

54,371

(47,009)

FY2026 847,924

(753,711)

33,281

(32,824)

40,353

(38,799)

52,290

(49,686)

Salary Only Ratios

Year Method

25th percentile

ratio

Median

ratio

75th percentile

ratio

FY2020 Option A 29.0:1 23.2:1 17.8:1

FY2021 Option A 24.0:1 19.0:1 13.8:1

FY2022 Option A 27.3:1 21.9:1 16.6:1

FY2023 Option A 26.0:1 21.2:1 16.2:1

FY2024 Option A 24.8:1 20.4:1 15.6:1

FY2025 Option A 22.7:1 19.3:1 15.2:1

FY2026 Option A 23.0:1 19.4:1 15.2: 1

Total Remuneration Ratios

Year Method

25th percentile

ratio

Median

ratio

75th percentile

ratio

FY2020 Option A 84.9:1 68.8:1 49.2:1

FY2021 Option A 86.6:1 68.5:1 48.0:1

FY2022 Option A 29.0:1 22.7:1 17.1:1

FY2023 Option A 41.5:1 33.6:1 25.1:1

FY2024 Option A 34.9:1 28.4:1 21.4:1

FY2025 Option A 32.0:1 25.8:1 19.7:1

FY2026 Option A 25.5:1 21.0:1 16.2:1

The Company believes that the median pay ratio for FY2026 is consistent with the pay, reward and

progression policies for the UK employees. The change in the ratios between FY2025 and FY2026

are attributable to salary movements during the year and there was no bonus in respect of FY2026.

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Annual Percentage Change in Remuneration of Directors

(1)

and Employees

The table below reports the annual percentage change in salary/fees and bonus of the Directors and employees between FY2020 and FY2026 in accordance with the UK Regulations. The UK Regulations

also require that this disclosure be included in relation to benefits. However, due to the difficulty in obtaining this data, we have decided not to include benefits for the purpose of the calculation, consistent

with our approach to the CEO Pay Ratio. The average employee disclosure shows the average percentage change in the same remuneration over the same period in respect of the Company’s UK full time

equivalent employees, by reported numbers. We have used the Company’s UK full time equivalent employees as the comparator group for consistency with the approach to the CEO Pay Ratio calculation.

The average employee change has been calculated by reference to the mean of employee pay. Notes in relation to the basis of disclosure for previous years are included in the Directors’ Remuneration

Reports for those years.

Avg. Employee Ralph Findlay

(2)

Vineet Bhalla Angela Bromfield

(3)

Chris Browne

(3)

Jill Caseberry Sarah Newbitt

(3)

Sanjay Nakra

(4)

Feargal O’Rourke

(4)

Salary/Fees FY2020-FY2021 (4.2%) N/A N/A N/A N/A ( 7.2%) N/A N/A N/A

FY2021-FY2022 1.6% N/A N/A N/A N/A 21.9% N/A N/A N/A

FY2022-FY2023 7.4% N/A 18.8% N/A N/A 6.7% N/A N/A N/A

FY2023-FY2024 3.59% 205.35% 32.62% N/A N/A 6.6% N/A N/A N/A

FY2024-FY2025 5.4% 52.4% (18.2)% 0.2%

(1)

22.9%

(1)

(9.7)% 15.3%

(1)

N/A N/A

FY2025-FY2026 9.8% (54.2)% (12.8)% 5.6% (6.2)% (9.1)% 6.7% ( 7.0)% 19.8%

Annual Bonus FY2020-FY2021 N/A N/A N/A N/A N/A N/A N/A N/A N/A

FY2021-FY2022 0.6% N/A N/A N/A N/A N/A N/A N/A N/A

FY2022-FY2023 0% N/A N/A N/A N/A N/A N/A N/A N/A

FY2023-FY2024 0% N/A N/A N/A N/A N/A N/A N/A N/A

FY2024-FY2025 8.2% N/A N/A N/A N/A N/A N/A N/A N/A

FY2025-FY2026 N/A N/A N/A N/A N/A N/A N/A N/A N/A

1. As set on page 124, the Non-Executive Director fees were simplified during 2025, in some cases resulting in a lower fee. The percentage changes to FY2026 reflect this new framework.

2. Ralph Findlay’s earnings include total remuneration in his capacity as CEO and Chair for FY2025.

3. Angela Bromfield, Chris Browne, and Sarah Newbitt were appointed to the Board during FY2024. For the purposes of the table above, their fees for FY2024 have been annualised in order to calculate the changes between FY2024 and FY2025.

4. Sanjay Nakra and Feargal O’Rourke were appointed to the Board on 19 September 2024 and 15 August 2024 respectively therefore their remuneration has been annualised to allow a like-for-like comparison between FY2026 and FY2025.

Implementation of the Remuneration Policy in FY2027

The Committee’s intended approach to the implementation of the Policy for FY2027 in respect of Executive Directors is set out in the letter from the Committee Chair earlier in this Report.

The base fee for the Non-Executive Directors and the Chair will increase by 3% with effect from 1 March 2026, in line with the increase awarded to the wider workforce.

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Shareholder Voting on the Directors’ Remuneration Report and Directors’

Remuneration Policy

The following table sets out the votes at the 2025 AGM in respect of the FY2025 Directors’

Remuneration Report and 2024 AGM in respect of the Directors’ Remuneration Policy.

For Against Withheld

Directors’ Remuneration Report (2025 AGM) 306,331,790 8,181,658 24,070

Remuneration Policy (2024 AGM) 301,290,806 18,539,195 601,060

The Company is incorporated in Ireland and is therefore not subject to the UK company law

requirement to submit its Directors’ Remuneration Policy to a binding vote. Nonetheless, in line with

our commitment to best practice, our Policy was approved by Shareholders at the AGM in July 2025.

The Company is committed to ongoing Shareholder dialogue and takes Shareholder views into

consideration when formulating remuneration policy and practice.

External Assistance Provided to the Committee

Deloitte LLP (‘Deloitte’) was retained as the independent adviser to the Remuneration Committee.

Deloitte also provided advice in relation to remuneration disclosure, the operation of the Company’s

share plans, and below Board remuneration during FY2026. The Committee regularly reviews,

and satisfies itself, that all advice received is objective and independent (through assessing the

advice against their own experience and market knowledge), and fully addresses the issues under

consideration. The Committee is comfortable that the Deloitte engagement partner that provides

advice to the Committee does not have connections with the Company or its Directors that

may impair their independence. Deloitte is a signatory to the Remuneration Consultants’ Group

Voluntary Code of Conduct. Fees paid to Deloitte for services to the Committee in FY2026 were

£14,250 and were charged on a time spent basis in accordance with the Terms of Engagement.

This Report was approved by the Board and signed on its behalf by

Angela Bromfield

Remuneration Committee Chair

18 May 2026

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IN THIS SECTION:

Independent Auditor’s Report 130

Consolidated Income Statement 143

Consolidated Statement of Comprehensive Income 143

Consolidated Balance Sheet 144

Consolidated Cash Flow Statement 145

Consolidated Statement of Changes in Equity 146

Company Balance Sheet 147

Company Statement of Changes In Equity 148

Statement of Accounting Policies 149

Notes Forming Part of the Financial Statements 162

Financial Definitions 208

Statements

Wine tasting event

Financial

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Independent Auditor’s Report to the Members of C&C Group plc

Report on the audit of the financial statements

Opinion

We have audited the financial statements of C&C Group plc (‘the Company’) and its subsidiaries

(‘the Group’) for the year ended 28 February 2026, which comprise:

• the Consolidated Income Statement and the Consolidated Statement of Comprehensive Income

for the year then ended;

• the Consolidated and Company Balance Sheets as at 28 February 2026;

• the Consolidated Cash Flow Statement for the year then ended;

• the Consolidated and Company Statements of Changes in Equity for the year then ended; and

• the notes to the financial statements, including the statement of accounting policies set out on

pages 149 to 207.

The financial reporting framework that has been applied in their preparation is Irish Law and

International Financial Reporting Standards (‘IFRS’) as adopted by the European Union and, as

regards the Company financial statements, Accounting Standards including FRS 101 Reduced

Disclosure Framework issued in the United Kingdom by the Financial Reporting Council.

In our opinion:

• the Group financial statements give a true and fair view of the assets, liabilities and financial

position of the Group as at 28 February 2026 and of its profit for the year then ended;

• the Company financial statements give a true and fair view of the assets, liabilities and financial

position of the Company as at 28 February 2026;

• the Group financial statements have been properly prepared in accordance with IFRS as adopted

by the European Union;

• the Company financial statements have been properly prepared in accordance with FRS 101

Reduced Disclosure Framework; and

• the Company and Group financial statements have been properly prepared in accordance with

the requirements of the Companies Act 2014 and, as regards the Group financial statements,

Article 4 of the IAS Regulation.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (Ireland) (ISAs

(Ireland)) and applicable law. Our responsibilities under those standards are further described in

the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are

independent of the Group and Company in accordance with ethical requirements that are relevant

to our audit of financial statements in Ireland, including the Ethical Standard as applied to public

interest entities issued by the Irish Auditing and Accounting Supervisory Authority (IAASA), and

we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors’ use of the going concern

basis of accounting in the preparation of the financial statements is appropriate. Our evaluation

of the directors’ assessment of the Group and Company’s ability to continue to adopt the going

concern basis of accounting included:

• In conjunction with our walkthrough of the Company’s financial close process, we confirmed

our understanding of management’s going concern assessment process and also engaged with

management early to ensure all key factors were considered in their assessment;

• We considered whether events or conditions existed that may cast doubt on the Group and

Company’s ability to continue as a going concern for a period from the date of approval of the

financial statements to 31 August 2027 (‘going concern period’);

• We obtained management’s board-approved going concern assessment, including the cash

forecast and forecast covenant calculation for the going concern period to 31 August 2027.

Management have modelled a number of adverse scenarios in their cash forecasts and covenant

calculations in order to incorporate unexpected changes to the forecasted liquidity of the Group

and Company;

• We considered the appropriateness of the methods used to calculate the cash forecasts and

covenant calculations and determined through inspection and testing of the methodology and

calculations that the methods utilised were appropriately sophisticated to be able to make an

assessment for the Group and Company;

• We considered the consistency of information obtained from other areas of the audit such as

the forecasts used for impairment assessments;

• We considered past historical accuracy of management’s forecasts;

• We considered the mitigating factors included in the cash forecasts and covenant calculations

that are within the control of the Group. This includes review of the Group’s non-operating cash

outflows, expected dividend and share buybacks, and evaluating the Group’s ability to control

these outflows as mitigating actions if required. We also verified credit facilities available to the

Group and Company;

• We performed reverse stress testing in order to identify what factors would lead to the Group

and Company utilising all liquidity or breaching the financial covenant during the going concern

period;

• We reviewed the Group and Company’s going concern disclosures included in the Annual Report

and Accounts in order to assess that the disclosures were appropriate and in conformity with the

reporting standards.

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Our key observations

We observed that the Group generated operating cashflows of €57.7m in the year ended

28 February 2026. Further, the Group continues to have access to significant liquidity facilities.

At 28 February 2026, the Group has unrestricted cash and cash equivalents of €135.6m and

unused committed debt facilities of up to €191m from a revolving bank credit facility expiring

in January 2030.

Conclusion

Based on the work we have performed, we have not identified any material uncertainties relating

to events or conditions that, individually or collectively, may cast significant doubt on the Group’s

or the Company’s ability to continue as a going concern for a period to 31 August 2027.

In relation to the Group and Company’s reporting on how they have applied the UK Corporate

Governance Code, we have nothing material to add or draw attention to in relation to the directors’

statement in the financial statements about whether the directors considered it appropriate to

adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern

are described in the relevant sections of this report. However, because not all future events or

conditions can be predicted, this statement is not a guarantee as to the Group and Company’s

ability to continue as a going concern.

Overview of our audit approach

Audit scope • We performed an audit of the financial information of 12 components

and performed audit procedures on specific balances for a further

1component.

• We performed specified procedures at 1 component that was determined

by the Group audit team in response to specific risk factors.

• Components represent business units across the Group considered for

audit scoping purposes.

Key audit matters • Revenue recognition

• Inventory existence

• Carrying value of goodwill and brands

• Classification of exceptional items

• Carrying value of investment in subsidiary undertakings and the

recoverability of intercompany receivables in the parent Company

financial statements

Materiality • Overall Group materiality was assessed to be €3.5 million which

represents 5% of the Group’s operating profit before exceptional items

of €70.5 million (2025: €3.86 million, which represents 5% of operating

profit before exceptional items of €77.1 million).

• We determined materiality for the parent Company to be €6.4 million

(2025: €6.8 million), which is 0.5% (2025: 0.5%) of total assets.

What has changed? • In the prior year, our auditor’s report included a key audit matter in relation

to inventory existence and valuation. The key audit matter now focuses

solely on inventory existence in the Clonmel plant as the risk on inventory

valuation is no longer of most significance to the audit.

• Further, the key audit matter for revenue recognition included risks

around non-standard revenue, accounting for rebates and contract supply

agreements. The key audit matter now focuses solely on the accounting

for rebates as the risk relating to non-standard revenue and contract

supply arrangements is no longer of most significance to the audit.

• We have removed the specific management override risk associated with

the following key audit matters: the carrying value of goodwill and brands,

inventory existence and the carrying value of investment in subsidiary

undertakings and the recoverability of intercompany receivables in the

parent Company as the risk is solely related to a risk of error.

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Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks

of material misstatement (whether or not due to fraud) that we identified, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing

the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate

opinion on these matters.

Risk Our response to the risk

Key observations communicated

to the Audit Committee

Revenue recognition (Group financial statements)

(2026 net revenue: €1,569.8m, 2025 net revenue: €1,665.5m)

Refer to the Audit Committee Report (page 93); Statement of Accounting

Policies (page 156); and Note 1 to the Consolidated Financial Statements

(pages 162 to 163).

The Group’s business is derived from the following:

a. sale of the Group’s owned portfolio of brands such as Tennent’s, Bulmers,

Magners as well as a range of premium and craft ciders and beers; and

b. a drinks distributor to the UK and Ireland hospitality sectors for local

and international beverage brand owners and it also exports its brands

internationally

As a result of the nature of revenue, we identified the risk that rebates may not

be accounted for in the correct period.

Our audit procedures on these areas were performed by our component teams with

oversight by the Group audit team.

We evaluated the process and considered the design and implementation of key controls

related to rebates. All audit procedures were performed by and reviewed by senior team

members.

Our procedures included:

• gained an understanding of revenue recognition, including treatment of rebate

arrangements with customers.

• tested the cut off of rebates to supporting evidence using lower testing thresholds.

• tested the post year end rebate payments to supporting evidence.

We assessed the appropriateness and completeness of the disclosures for compliance

with IFRS 15 in the consolidated financial statements.

Our observations included

an outline of the audit

procedures performed,

management’s key

judgements and the

results of our testing.

Our planned audit

procedures in respect

of revenue recognition

relating to rebates were

completed without

exception.

Independent Auditor’s Report to the Members of C&C Group plc continued

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Risk Our response to the risk

Key observations communicated

to the Audit Committee

Inventory existence (Group financial statements)

(2026: €147.8, 2025: €156.5m)

Refer to the Audit Committee Report (page 93); Statement of Accounting

Policies (page 158); and Note 14 to the Consolidated Financial Statements

(page 179).

Given the nature of the Group’s inventories in one location the following risk

exists:

Not all storage tanks have in-built measuring gauges. The Group’s measuring

approach may not be robust enough and therefore could impact the existence

of tank volumes. Also in some instances, depending on the liquid in the

tanks, there is a risk that a residual quantity in a tank may have zero value and

therefore the business may experience physical loss that has not been factored

into quantities available for use.

Our audit procedures on this area were performed by our component team with

oversight by the Group audit team.

We evaluated the process and considered the design and implementation of key controls

related to the existence of raw materials in tanks.

Our component team utilised lower testing thresholds for the testing of inventory

existence balances.

Our procedures included:

• observed year end physical inventory counts to verify the existence of raw material

inventory at the plant in Clonmel, including observing the use of pressure gauges to

assess the volume of liquids in the tank farms;

• for any residual quantity of inventory in a tank, we reviewed whether this loss is part

of the normal production process.

We considered the adequacy of the Group’s disclosures in respect of the inventory

accounting policy and related inventory note in the consolidated financial statements.

Our observations included

an outline of the audit

procedures performed,

management’s key

judgements and the

results of our testing.

Our planned audit

procedures in respect

of Inventory existence

were completed without

exception.

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Risk Our response to the risk

Key observations communicated

to the Audit Committee

Carrying value of goodwill and brands (Group financial statements 2026:

€487.0m, 2025: €518.3m) (Impairment charge: 2026: €15.6m, 2025: Nil)

Refer to the Audit Committee Report (page 94); Statement of Accounting

Policies (page 153); and Note 12 to the Consolidated Financial Statements

(pages 176 to 178).

In line with the requirements of IAS 36 ‘Impairment of Assets’ (IAS 36),

management tests goodwill and brands annually for impairment, and also

tests intangible assets where there are indicators of impairment.

The annual impairment testing played an important role in our audit due to the

substantial value of the assets involved and the reliance on various estimates

and assumptions made by management. These considerations include

future profitability, revenue growth, margins, forecasted cash flows, and the

application of appropriate discount rates.

Our audit procedures focused primarily on the MCB CGU and Gaymers and

Orchard Pig brands on the basis that the remaining CGUs and brands had

significant headroom.

Our audit procedures on this area were performed by the Group audit team with

assistance from our team members with specialist valuation knowledge. All audit

procedures were performed by and reviewed by senior team members.

We evaluated the process and considered the design and implementation of key controls

related to the impairment assessment of goodwill and brands.

We assessed the appropriateness of the groups of cash generating units (‘CGU’s’) in

accordance with IAS 36.

Our team members with specialist knowledge tested key inputs used by management

to calculate discount rates, considering external market data as part of their assessment.

We assessed the reasonableness of management’s assumptions and estimates by

reference to historic information, corroborated key assumptions and benchmarked

growth assumptions to external economic forecasts.

We assessed managements market capitalisation to value in use bridge.

We evaluated managements forecasting accuracy to assess the reliability of

managements projections, and reviewed accounting estimates.

We evaluated management’s sensitivity analyses and performed our own calculations

to understand how changes in key assumptions could affect the relationship between

value-in-use and the carrying amount of goodwill and brands.

We considered the adequacy of the Group’s disclosures in respect of impairment testing

and whether the disclosures appropriately communicate the underlying sensitivities

where any possible negative change in a key assumption would lead to an impairment.

Our observations included

an outline of the audit

procedures performed,

management’s key

judgements and the

results of our testing.

Our planned audit

procedures in respect

of the carrying value

of goodwill and brands

were completed without

exception.

Independent Auditor’s Report to the Members of C&C Group plc continued

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Risk Our response to the risk

Key observations communicated

to the Audit Committee

Classification of exceptional items (Group financial statements)

(2026: €40.7m pre-tax, 2025: €36.3m pre-tax)

Refer to the Audit Committee Report (page 94); Statement of Accounting

Policies (page 156); and Note 5 to the Consolidated Financial Statements

(pages 168 to 169).

The Group, in accordance with its accounting policy, as set out on page 156,

classified a number of significant items of income and expense totalling

€40.7m as exceptional items. The Group uses exceptional items to adjust the

statutory results to eliminate factors which they consider distorting year-on-

year comparisons. These exceptional items primarily relate to restructuring

costs, brand impairment, brand dispense asset impairment, onerous provision

and PP&E revaluation gain.

Group operating profit is disclosed throughout the Annual Report and

Accounts on a pre-exceptional basis and is one of the Group’s key performance

indicators.

The classification of items as exceptional affected adjusted earnings and

is inherently judgemental. As a result, there is a risk that items are not

consistently classified and that normal trading expenses are disclosed as

exceptional items or not adequately disclosed.

Because of the judgement made by management in respect of the

classification of exceptional items and the impact on the presentation of the

Consolidated Income Statement, we have identified this as a key audit matter.

Our audit procedures on this area were performed by the Group audit team with

assistance from our component team members. All audit procedures were performed

by and reviewed by senior team members.

We obtained an understanding of the process management undertook and considered

the design and implementation of key controls over the classification of items as

exceptional and the associated accuracy of the items identified and presented as

exceptional within the Annual Report and Accounts.

For all significant adjustments recorded in calculating Group operating profit, we

challenged management as to the appropriateness of these items based on the nature

of the items, whether the items identified as exceptional are consistently classified as

exceptionals in line with previous years and ensuring the items identified as exceptional

are in line with the Group accounting policy. We also challenged the classification and

consistency of items the Group proposed to include as exceptional against FRC and

ESMA guidance.

We agreed a sample of these items to supporting documentation to assess the accuracy

of these items. We evaluated the completeness of the presentation and disclosures of

exceptional items in the Group’s financial statements in accordance with the Group’s

accounting policies.

Our observations included

an outline of the audit

procedures performed,

management’s key

judgements and the

results of our testing.

Our planned audit

procedures in respect

of the classification of

exceptional items were

completed without

exception.

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Risk Our response to the risk

Key observations communicated

to the Audit Committee

Carrying value of investment in subsidiary undertakings and the

recoverability of intercompany receivables in the parent Company

financial statements, and related impairment charges (Company Balance

Sheet Investments: 2026: €771.2m, 2025: €785.1m & intercompany

receivables 2026: €508.2m, 2025: €579.6m) (Impairment charge:

2026: €82.2m, 2025: €200.0m)

Refer to the Audit Committee Report (page 94); Statement of Accounting

Policies (page 156); and Note 13 to the Consolidated Financial Statements

(pages 178 to 179).

The testing of these balances for impairment is judgemental as it relies on

a number of estimates including cash flow forecasts, discount rates and

long-term growth rates.

This risk is only relevant to the parent Company.

Our audit procedures on this area were performed by the Group audit team with

assistance from our team members with specialist valuation knowledge. All audit

procedures were performed by and reviewed by senior team members.

We obtained an understanding of the process and considered the design and

implementation of key controls related to the impairment testing in the carrying

value of the investment in subsidiary undertakings and recoverability of intercompany

receivables.

We evaluated Management’s assessment of whether any indicators of impairment existed

through comparison of market capitalisation to the Company’s net assets and review of

dividends received during the year ended 28 February 2026.

We verified whether the key assumptions used to calculate the recoverable value of the

investment and intercompany receivables are consistent with those used for goodwill

impairment purposes in the Group and if different, verified the key assumptions to

relevant support.

Our team members with specialist knowledge tested key inputs used by management

to calculate discount rates, considering external market data as part of their assessment.

We considered the impact of the current economic climate on the forecasts used and

performed sensitivity analysis considering reasonably different potential scenarios.

We evaluated the difference between the investment carrying values (including

receivables from subsidiaries) and the Group’s market capitalisation to understand

the key reasons for the difference.

We assessed the appropriateness of the impairment recorded.

We considered the adequacy of the Company’s disclosures, in particular the requirement

to disclose further sensitivities where any possible negative change in a key assumption

would lead to an additional impairment.

Our observations included

an outline of the audit

procedures performed,

management’s key

judgements and the

results of our testing.

Our planned audit

procedures in respect

of the carrying value of

investment in subsidiary

undertakings and

the recoverability of

intercompany receivables

in the parent Company

financial statements

were completed without

exception.

Independent Auditor’s Report to the Members of C&C Group plc continued

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Our application of materiality

We apply the concept of materiality in planning and performing the audit, in evaluating the effect

of identified misstatements on the audit and in forming our audit opinion.

Materiality

The magnitude of an omission or misstatement that, individually or in the aggregate, could

reasonably be expected to influence the economic decisions of the users of the financial statements.

Materiality provides a basis for determining the nature and extent of our audit procedures.

We determined materiality for the Group to be €3.5 million (2025: €3.86 million), which

represents 5% (2025: 5%) of Group operating profit before exceptional items of €70.5 million

(2025: €77.1 million). We chose to base our materiality on the Group operating profit before

exceptional items as we consider it to be the most relevant performance metric for the users of the

Group’s financial statements. The impact of exceptional items is excluded so as to eliminate factors

which management consider distort year-on-year comparisons.

We determined materiality for the parent Company to be €6.4 million (2025: €6.8 million), which

is 0.5% (2025: 0.5%) of total assets. During the course of our audit, we reassessed initial materiality

and revised our materiality based on the final results of the Group and parent Company.

Performance materiality

The application of materiality at the individual account or balance level. It is set at an amount

to reduce to an appropriately low level the probability that the aggregate of uncorrected and

undetected misstatements exceeds materiality.

On the basis of our risk assessments, together with our assessment of the Group’s overall control

environment, our judgement was that performance materiality was 50% (2025: 50%) of our

planning materiality, namely €1.75m (2025: €1.93m). We set performance materiality at this

percentage based on our assessment of the risk of misstatements, both corrected and uncorrected.

Audit work was undertaken at component locations for the purpose of responding to the assessed

risks of material misstatement of the Group financial statements. The performance materiality set

for each component is based on the relative scale and risk of the component to the Group as a whole

and our assessment of the risk of misstatement at that component. In the current year, the range of

performance materiality allocated to components was €0.35m to €1.48m (2025: €0.38m to €1.23m).

Reporting threshold

An amount below which identified misstatements are considered as being clearly trivial.

We agreed with the Audit Committee that we would report to them all uncorrected audit differences

in excess of €0.175m (2025: €0.193m), which is set at 5% of planning materiality, as well as differences

below that threshold that, in our view, warranted reporting on qualitative grounds.

We evaluate any uncorrected misstatements against both the quantitative measures of materiality

discussed above and in light of other relevant qualitative considerations in forming our opinion.

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An overview of the scope of our audit

Tailoring the scope

Our audit scoping reflects the requirements of ISA (Ireland) 600 (Revised). We followed a risk-based

approach when developing our audit approach to obtain sufficient appropriate audit evidence on

which to base our audit opinion. We performed risk assessment procedures, with input from our

component auditors, to identify and assess risks of material misstatement of the Group financial

statements and identified significant accounts and disclosures. When identifying components

at which audit work needed to be performed to respond to the identified risks of material

misstatement of the Group financial statements, we considered our understanding of the Group

and its business environment, the potential impact of climate change, the applicable framework,

the Group’s system of internal control at the entity level, the existence of centralised processes,

applications and any relevant internal audit results.

We determined that centralised audit procedures can be performed in certain audit areas for all

components such as fixed assets revaluations, goodwill and brands impairment testing, taxation and

transfer pricing, share based payments, retirement benefit obligations, certain exceptional items,

onerous leases, dilapidations, certain other lease procedures, payroll and going concern.

We then identified 12 components as individually relevant to the Group due to relevant events and

conditions underlying the identified risks of material misstatement of the Group financial statements

being associated with the reporting components or a pervasive risk of material misstatement of

the Group financial statements or a significant risk or an area of higher assessed risk of material

misstatement of the Group financial statements being associated with the components, 12 of

the components of the Group are individually relevant due to materiality or financial size of the

component relative to the Group.

For those individually relevant components, we identified the significant accounts where audit

work needed to be performed at these components by applying professional judgement, having

considered the Group significant accounts on which centralised procedures will be performed,

the reasons for identifying the financial reporting component as an individually relevant component

and the size of the component’s account balance relative to the Group significant financial statement

account balance.

We then considered whether the remaining Group significant account balances not yet subject

to audit procedures, in aggregate, could give rise to a risk of material misstatement of the Group

financial statements. We selected 2 components of the Group to include in our audit scope to

address these risks.

Having identified the components for which work will be performed, we determined the scope

to assign to each component.

Of the 14 (FY2025: 15) components selected, we designed and performed audit procedures

on the entire financial information of 12 (FY2025: 13) components (‘full scope components’).

For 1 (FY2025: 1) component, we designed and performed audit procedures on specific

significant accounts balances or disclosures of the financial information of the component

(‘specific scope component’). For the remaining 1 (FY2025: 1) component, we performed

specified audit procedures to obtain evidence for one or more relevant assertions.

Scope

Total no of

components Basis of inclusion Scoping per key audit matter

Full scope 12 Size &

significant risk

• 1 full scope entities are in scope for inventory

existence

• 7 full scope entities are in scope for revenue

recognition

• 9 full scope entities are in scope for classification

of exceptional items

• 1 full scope entity is in scope for carrying value of

investment in subsidiary undertakings and the

recoverability of intercompany receivables in the

parent Company financial statements, and related

impairment charges

Specific

Scope

1 Significant risk

or higher risk

estimates

None noted

Specified

procedures

1 Other risk

factors

None noted

Other

procedures

28 Residual risk of

error

None noted

Centralised

procedures

– Size &

significant risk

or higher risk

estimates

• Carrying value of goodwill and brands is tested

centrally

• Classification of certain exceptional items

Independent Auditor’s Report to the Members of C&C Group plc continued

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Independent Auditor’s Report to the Members of C&C Group plc continued

Involvement with component teams

In establishing our overall approach to the Group audit, we determined the type of work that

needed to be undertaken at each of the components by us, as the Group audit engagement team,

or by component auditors operating under our instruction.

The Group audit team continued to follow a programme of planned visits that was designed to

ensure that senior members of the Group audit team, including the Audit Engagement Partner visit

key locations. During the current year’s audit cycle, visits were undertaken by the primary audit

team to Clonmel, Tipperary (Ireland), Glasgow (Scotland) and Dublin (Ireland), which covered 12

components. These visits involved discussing the audit approach with the component team and any

issues arising from their work, holding discussions with local management, attending planning and

closing meetings, and as well as review of component team files. The Group audit team interacted

regularly with the component teams where appropriate during various stages of the audit, reviewed

relevant working papers and were responsible for the scope and direction of the audit process.

Where relevant, the section on key audit matters details the level of involvement we had with

component teams to enable us to determine that sufficient audit evidence was obtained as a basis

for our opinion on the Group as a whole.

This, together with the additional procedures performed at Group level, gave us appropriate

evidence for our opinion on the Group financial statements.

Other information

The directors are responsible for the other information. The other information comprises the

information included in the Annual Report other than the financial statements and our auditor’s

report thereon. Our opinion on the financial statements does not cover the other information and,

except to the extent otherwise explicitly stated in our report, we do not express any form

of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other

information is materially inconsistent with the financial statements or our knowledge obtained in the

audit or otherwise appears to be materially misstated. If we identify such material inconsistencies

or apparent material misstatements, we are required to determine whether there is a material

misstatement in the financial statements or a material misstatement of the other information.

If, based on the work we have performed, we conclude that there is a material misstatement of

this other information, we are required to report that fact.

We have nothing to report in this regard.

Corporate Governance Statement

We have reviewed the director’s statement in relation to going concern, longer-term viability and

that part of the Corporate Governance Statement relating to the Group and Company’s compliance

with the provision of the UK Corporate Governance Code specified for our review by the London

Stock Exchange Listing Rules.

Based on the work undertaken as part of our audit, we have concluded that each of the following

statements of the Corporate Governance Statement is materially consistent with the financial

statements or our knowledge obtained during the audit:

• the Directors’ statement with regards to the appropriateness of adopting the going concern

basis of accounting and any material uncertainties identified set out on page 94;

• the Directors’ explanation as to its assessment of the Company’s prospects, the period this

assessment covers and why the period is appropriate set out on page 94;

• the Directors’ statement as to whether they have a reasonable expectation that the Group and

the Company will be able to continue in operation and meet its liabilities as they fall due over the

period of their assessment, including any related disclosures drawing attention to any necessary

qualifications or assumptions set out on page 94;

• the Directors’ statement on fair, balanced and understandable and the information necessary for

shareholders to assess the Groups performance, business model and strategy set out in page 90;

• the Board’s conformation that it has carried out a robust assessment of the emerging and

principal risks set out on page 52;

• the section of the annual report that describes the review of effectiveness of risk management

and internal controls systems set out on page 54; and

• the section describing the work of the audit committee set out on page 93.

We have nothing to report in respect of our responsibility to report when the directors’ statement

relating to the Group’s compliance with the Code does not properly disclose a departure from a

relevant provision of the Code specified under the London Stock Exchange Listing Rules for review

by the auditors.

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Opinions on other matters prescribed by the Companies Act 2014

In our opinion, based solely on the work undertaken in the course of the audit, we report that:

• the information given in the Directors’ Report, other than those parts dealing with the

non-financial statement pursuant to the requirements of S.I. No. 360/2017 on which we are

not required to report in the current year, is consistent with the financial statements; and

• the Directors’ Report, other than those parts relating to sustainability reporting where required

by Part 28 of the Companies Act 2014, and those parts dealing with the non-financial statement

pursuant to the requirements of S.I. No. 360/2017 on which we are not required to report in the

current year, has been prepared in accordance with applicable legal requirements.

We have obtained all the information and explanations which, to the best of our knowledge and

belief, are necessary for the purposes of our audit.

In our opinion the accounting records of the Company were sufficient to permit the financial

statements to be readily and properly audited and the Company Balance Sheet is in agreement

with the accounting records.

Matters on which we are required to report by exception

Based on the knowledge and understanding of the Company and its environment obtained in

the course of the audit, we have not identified material misstatements in the Directors’ Report.

The Companies Act 2014 requires us to report to you if, in our opinion, the disclosures required

by sections 305 to 312 of the Act, which relate to disclosures of directors’ remuneration and

transactions, are not complied with by the Company. We have nothing to report in this regard.

We have nothing to report in respect of section 13 of the European Union (Disclosure of Non-

Financial and Diversity Information by certain large undertakings and groups) Regulations 2017,

which require us to report to you if, in our opinion, the Company has not provided in the non-financial

statement the information required by Section 5(2) to (7) of those Regulations, in respect of

28 February 2025.

Respective responsibilities

Responsibilities of directors for the financial statements

As explained more fully in the directors’ responsibilities statement set out on page 90, the directors

are responsible for the preparation of the financial statements in accordance with the applicable

financial reporting framework that give a true and fair view, and for such internal control as they

determine is necessary to enable the preparation of financial statements that are free from material

misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group and

the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to

going concern and using the going concern basis of accounting unless management either intends

to liquidate the Group or the Company or to cease operations, or has no realistic alternative but to

do so.

Independent Auditor’s Report to the Members of C&C Group plc continued

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Independent Auditor’s Report to the Members of C&C Group plc continued

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a

whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a

guarantee that an audit conducted in accordance with ISAs (Ireland) will always detect a material

misstatement when it exists. Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these financial statements.

Explanation to what extent the audit was considered capable of detecting

irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We

design procedures in line with our responsibilities, outlined above, to detect irregularities, including

fraud, that could reasonably be expected to have a material effect on the financial statements. The

risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting

one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or

intentional misrepresentations, or through collusion. In addition, the further removed any non-

compliance is from the events and transactions reflected in the financial statements, the less likely

it is that our procedure will identify such non-compliance. The extent to which our procedures

are capable of detecting irregularities, including fraud is detailed below. However, the primary

responsibility for the prevention and detection of fraud rests with both those charged with

governance of the Company and management.

Our approach was as follows:

• We obtained an understanding of the legal and regulatory frameworks that are applicable to

the Group across the various jurisdictions in which the Group operates. We determined that the

most significant are those that relate to the form and content of external financial and corporate

governance reporting including company law, tax legislation, employment law and regulatory

compliance.

• We understood how the Group is complying with those frameworks by making enquiries

of management, internal audit, those responsible for legal and compliance procedures

and the Company Secretary. We corroborated our enquiries through our review of the

Group’s compliance policies, board minutes, papers provided to the Audit Committee and

correspondence with regulatory bodies.

• We assessed the susceptibility of the Group’s financial statements to material misstatement,

including how fraud might occur by meeting with management, including within various parts

of the business, to understand where they considered there was susceptibility to fraud. We also

considered performance targets and the potential for management to influence earnings or

the perceptions of analysts. Where this risk was considered to be higher, we performed audit

procedures to address each identified fraud risk. These procedures included testing manual

journals and were designed to provide reasonable assurance that the financial statements were

free from fraud or error.

• Based on this understanding we designed our audit procedures to identify non-compliance with

such laws and regulations. Our procedures included a review of board minutes to identify any

non-compliance with laws and regulations, a review of the reporting to the Audit Committee on

compliance with regulations, enquiries of internal and external legal counsel and management.

• We evaluated management’s incentives and opportunities for fraudulent manipulation of the

financial statements (including the risk of override of internal controls).

• Our additional audit procedures included:

– reviewing for unusual journal entries made during the year with a particular focus on manual

journals, out-of-period adjustments recorded during the year and incorporating an element

of unpredictability in our selection criteria.

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A further description of our responsibilities for the audit of the financial statements is located on

the IAASA’s website at https://iaasa.ie/wp-content/uploads/docs/media/IAASA/Documents/audit-

standards/Description_of_auditors_responsibilities_for_audit.pdf. This description forms part of

our auditor’s report.

The purpose of our audit work and to whom we owe our responsibilities

Our report is made solely to the Company’s members, as a body, in accordance with section 391

of the Companies Act 2014. Our audit work has been undertaken so that we might state to the

Company’s members those matters we are required to state to them in an auditor’s report and for

no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility

to anyone other than the Company and the Company’s members, as a body, for our audit work,

for this report, or for the opinions we have formed.

George Deegan

for and on behalf of

Ernst & Young Chartered Accountants and Statutory Audit Firm

Dublin

18 May 2026

Independent Auditor’s Report to the Members of C&C Group plc continued

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Consolidated Income Statement

For the financial year ended 28 February 2026

			Year ended 28 February 2026		Year ended 28 February 2025
		Before	Exceptional		Before	Exceptional
		exceptional	items		exceptional	items
		items	(Note 5)	Total	items	(Note 5)	Total
	Notes	€m	€m	€m	€m	€m	€m
Revenue	1	1,861. 6	–	1,86 1.6	2 ,00 9.4	–	2, 00 9.4
Excise duties		(291.8)	–	(291.8)	(3 43 .9)	–	(3 4 3.9)
Net revenue	1	1 ,5 69. 8	–	1, 56 9.8	1,665.5	–	1,6 65.5
Operating costs	2	(1 ,4 99. 3)	(4 0 .1)	(1,539 .4)	(1,588.4)	(3 1.3)	(1 , 61 9 .7)
Group operating profit/(loss)	1	70. 5	(4 0 .1)	30. 4	7 7.1	(31.3)	45.8
Impairment of promissory note	5	–	–	–	–	(4 . 5)	(4 . 5)
Net loss on disposal	5	–	–	–	–	(0 .1)	(0 .1)
Finance income	6	2 .0	–	2 .0	2.7	–	2.7
Finance expense	6	(22 .7)	(0.6)	(23.3)	(24 .0)	(0. 4)	(24.4)
Share of equity accounted investments’ profit after tax	13	–	–	–	0 .1	–	0 .1
Profit/(loss) before tax		49. 8	(4 0 . 7)	9 .1	55 .9	(36.3)	19.6
Income tax income/(expense)	7	(1 2 .1)	6.5	(5 .6)	(1 1 .1)	5 .1	(6 .0)
Group profit/(loss) for the financial year		3 7. 7	(34 .2)	3. 5	4 4.8	(31.2)	13 .6
Basic earnings per share (cent)	9			0.9			3.5
Diluted earnings per share (cent)	9			0.9			3.5

All of the results are related to continuing operations.

Consolidated Statement of Comprehensive Income

For the financial year ended 28 February 2026

Notes

		2026	2025
		€m	€m
Other Comprehensive Income:
Items that may be reclassified to Income Statement in subsequent years:
Foreign currency translation differences arising on the net investment in foreign operations		(22 .5)	14.5
Profit/(loss) relating to cash flow hedges	24	0. 5	(0.7)
Items that will not be reclassified to Income Statement in subsequent years:
Revaluation of property, plant and equipment	11	3.7	1.8
Deferred tax on revaluation of property, plant and equipment	22	(0.4)	(0.2)
Remeasurement on retirement benefits	23	1 0.5	(3 .7)
Deferred tax on remeasurement	22	(1. 3)	0.8
Net (loss)/profit recognised directly within Other Comprehensive Income		(9.5)	12. 5
Group profit for the financial year		3.5	1 3.6
Total comprehensive income for the financial year		(6.0)	2 6 .1

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Consolidated Balance Sheet

As at 28 February 2026

Notes

		2026	2025
		€m	€m
ASSETS
Non-current assets
Property, plant and equipment	11	285.5	2 74 . 4
Goodwill and intangible assets	12	49 9. 3	533.0
Equity accounted investments and financial assets	13	1.5	1.5
Retirement benefits	23	43. 2	32.0
Deferred tax assets	22	21.4	25 .6
Trade and other receivables	15	22. 9	3 4.9
Current assets		873. 8	90 1.4
Inventories	14	1 4 7. 8	156.5
Trade and other receivables	15	1 3 0 .1	134. 4
Current income tax assets		8.8	9.8
Financial assets	20	0 .7	0.7
Derivative financial assets	24	0 .1	–
Cash and cash equivalents		13 5.6	14 4.0
		4 2 3 .1	4 45 .4
Assets held for sale	16	0.8	1 .1
		423. 9	4 46.5
TOTAL ASSETS		1 , 2 9 7. 7	1 , 3 4 7. 9
EQUITY
Capital and reserves
Equity share capital	26	3 .7	3.8
Share premium	26	3 4 7. 2	3 4 7. 2
Treasury shares	26	(34.3)	(36.2)
Other reserves	26	8 5.7	103.9
Retained income		113 .7	1 42.0
Total Equity		51 6 .0	5 60.7

Notes

		2026	2025
		€m	€m
LIABILITIES
Non-current liabilities
Lease liabilities	19	12 0.0	111.7
Interest-bearing loans and borrowings	20	2 5 7. 7	2 25 .6
Other financial liabilities	25	4 .1	5.2
Provisions	18	5 .6	7. 0
Deferred tax liabilities	22	4 0.6	3 8.6
Current liabilities		428 .0	3 8 8 .1
Lease liabilities	19	19.0	19.7
Derivative financial liabilities	24	–	0. 4
Other financial liabilities	25	0. 9	1.0
Trade and other payables	17	3 2 5 .1	3 70. 4
Provisions	18	8.7	7. 6
		35 3.7	3 9 9 .1
Total liabilities		78 1.7	7 8 7. 2
TOTAL EQUITY AND LIABILITIES		1 , 2 9 7. 7	1 , 3 4 7. 9

The consolidated financial statements on pages 130 to 209 were approved by the Board of Directors

and authorised for issue on 18 May 2026 and were signed on its behalf by:

Roger White Adam Phillips

Chief Executive Officer Chief Financial Officer

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Consolidated Cash Flow Statement

For the financial year ended 28 February 2026

Notes

		2026	2025
		€m	€m
CASH FLOWS FROM OPERATING ACTIVITIES
Group profit/(loss) for the year		3.5	1 3.6
Share of equity accounted Investments profit after tax	13	–	(0 .1)
Finance income	6	(2 .0)	(2.7)
Finance expense	6	23. 3	24. 4
Income tax expense	7	5 .6	6.0
Impairment of goodwill and intangible assets	12	1 6 .1	–
Impairment of Loan Notes	5	–	4.5
Impairment of right-of-use assets	19	5.7	2.5
Impairment of property, plant and equipment	11	0. 4	1.8
Depreciation of property, plant and equipment	2, 11, 19	31 . 0	3 2 .1
Remeasurement of dilapidations		0.4	(1 .1)
Amortisation of intangible assets	2, 12	2.8	2. 8
Revaluation of property, plant and equipment	11	(9. 5)	(0. 2)
Loss on sale of businesses and investments	5	–	0 .1
Loss on disposal of property, plant and equipment	2	(0 .1)	(0 .1)
Translational foreign exchange movements		(0. 8)	(2. 2)
Increase in exceptional item payables		2.8	–
Charge for equity settled share-based payments	4	0 .1	1.2
Pension contributions: adjustment from credit to payment	23	(0. 9)	(1.2)
Cash inflow before working capital movements		78. 4	81.4
Decrease in inventories		2 .6	18.4
Decrease in trade and other receivables		6.7	23 .9
Decrease in trade and other payables		(3 0.5)	(38.8)
Increase in provisions		0.5	4 .1
Cash generated from operations		5 7. 7	89.0
Interest received		2 .0	2.7
Interest and similar costs paid		(22 .6)	(23 .7)
Income taxes received/(paid)		0 .1	( 7.1)
Net cash inflow from operating activities		3 7. 2	6 0.9

Notes

		2026	2025
		€m	€m
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment	11	(11. 2)	(16 .6)
Purchase of intangible assets	12	(1.8)	(1 .9)
Proceeds from sale of held-for-sale assets and investments	10, 16	0. 3	3 .4
Net cash outflow from investing activities		(12 .7)	(1 5 .1)
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends paid to Company Shareholders	8	(2 3 .1)	(2 2.9)
Drawdown of debt	21	3 4.2	5 .0
Share buybacks	26	(1 5 .1)	(30.0)
Payment of debt issue costs	21	–	(0. 5)
Payment of lease liabilities	19	(2 1. 4)	(18.5)
Net cash outflow from financing activities		(25. 4)	(6 6. 9)
Net decrease in cash		(0. 9)	(2 1 .1)
Reconciliation of opening to closing cash
Cash and cash equivalents at beginning of year		14 4.0	1 6 0 .1
Translation adjustment		(7. 5)	5 .0
Net decrease in cash and cash equivalents		(0. 9)	(2 1 .1)
Cash and cash equivalents at end of financial year		135 .6	14 4.0

A reconciliation of net debt is presented in Note 21 to the financial statements.

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Consolidated Statement of Changes in Equity

For the financial year ended 28 February 2026

						Currency
	Equity share		Other capital	Cash flow hedge	Share-based	translation	Revaluation
	capital	Share premium	reserves*	reserve	payments reserve	reserve	reserve	Treasury shares	Retained income	Total
	€m	€m	€m	€m	€m	€m	€m	€m	€m	€m
At 29 February 2024	4.0	3 4 7. 2	25 . 8	0. 3	5 .6	4 3 .1	14.4	(36.3)	182.9	5 8 7. 0
Profit for the financial year	–	–	–	–	–	–	–	–	13 .6	1 3.6
Other comprehensive income/(loss)	–	–	–	(0.7)	–	14.5	1 .6	–	(2.9)	12.5
Total comprehensive income/(loss)	–	–	–	(0.7)	–	14.5	1 .6	–	10.7	2 6 .1
Dividend paid on ordinary shares	–	–	–	–	–	–	–	–	(22.9)	(2 2.9)
Reclassification of share-based payments reserve	–	–	–	–	(1 .6)	–	–	–	1 .6	–
Purchase of shares to satisfy employee share
entitlements (Note 26)	–	–	–	–	–	–	–	(0.4)	(0. 3)	(0.7)
Purchase of Treasury shares – Share buybacks
(Note 26)	–	–	–	–	–	–	–	(30.0)	–	(30.0)
Cancellation of Treasury shares	(0.2)	–	0. 2	–	–	–	–	3 0.0	(30.0)	–
Transfer of Treasury Shares	–	–	–	–	(0.5)	–	–	0.5	–	–
Equity settled share-based payments (Note 4)	–	–	–	–	1.2	–	–	–	–	1.2
Total transactions with owners	(0. 2)	–	0. 2	–	(0.9)	–	–	0 .1	(51 . 6)	(52 .4)
At 28 February 2025	3.8	3 47. 2	26.0	(0. 4)	4.7	5 7. 6	1 6.0	(36.2)	1 42.0	5 60.7
Profit for the financial year	–	–	–	–	–	–	–	–	3. 5	3.5
Other comprehensive income/(loss)	–	–	–	0. 5	–	(22 .5)	3.3	–	9. 2	(9. 5)
Total comprehensive income/(loss)	–	–	–	0. 5	–	(22 .5)	3.3	–	12 .7	(6 .0)
Dividend paid on ordinary shares	–	–	–	–	–	–	–	–	(23.0)	(23 .0)
Reclassification of share-based payments reserve	–	–	–	–	(0. 4)	–	–	–	0. 4	–
Purchase of shares to satisfy employee share
entitlements (Note 26)	–	–	–	–	–	–	–	(1 .2)	-	(1 .2)
Purchase of Treasury shares – Share buybacks
(Note 26)	–	–	–	–	–	–	–	(1 5 .1)	–	(1 5 .1)
Sale of Treasury shares	–	–	–	–	–	–	–	1 .1	(0.6)	0.5
Cancellation of Treasury shares	(0 .1)	–	0 .1	–	–	–	–	1 5 .1	(1 5 .1)	–
Transfer of Treasury Shares	–	–	–	–	(0. 5)	–	–	2 .0	(1 .7)	(0. 2)
Equity settled share-based payments (Note 4)	–	–	–	–	1.3	–	–	-	(1 .0)	0.3
Total transactions with owners	(0 .1)	–	0 .1	–	0.4	–	–	1.9	(4 1 . 0)	(3 8.7)
At 28 February 2026	3.7	3 4 7. 2	2 6 .1	0 .1	5 .1	3 5 .1	1 9.3	(34.3)	113.7	51 6 .0

* Other capital reserves include Other undenominated reserve of €0.9m (FY2025 €0.9m): and the capital reserve of €25.1m (FY2025: €24. 9m).

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Company Balance Sheet

As at 28 February 2026

Notes

2026

€m

2025

€m

ASSETS

Non-current assets

Financial assets 13 771.2 785.1

Trade and other receivables 15 134.7 157.0

905.9 942.1

Current assets

Trade and other receivables 15 373.5 422.6

Financial assets 20 0.1 0.1

Cash and cash equivalents 0.1 0.1

373.7 422.8

TOTAL ASSETS 1,279.6 1,364.9

EQUITY

Capital and reserves

Equity share capital 26 3.7 3.8

Share premium 26 1,048.2 1,048.2

Treasury shares (2.8) (2.6)

Other reserves 5.4 4.7

Retained income 14.4 132.4

Total Equity 1,068.9 1,186.5

LIABILITIES

Non-current liabilities

Interest-bearing loans and borrowings 20 100.2 102.8

100.2 102.8

Current liabilities

Trade and other payables 17 110.5 75.6

110.5 75.6

Total liabilities 210.7 178.4

TOTAL EQUITY AND LIABILITIES 1,279.6 1,364.9

As permitted under Section 304 of the Companies Act 2014, the Company is availing of the

exemption from presenting its separate Income Statement in the Financial Statements and

from filing it with the Registrar of Companies. The Company’s loss for the financial year is €79.3m

(FY2025: loss of €204.5m). In the current financial year, there were dividends received of €15.0m

from subsidiaries (FY2025: €11.2m).

The Company’s financial statements on pages 130 to 209 were approved by the Board of Directors

and authorised for issue on 18 May 2026 and were signed on its behalf by:

Roger White Adam Phillips

Chief Executive Officer Chief Financial Officer

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Company Statement of Changes in Equity

For the financial year ended 28 February 2026

Equity share

capital

€m

Share premium

€m

Treasury Shares

€m

Other

undenominated

reserve

€m

Share-based

payments reserve

€m

Retained income

€m

Total

€m

At 29 February 2024 4.0 1,048.2 (2.6) 0.9 4.5 388.3 1,443.3

Loss for the financial year – – – – – (204.5) (204.5)

Total comprehensive income – – – – – (204.5) (204.5)

Dividend paid on ordinary shares – – – – – (22.9) (22.9)

Purchase of shares to satisfy employee share entitlements (Note 26) – – (0.5) – – (0.1) (0.6)

Purchase of Treasury shares – share buybacks (Note 26) – – (30.0) – – – (30.0)

Cancellation of Treasury shares (0.2) – 30.0 0.2 – (30.0) –

Transfer of Treasury shares – – 0.5 – (0.5) – –

Reclassification of share-based payments reserve – – – – (1.6) 1.6 –

Equity settled share-based payments (Note 4) – – – – 1.2 – 1.2

Total transactions with owners (0.2) – – 0.2 (0.9) (51.4) (52.3)

At 28 February 2025 3.8 1,048.2 (2.6) 1.1 3.6 132.4 1,186.5

Loss for the financial year – – – – – (79.3) (79.3)

Total comprehensive income – – – – – (79.3) (79.3)

Dividend paid on ordinary shares – – – – – (23.0) (23.0)

Purchase of shares to satisfy employee share entitlements (Note 26) – – (0.5) – – – (0.5)

Purchase of Treasury shares – share buybacks (Note 26) – – (15.1) – – – (15.1)

Cancellation of Treasury shares (0.1) – 15.1 0.1 – (15.1) –

Transfer of Treasury shares – – 0.3 – (0.3) – –

Reclassification of share-based payments reserve – – – – (0.4) 0.4 –

Equity settled share-based payments (Note 4) – – – – 1.3 (1.0) 0.3

Total transactions with owners (0.1) – (0.2) 0.1 0.6 (38.7) (38.3)

At 28 February 2026 3.7 1,048.2 (2.8) 1.2 4.2 14.4 1,068.9

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Statement of Accounting Policies

For the year ended 28 February 2026

General information

C&C Group plc (the ‘Company’) is a company incorporated and tax resident in Ireland. The Group’s

financial statements for the year ended 28 February 2026 consolidate the individual financial

statements of the Company and all subsidiary undertakings (together referred to as the ‘Group’)

together with the Group’s share of the results and net assets of equity accounted investments for

the year ended 28 February 2026.

The Company and Group financial statements, together the ‘financial statements’, were authorised

for issue by the Directors on 18 May 2026.

The accounting policies applied in the preparation of the financial statements for the year ended

28 February 2026 are set out below. Except if mentioned otherwise these have been applied

consistently for all periods presented in these financial statements and by all Group entities.

Statement of compliance

The Group financial statements have been prepared in accordance with International Financial

Reporting Accounting Standards (‘IFRS’), as adopted by the EU and as applied in accordance with

Companies Act 2014. The individual financial statements of the Company have been prepared in

accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (‘FRS 101’). In

accordance with Section 304 of the Companies Act 2014, the Company has availed of the exemption

from presenting its individual Income Statement to the Annual General Meeting and from filing it

with the Registrar of Companies.

In these financial statements, the Company has applied the exemptions available under FRS 101 in

respect of the following disclosures:

• A cash flow statement and related notes;

• Disclosures in respect of transactions with wholly-owned subsidiaries;

• Disclosures in respect of capital management;

• The effects of new but not yet effective IFRSs;

• Disclosures in respect of the compensation of Key Management Personnel

• The requirements in IAS 24 ‘Related party disclosures’ to disclose related party transactions

entered into between two or more members of a group; and

• Disclosures in respect of Group equity settled share-based payments in accordance with IFRS 2

Share-Based Payments, as the financial statements of the Group include the equivalent disclosures.

Changes in accounting policies and disclosures

IFRS as adopted by the EU and applied by the Company and Group in the preparation of these financial

statements are those that were effective for accounting periods ending on or before 28 February 2026.

New accounting pronouncements adopted on 1 March 2025

The Group adopted the following new accounting policies on 1 March 2025 to comply with new

standards issued and amendments to IFRS:

• Lack of Exchangeability – Amendments to IAS 21

The above amendment did not have a material impact on the Group’s financial reporting on adoption.

New accounting pronouncements to be adopted on or after 1 March 2026

The following amendments to IFRS have been issued by the IASB and are effective for annual periods

beginning on or after 1 January 2026.

• Amendments to the Classification and Measurement of Financial Instruments – Amendments to

IFRS 9 and IFRS 7

• Contracts Referencing Nature-dependent Electricity (Amendments to IFRS 9 and IFRS 7)

• Annual Improvements to IFRS Accounting Standards – Volume 11

No material impact on the Group’s financial reporting is expected from the adoption of the

Amendments or Annual Improvements.

New accounting pronouncements to be adopted on or after 1 March 2027

The following new standards issued and amendments to IFRS have been issued by the IASB and are

effective for annual periods beginning on or after 1 January 2027.

• IFRS 18 Presentation and Disclosure in Financial Statements

• IFRS 19 Subsidiaries without Public Accountability: Disclosures

IFRS 18 and IFRS 19 are effective for periods beginning on or after 1 January 2027. IFRS 18 requires

retrospective application and accordingly, the results for the year-ended 28 February 2027 will be

restated to comply with the new standard when presented in the financial statements for the year-

ended 28 February 2028. The Group is assessing the impact of these new standards and the Group’s

financial reporting will be presented in accordance with these standards from 1 March 2027.

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Material accounting policies

The material accounting policies applied by the Group in the preparation of these financial

statements are as follows:

Basis of preparation

The Group and the individual financial statements of the Company are prepared on the going

concern and historical cost convention, as modified by the revaluation of certain items of property,

plant and equipment, retirement benefits and derivative financial instruments. The accounting

policies have been applied consistently by Group entities and for all periods presented.

The financial statements are presented in Euro millions to one decimal place.

(i) Going concern basis

The Directors have adopted the going concern basis in preparing the financial statements after

assessing the Group’s principal risks.

Management of liquidity and net debt continue to be a key focus for the Group. The Group

have reported net debt including leases and liquidity of €260.4m and €326.5m respectively at

28 February 2026, compared with €212.3m and €369.0m respectively in FY2025. The Group

delivered a leverage ratio (excluding leases) of 1.6x at 28 February 2026. The Covenant ratio for the

Group’s RCF and term loan facilities was 1.6x at 28 February 2026, well within the covenant limit of

3.5x. Both measures are calculated on a pre-IFRS 16 basis.

In FY2023, the Group successfully completed a refinancing of its multi-currency facility and Euro

term loan agreement which was repaid in a single instalment following the publication of the Group’s

FY2023 Results in May 2023. In FY2023, the Group also entered into a new five-year committed

sustainability-linked facility comprised of a €250m multi-currency revolving loan facility and a

€100m non-amortising Euro term loan. The facility offers optionality of two 1-year extensions to the

maturity date callable within 12 months and 24 months of the initial drawdown date respectively.

The multi-currency facility and the Euro term syndicate comprises six banks – ABN Amro Bank, Allied

Irish Bank, Bank of Ireland, Barclays Bank, HSBC and Rabobank. During FY2025, the Group exercised

the second optional extension of the facilities, resulting in maturity being extended to January 2030

(FY2030) on both the multi-currency facility and Euro term loan.

Overall conclusion

The headroom on the covenants within the financing facilities has been reviewed in detail by

management and assessed by the Directors. Given that the cash flow forecasts demonstrate

significant headroom, the Directors have concluded that the Group has sufficient resources available

until at least 31 August 2027 and therefore consider it appropriate to adopt the going concern basis of

accounting with no material uncertainties as to the Group’s ability to continue to do so.

Basis of consolidation

The Group’s financial statements consolidate the financial statements of the Company, and all

subsidiary undertakings, together with the Group’s share of the results of equity accounted

investments for the year ended 28 February 2026.

(i) Subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed

to, or has rights to, variable returns from its involvement with the entity and has the ability to affect

those returns through its power over the entity. The financial statements of subsidiaries are included

in the consolidated financial statements from the date on which control commences until the date

on which control ceases.

(ii) Investments in associates (equity accounted investments)

The Group’s interests in equity accounted investments comprise interests in associates, which are

those entities in which the Group has significant influence, but not control or joint control, over the

financial and operating policies. Interests in associates are accounted for using the equity method.

(iii) Company Financial Statements

Investments in subsidiaries are carried at cost less provision for impairment. Dividend income is

recognised when the right to receive payment is established.

Business combinations

Acquisitions

Acquisitions of subsidiaries are accounted for using the acquisition method. The cost of the

acquisition is measured at the aggregate of the fair values at the date of exchange of assets given,

liabilities incurred or assumed and equity instruments issued by the Group. Acquisition-related costs

are recognised in the consolidated income statement as incurred.

The acquiree’s identifiable assets and liabilities are recognised at their fair values at the acquisition

date, which is the date on which control is transferred to the Group. Goodwill is measured as the

excess of the sum of the consideration transferred, the amount of any non-controlling interests in

the acquiree and the fair value of the Group’s previously held equity interest in the acquiree, if any,

over the net amounts of identifiable assets acquired and liabilities assumed at the acquisition date.

Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

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Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

Disposals

The difference between the carrying value of the net assets disposed of and the fair value of

consideration received is recorded as a gain or loss on disposal. Foreign exchange translation gains

or losses relating to subsidiaries, joint arrangements and associates that the Group has disposed

of, and that have previously been recorded in other comprehensive income or expense, are also

recognised as part of the gain or loss on disposal.

Property, plant and equipment (Note 11)

Property (comprising freehold land and buildings) is recognised at estimated fair value using a

Depreciated Replacement Cost (DRC) with the changes in the value of the property reflected in

Other Comprehensive Income in the case of a revaluation gain, to the extent it does not reverse

previously recognised losses, or as an impairment loss in the Income Statement to the extent it does

not reverse previously recognised revaluation gains. The fair value is based on estimated market

value at the valuation date, being the estimated amount that would be received to sell the property

in an orderly transaction between market participants at the measurement date, to the extent that

an active market exists. Such valuations are determined based on benchmarking against comparable

transactions for similar properties in similar locations as those of the Group or on the use of valuation

techniques including the use of market yields on comparable properties. If no active market exists or

there are no other observable comparative transactions, the fair value may be determined using a

valuation technique known as a Depreciated Replacement Cost approach.

Valuations are performed on at least a triennial basis or more frequently where changes in

circumstance or market conditions indicate a significant change.

Plant and machinery is carried at its revalued amount. In view of the specialised nature of the Group’s

plant and machinery and the lack of comparable market-based evidence of a similar plant sold, upon

which to base a market approach of fair value, the Group uses a Depreciated Replacement Cost

approach to determine a fair value for such assets.

Depreciated Replacement Cost is assessed, firstly, by the identification of the gross replacement

cost for each class of plant and machinery. A depreciation factor derived from both the physical and

functional obsolescence of each class of asset, taking into account estimated residual values at the

end of the life of each class of asset, is then applied to the gross replacement cost to determine the

net replacement cost. An economic obsolescence factor, which is derived based on current and

anticipated capacity or utilisation of each class of plant and machinery as a function of total available

production capacity, is applied to determine the Depreciated Replacement Cost.

During FY2026, the Group reviewed its depreciation policy for plant & machinery and amended

the accounting estimates within the Depreciated Replacement Cost model applied to valuation

and depreciation of the plant and machinery assets utilised in the Group’s beverage production.

The amendment moves from reducing balance to straight-line depreciation over the life of the assets

and reflects more accurately the usage and benefits derived from this category of fixed assets which

are delivered uniformly over time and relatively consistently throughout the assets useful economic

lives, which can be in excess of 30 years. This change in valuation and depreciation estimation

methodology will enable the Group to forecast more accurately for capital investment appraisal

and capital allocation decisions and brings the Group in line with industry practice.

In accordance with IAS 8, these changes have been recognised as a change in accounting estimates

and applied prospectively with effect from 1 March 2025. The impact of these changes on the

plant & machinery valuation has been an increase in the carrying value of €9.3m which has been

recognised in exceptional items within the statement of profit and loss (€7.2m) to the extent that

previous revaluation losses are reversed and within Other Comprehensive Income (€2.1m) for the

remainder of the revaluation gain. The current year depreciation charge was reduced by €2.1m.

Motor vehicles and other equipment are stated at cost less accumulated depreciation and

impairment losses.

Cost includes expenditure that is directly attributable to the acquisition of the asset. When parts

of an item of property, plant and equipment have different useful lives, they are accounted for

as separate items (major components) of property, plant and equipment. Subsequent costs are

included in an asset’s carrying amount or recognised as a separate asset, as appropriate, only when

it is probable that future economic benefits associated with the item will flow to the Group.

Property, plant and equipment, other than freehold land and assets under construction, which are

not depreciated, were depreciated using the following rates which are calculated to write-off the

value of the asset, less the estimated salvage value of 5% for other plant and machinery and 15%

for storage tanks, over its expected useful life:

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Land and Buildings
Land	n/a
Buildings – ROI	2-6% straight-line
Buildings – UK	2-3% straight-line

Plant and Machinery
Storage tanks	2-7% straight-line
Other plant and machinery	6-32% straight line (FY2025:
	6-32% reducing balance)

Motor Vehicles and Other Equipment
Motor vehicles	15% straight-line
Other equipment including returnable bottles, cases and kegs	5-50% straight-line

Judgement is involved in the depreciation policy applied to certain fixed assets where there is

considered to be a salvage value. The Group considers that such assets have a salvage value equal

to 5% of cost for other plant and machinery and 15% for storage tanks, based on the expected scrap

value of the associated assets. The salvage value and useful lives of property, plant and equipment

are reviewed and adjusted if appropriate at each reporting date to take account of any changes

that could affect prospective depreciation charges and asset carrying values. When determining

useful economic lives, the principal factors the Group takes into account are the intensity at which

the assets are expected to be used, expected requirements for the equipment and technological

developments.

On disposal of property, plant and equipment, the cost or valuation and related accumulated

depreciation and impairments are removed from the Balance Sheet and the net amount, less

any proceeds, is taken to the Income Statement and any amounts included within the revaluation

reserve transferred to the retained income reserve.

The carrying amounts of the Group’s property, plant and equipment are reviewed at each balance

sheet date to determine whether there is any indication of impairment. An impairment loss is

recognised when the carrying amount of an asset or its cash-generating unit exceeds its recoverable

amount (being the greater of fair value less costs to sell and value in use). Impairment losses are

debited directly to equity under the heading of revaluation reserve to the extent of any credit

balance existing in the revaluation reserve account in respect of that asset with the remaining

balance recognised in the Income Statement.

Leases (Note 11 and Note 19)

The Group enters into leases for a range of assets, principally relating to land and buildings, plant and

machinery and motor vehicles and other equipment. These leases have varying terms, renewal rights

and escalation clauses.

A contract contains a lease if it is enforceable and conveys the right to control the use of a specified

asset for a period of time in exchange for consideration, which is assessed at inception.

Group as a lessee

(i) Right-of-use assets

The Group recognises a right-of-use asset at the commencement date for contracts containing a

lease. The commencement date is the date at which the asset is made available for use by the Group.

Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses,

and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the

lease liability adjusted for any payments made at or before the commencement date, initial direct

costs incurred, lease incentives received and an estimate of the cost to dismantle or restore the

underlying asset or the site on which it is located at the end of the lease term. The right-of-use asset

is depreciated over the lease term or, where a purchase option is reasonably certain to be exercised,

over the useful economic life of the asset in line with depreciation rates for owned property, plant

and equipment. The right-of-use asset is tested periodically for impairment if any impairment

indicator is considered to exist.

(ii) Lease liabilities

At the commencement date of the lease, the Group recognises lease liabilities measured at the

present value of lease payments to be made over the lease term. The commencement date is

the date at which the asset is made available for use by the Group. Lease payments include fixed

payments less any lease incentives receivable, variable payments that are dependent on a rate or

index known at the commencement date, payments for an optional renewal period and purchase

and termination option payments, if the Group is reasonably certain to exercise those options.

Management applies judgement in determining whether it is reasonably certain that a renewal,

termination or purchase option will be exercised.

The lease liability is initially measured at the present value of the future lease payments, discounted

using the incremental borrowing rate or the interest rate implicit in the lease, if this is readily

determinable, over the remaining lease term. Incremental borrowing rates are calculated using

a portfolio approach, based on the risk profile of the entity holding the lease and the term and

currency of the lease.

Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

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Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

After initial recognition, the lease liability is measured at amortised cost using the effective interest

method. It is remeasured when there is a change in future lease payments or when the Group

changes its assessment of whether it is reasonably certain to exercise an option within the contract.

A corresponding adjustment is made to the carrying amount of the right-of-use asset.

The Group chooses whether or not to include certain non-lease components, such as maintenance

costs, in the measurement of the right-of-use asset and lease liability on an underlying asset class

as afforded by the practical expedients in the standard. Where the non-lease components are not

included, the costs are separated from lease payments and are expensed as incurred.

(iii) Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases (i.e. those

leases that have a lease term of 12 months or less from the commencement date and do not contain a

purchase option). It also applies the lease of low-value assets recognition exemption to leases where

the underlying asset value is low. Lease payments on short-term leases and leases of low-value assets

are recognised as an expense on a straight-line basis over the lease term.

Goodwill (Note 12)

At the date of acquisition any goodwill acquired is allocated to each cash-generating unit (‘CGU’)

(which may comprise more than one cash-generating unit) expected to benefit from the

combination’s synergies. These cash-generating units are then combined into groups of CGUs that

reflect the way that the Group manages its operations, which represent the lowest level within the

Group at which goodwill is monitored for internal management purposes. Impairment is determined

by assessing the recoverable amount of the group of CGUs to which the goodwill relates. These

groups of CGUs represent the lowest level within the Group at which goodwill is monitored for

internal management purposes.

Where goodwill forms part of a CGU or group of CGUs and part of the operation within that unit

is disposed of, the goodwill associated with the operation disposed of is included in the carrying

amount of the operation when determining the gain or loss on disposal of the operation. Goodwill

disposed of in this circumstance is measured on the basis of the relative values of the operation

disposed of and the proportion of the business segment retained.

Goodwill relating to associates is included in the carrying amount of the investment and is neither

amortised nor individually tested for impairment. Where indicators of impairment of an investment

arise in accordance with the requirements of IAS 36, the carrying amount is tested for impairment

by comparing its recoverable amount with its carrying amount.

Intangible assets (other than goodwill) (Note 12)

An intangible asset, which is a non-monetary asset without a physical substance, is capitalised

separately from goodwill.

Subsequent to initial recognition, intangible assets are carried at cost less any accumulated

amortisation and any accumulated impairment losses. The carrying values of intangible assets

considered to have an indefinite useful economic life are reviewed for indicators of impairment

regularly and are subject to impairment testing on an annual basis unless events or changes in

circumstances indicate that the carrying values may not be recoverable and impairment testing

is required earlier.

Software costs incurred with respect to new systems and costs incurred in acquiring software

and licences that will contribute to future period financial benefits through revenue generation

and/or cost reduction are capitalised. Costs capitalised include external direct costs of materials

and service and direct payroll and payroll related costs of employees’ time spent on the development

side of the project.

Cloud software license agreements to use cloud software are treated as service contracts and

expensed in the Income Statement. Where the Group has both the contractual right to take

possession of the software anytime without significant penalty, and the ability to run the software

independently of the host vendor. The license agreement is capitalised as software within intangible

assets.

The amortisation charge on intangible assets considered to have finite lives is calculated to write-

off the book value of the asset over its useful life on a straight-line basis on the assumption of zero

residual value.

The useful lives of the Group’s intangible assets are as follows:

Trade relationship re Tennent’s acquisition	20 years
Trade relationship re Wallaces acquisition	10 years
Trade relationship re Gleeson acquisition	15 years
Trade relationship re Matthew Clark and Bibendum acquisition	15 years
Software and licence costs	5-8 years

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Impairment of non-financial assets

Further disclosures relating to impairment of non-financial assets are also provided in the following

notes:

• Goodwill and intangible assets with indefinite lives: Note 12

• Intangible assets: Note 12

• Property, plant and equipment: Note 11

• Investments in associates: Note 13

The Group assesses at each reporting date, whether there is an indication that an asset may be

impaired. If any indication exists, or when annual impairment testing for an asset is required, the

Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of

an asset’s or CGU’s fair value less costs of disposal and its value in use. The recoverable amount is

determined for an individual asset, unless the asset does not generate cash inflows that are largely

independent of those from other assets or groups of assets. When the carrying amount of an asset

or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its

recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using

a post-tax discount rate that reflects current market assessments of the time value of money and the

risks specific to the asset. In determining fair value less costs of disposal, recent market transactions

are taken into account. If no such transactions can be identified, an appropriate valuation model is

used. These calculations are corroborated by valuation multiples, quoted share prices for publicly

traded companies or other available fair value indicators.

Impairment losses of continuing operations are recognised in the Income Statement in expense

categories consistent with the function of the impaired asset, except for properties previously

revalued with the revaluation taken to Other Comprehensive Income.

For assets, excluding goodwill and intangible assets, considered to have an indefinite useful life,

an assessment is made at each reporting date to determine whether there is an indication that

previously recognised impairment losses no longer exist or have decreased. If such indication exists,

the Group estimates the asset’s or CGUs recoverable amount. A previously recognised impairment

loss is reversed only if there has been a change in the assumptions used to determine the asset’s

recoverable amount since the last impairment loss was recognised.

Goodwill is subject to impairment testing on an annual basis and at any time during the year if an

indicator of impairment is considered to exist. In the year in which a business combination is effected

and where some or all of the goodwill allocated to a particular cash-generating unit arose in respect

of that combination, the cash-generating unit is tested for impairment prior to the end of the

relevant annual period. Where the carrying value exceeds the estimated recoverable amount (being

the greater of the fair value less costs of disposal and value-in-use), an impairment loss is recognised

by writing down goodwill to its recoverable amount. In assessing value in use, the estimated future

cash flows are discounted to their present value using a pre-tax discount rate that reflects current

market assessments of the time value of money and the risks specific to the asset. The recoverable

amount of goodwill is determined by reference to the cash-generating unit to which the goodwill has

been allocated. Impairment losses arising in respect of goodwill are not reversed once recognised.

Intangible assets with indefinite useful economic lives are reviewed for indicators of impairment

regularly and are subject to impairment testing on an annual basis unless events or changes in

circumstances indicate that the carrying values may not be recoverable and impairment testing is

required earlier.

Retirement benefit obligations (Note 23)

The Group operates a number of defined contribution and defined benefit pension schemes.

Obligations to the defined contribution pension schemes are recognised as an expense in the

Income Statement as the related employee service is received. Under these schemes, the Group

has no obligation, either legal or constructive, to pay further contributions in the event that the fund

does not hold sufficient assets to meet its benefit commitments.

The liabilities and costs associated with the Group’s defined benefit pension schemes, all of which

are funded and administered under trusts which are separate from the Group, are assessed on the

basis of the projected unit credit method by professionally qualified actuaries and are arrived at

using actuarial assumptions based on market expectations at the reporting date. The discount rates

employed in determining the present value of the schemes’ liabilities are determined by reference

to market yields, at the reporting date, on high-quality corporate bonds of a currency and term

consistent with the currency and term of the associated post-employment benefit obligations. The

fair value of scheme assets is based on market price information, measured at bid value for publicly

quoted securities.

The resultant defined benefit pension net surplus or deficit is shown within either non-current assets

or non-current liabilities on the face of the Balance Sheet and comprises the total for each plan of

the present value of the defined benefit obligation less the fair value of plan assets out of which the

obligations are to be settled directly.

Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

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Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

The Group has the ability to recognise any surplus in full, because the Group has an unconditional

right to a refund of surplus upon gradual settlement of liabilities. In making this assessment,

management considers trust deeds, scheme rules and statutory funding requirements.

The assumptions (disclosed in Note 23) underlying these valuations are updated at each reporting

period date based on current economic conditions and expectations (discount rates, salary inflation

and mortality rates) and reflect any changes to the terms and conditions of the post-retirement

pension plans. The deferred tax liabilities and assets arising on pension scheme surpluses and

deficits are disclosed separately within deferred tax assets or liabilities, as appropriate.

When the benefits of a defined benefit scheme are improved, the portion of the increased benefit

relating to the past service of employees is recognised as an expense immediately in the Income

Statement.

The expected increase in the present value of scheme liabilities arising from employee service in

the current period is recognised in arriving at operating profit or loss together with the net interest

expense/(income) on the net defined benefit liability/(asset). Differences between the actual

return on plan assets and the interest income, experience gains and losses on scheme liabilities,

together with the effect of changes in the current or prior assumptions underlying the liabilities are

recognised in Other Comprehensive Income. The amounts recognised in the Income Statement and

Other Comprehensive Income and the valuation of the defined benefit pension net surplus or deficit

are sensitive to the assumptions used.

Company

The Company has no direct employees and is not the sponsoring employer for any of the Group’s

defined benefit pension schemes.

Income tax (Note 7 and Note 22)

Current income tax

Current tax expense represents the expected tax amount to be paid in respect of taxable income

for the current year and is based on reported profit and the expected statutory tax rates, reliefs,

and allowances applicable in the jurisdictions in which the Group operates. Current tax for the

current and prior years, to the extent that it is unpaid, is recognised as a liability in the Balance Sheet.

Deferred tax

Deferred tax is provided on the basis of the Balance Sheet liability method on all temporary

differences at the reporting date. Temporary differences are defined as the difference between the

tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred

tax assets and liabilities are not subject to discounting and are measured at the tax rates that are

expected to apply in the period in which the asset is recovered or the liability is settled based on

tax rates and tax laws that have been enacted or substantively enacted at the balance sheet date.

Deferred tax assets and liabilities are recognised for all temporary differences except where they

arise from:

• The initial recognition of goodwill or an asset or a liability in a transaction that is not a business

combination and affects neither the accounting profit or loss nor the taxable profit or loss at

the time of the transaction and does not give rise to equal taxable and deductible temporary

differences, or,

• Taxable temporary differences associated with investments in subsidiaries where the timing of

the reversal of the temporary difference is subject to the Group’s control and it is probable that

a reversal will not be recognised in the foreseeable future.

Deferred tax assets in respect of deductible temporary differences are recognised only to the

extent that it is probable that taxable profits or taxable temporary differences will be available

against which to offset these items. The recognition or non-recognition of deferred tax assets as

appropriate also requires judgement as it involves an assessment of the future recoverability of those

assets. The recognition of deferred tax assets is based on management’s judgement and estimate

of the most probable amount of future taxable profits and taking into consideration applicable

tax legislation in the relevant jurisdiction. The carrying amounts of deferred tax assets are subject

to review at each reporting date and are reduced to the extent that future taxable profits are

considered to be insufficient to allow all or part of the deferred tax asset to be utilised.

The Group offsets deferred tax assets and deferred tax liabilities only if it has a legally enforceable

right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred

tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable

entity or different taxable entities which intend either to settle current tax liabilities and assets on a

net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which

significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Deferred tax and current tax are recognised as a component of the tax expense in the

Income Statement except to the extent that they relate to items recognised directly in Other

Comprehensive Income or equity (for example, certain derivative financial instruments and

actuarial gains and losses on defined benefit pension schemes), in which case the related tax is also

recognised in Other Comprehensive Income or equity.

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The Group has applied the amendment to IAS 12 Income Taxes on the mandatory temporary

exception to recognising and disclosing information about deferred tax assets and liabilities

that are related to tax law enacted or substantively enacted to implement the Pillar Two model

rules published by the Organisation for Economic Co-operation and Development (‘OECD’). The

amendments require that entities shall apply the amendments immediately upon issuance. Pillar Two

legislation is not expected to have a material impact on the financial statements of the Group. The

Group continue to monitor changes in law and guidance as they apply to the Group.

Company financial assets

Financial assets are reviewed for impairment if there are any indications that the carrying value may

not be recoverable.

Share options granted to employees of subsidiary companies are accounted for as an increase in the

carrying value of the investment in subsidiaries and the share-based payment reserve.

Revenue recognition

The Group manufactures and distributes branded cider, beer, wine, spirits and soft drinks in which

revenue is recognised at a point in time when control is deemed to pass to the customer upon

leaving the Group’s premises or upon delivery to a customer depending on the terms of sale.

Contracts do not contain multiple performance obligations (as defined by IFRS 15).

Across the Group, goods are often sold with discounts or rebates based on cumulative sales over

a period. The variable consideration is only recognised when it is highly probable that it will not be

subsequently reversed and is recognised using the most likely amount or expected value methods,

depending on the individual contract terms. In the application of appropriate revenue recognition,

judgement is exercised by management in the determination of the likelihood and quantum of items

giving rise to variable consideration based on experience and historical trading patterns.

The Group is deemed to be a principal to an arrangement when it controls a promised good or

service before transferring them to a customer; and accordingly recognises the revenue on a gross

basis. The Group is determined to be an agent in a transaction where the Group arranges for the

provision of goods or services on behalf of another party and does not control the goods and services

before being transferred to the customer; the net amount retained after any payments to the

principal is recognised as revenue.

Net revenue

Net revenue is defined by the Group as revenue less excise duty paid by the Group.

Excise duty

Excise duty is levied at the point of production in the case of the Group’s manufactured products

and at the point of importation in the case of imported products in the relevant jurisdictions in which

the Group operates. As the Group’s manufacturing and warehousing facilities are revenue approved

and registered excise facilities, the excise duty liability generally crystallises on transfer of product

from duty in suspense to duty paid status which normally coincides with the point of sale. The duty

number disclosed represents the cost of duty paid including any related true up or release on the

Group’s products. Where goods are bought duty paid, and subsequently sold, the duty element is

not included in the duty line within net revenue but is included within the cost of goods sold.

Exceptional items (Note 5)

The Group has adopted an accounting policy and Income Statement format that seeks to highlight

specific significant items of income and expense within the Group results for the year which the

Directors believe provides a more useful analysis. Significant items are determined based on their

size, nature and/or being non-recurring items. Items categorised as Exceptional are done so based

on a qualitative and quantitative framework that considers these same factors:

• Size: For an item to be deemed exceptional, it must have a material effect on the Group’s

profitability and should therefore be separately disclosed. For the purposes of FY2026 year-

end, the Group determined a material amount as an amount that would influence the economic

decisions of a user of the financial statements.

• Nature: Inconsistent items – these are items which are inconsistent amounts year on year

(where applicable) such as revaluation gains and losses

• Non-Recurring Items: These are events/transactions that are infrequent and unusual, or one-off

in nature. These include items such as restructuring and integration projects, litigation costs and

settlements, impairment of assets, acquisition related costs, and gains/losses from the sale of

assets or businesses.

The Directors exercise judgement to determine whether an item meets the above criteria in order

to be classified as an exceptional item.

Segmental reporting (Note 1)

Operating segments are reported in a manner consistent with the internal organisational and

management structure of the Group and the internal financial information provided to the Chief

Operating Decision-Maker (‘CODM’), the Executive Directors, who are responsible for the allocation

of resources and the monitoring and assessment of performance of each of the operating segments.

Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

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Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

Finance income and expenses (Note 6)

Finance income comprises interest income on funds invested and any gains on hedging instruments

that are recognised in the Income Statement. Interest income is recognised as it accrues in the

Income Statement, using the effective interest method.

Finance expenses comprise interest expense on borrowings, finance charges on sale of trade

receivables, amortisation of borrowing issue costs and unwinding the discount on provisions and

leases. Borrowing costs that are not directly attributable to the acquisition, construction or production

of a qualifying asset are recognised in the Income Statement using the effective interest method.

Share-based payments (Note 4)

The Group operates a number of executive and employee share schemes as set out in Note 4.

For all grants of share-based payments, the expense recognised in the Income Statement is based

on the fair value of the total number of entitlements expected to vest and is allocated to accounting

periods on a straight-line basis over the vesting period. The cumulative charge to the Income

Statement at each reporting date reflects the extent to which the vesting period has expired and

the Group’s best estimate of the number of equity instruments that will ultimately vest. It is reversed

only where entitlements do not vest because all non-market performance conditions have not been

met or where an employee in receipt of share entitlements leaves the Group before the end of the

vesting period and forfeits those options as a consequence.

The proceeds received by the Company net of any directly attributable transaction costs on the

vesting of share entitlements met by the issue of new shares are credited to share capital and share

premium when the share entitlements are exercised.

The share-based payment reserve comprises amounts expensed in the income statement in

connection with share-based payments, net of transfers to retained earnings on the exercise of

shares entitlements and the lapsing of such entitlements.

Amounts included in the share-based payments reserve are transferred to retained income when

vested options are exercised, forfeited post-vesting or lapse.

The dilutive effect of outstanding options, to the extent that they are to be settled by the issue of

new shares and to the extent that the vesting conditions would have been satisfied if the end of the

reporting period was the end of the contingency period, is reflected as additional share dilution in

the determination of diluted earnings per share.

Foreign currency translation

Items included in the financial statements of each of the Group’s entities are measured using

the currency of the primary economic environment in which the entity operates (‘the functional

currency’). The consolidated financial statements are presented in Euro, which is the presentation

currency of the Group and both the presentation and functional currency of the Company.

Transactions in foreign currencies are translated into the functional currency of each entity at the

foreign exchange rate ruling at the date of the transaction. Non-monetary assets carried at historic

cost are not subsequently retranslated. Monetary assets and liabilities denominated in foreign

currencies at the reporting date are translated into functional currencies at the foreign exchange

rate ruling at that date. Foreign exchange movements arising on translation are recognised in

the Income Statement with the exception of all monetary items designated as a hedge of a net

investment in a foreign operation, which are recognised in the consolidated financial statements

in Other Comprehensive Income until the disposal of the net investment, at which time they are

recognised in the Income Statement for the year.

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising

on consolidation, are translated to Euro at the foreign exchange rates ruling at the reporting date.

The revenues and expenses of foreign operations are translated to Euro at the average exchange

rate for the financial period where that represents a reasonable approximation of actual rates.

Foreign exchange movements arising on translation of the net investment in a foreign operation,

including those arising on long-term intra-group loans for which settlement is neither planned nor

likely to happen in the foreseeable future and as a consequence are deemed quasi equity in nature,

are recognised directly in Other Comprehensive Income in the consolidated financial statements in

the foreign currency translation reserve. The portion of exchange gains or losses on foreign currency

borrowings or derivatives used to provide a hedge against a net investment in a foreign operation

that is designated as a hedge of those investments, is recognised directly in Other Comprehensive

Income to the extent that they are determined to be effective. The ineffective portion is recognised

immediately in the Income Statement for the year.

Any movements that have arisen since 1 March 2004, the date of transition to IFRS, are recognised in

the currency translation reserve and are recycled through the Income Statement on disposal of the

related business. Translation differences that arose before the date of transition to IFRS as adopted

by the EU in respect of all non-Euro denominated operations are not presented separately.

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Inventories (Note 14)

Inventories are stated at the lower of cost and net realisable value. Cost includes all expenditure

incurred in acquiring the inventories and bringing them to their present location and condition

and is based on the first-in first-out principle.

In the case of finished goods and work in progress, cost includes direct production costs and the

appropriate share of production overheads plus excise duties, where appropriate. Net realisable

value is the estimated selling price in the ordinary course of business, less estimated costs necessary

to complete the sale.

Provision is made for slow-moving or obsolete stock where appropriate.

Provisions (Note 18)

A provision is recognised in the Balance Sheet when the Group has a present legal or constructive

obligation as a result of a past event, and it is probable that an outflow of economic benefits will

be required to settle the obligation. Provisions are measured at the Directors’ best estimate of

the expenditure required to settle the obligation at the balance sheet date and are discounted

to present value at an appropriate rate if the effect of the time value of money is deemed material.

The carrying amount of the provision increases in each period to reflect the passage of time and

the unwinding of the discount. The increase in the provision due to the passage of time is recognised

in the Income Statement within finance expense.

Provisions are not recognised for future operating losses; however, provisions are recognised

for onerous contracts where the unavoidable cost exceeds the expected benefit. Due to the

inherent uncertainty with respect to such matters, the value of each provision is based on the best

information available at the time, including advice obtained from third-party experts, and is reviewed

by the Directors on a periodic basis with the potential financial exposure reassessed.

A contingent liability is not recognised but is disclosed where the existence of the obligation will

only be confirmed by future events or where it is not probable that an outflow of resources will be

required to settle the obligation or where the amount of the obligation cannot be measured with

reasonable reliability. Contingent assets are not recognised but are disclosed where an inflow of

economic benefits is probable.

Financial instruments

Trade and other receivables (Note 15)

Trade receivables are initially recognised at fair value (which usually equals the original invoice value)

and are subsequently measured at amortised cost less allowance for impairment losses. The Group

applies the simplified approach permitted by IFRS 9 Financial Instruments to measure expected

credit losses for trade receivables, which requires expected lifetime losses to be recognised from

initial recognition of the receivables. The carrying amount of these receivables approximates their

fair value as these are short-term in nature. The maximum exposure to credit risk at the reporting

date is the carrying value of each class of receivable.

Trade receivables are derecognised when the rights to receive cash flows from the asset have

expired or the Group has transferred its rights to receive cash flows from the asset or has assumed

an obligation to pay the received cash flows in full without material delay to a third-party under a

‘pass-through’ arrangement, and either (a) the Group has transferred substantially all the risks and

rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks

and rewards of the asset, but has transferred control of the asset.

Cash and cash equivalents (Note 24)

Cash and cash equivalents in the Balance Sheet comprises of cash at bank and in hand and short-

term deposits with an original maturity of three months or less. Bank overdrafts that are repayable

on demand and form part of the Group’s cash management are included as a component of cash for

the purpose of the statement of cash flows.

Advances to customers (Note 15)

Advances to customers, are initially recognised at fair value, amortised to the Income Statement

(and classified within sales discounts as a reduction in revenue) over the relevant period to

which the customer commitment is made, and subsequently carried at amortised cost less an

impairment allowance. Where there is a volume target the amortisation of the advance is included

in sales discounts as a reduction to revenue. Regarding advances to customers, the Group applies

the general approach to measure expected credit losses which requires a loss provision to be

recognised based on twelve-month or lifetime expected credit losses, provided a significant

increase in credit risk has occurred since initial recognition. The Group Credit Committee reviews

debt collection trends and commercial market information to assess any significant change in

credit risk.

Trade and other payables (Note 17)

Trade and other payables are recognised initially at fair value and subsequently measured at

amortised cost using the effective interest rate method.

Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

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Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

Financial instruments (continued)

Interest-bearing loans and borrowings (Note 20)

Interest-bearing loans and borrowings are recognised initially at fair value less attributable

transaction costs and are subsequently measured at amortised cost with any difference between

the amount originally recognised and redemption value being recognised in the Income Statement

over the period of the borrowings on an effective interest rate basis. Where the early refinancing of

a loan results in a significant change in the present value of the expected cash flows, the original loan

is derecognised and the replacement loan is recognised at fair value. The difference between the

original loan and the fair value of the replacement loan is recognised in finance costs in the year.

Derivative financial instruments (Note 24)

Derivatives are initially recognised at fair value on the date that a derivative contract is entered into,

and they are subsequently remeasured to their fair value at the end of each reporting period. The

accounting for subsequent changes in fair value depends on whether the derivative is designated as

a hedging instrument and, if so, the nature of the item being hedged. The Group designates certain

derivatives as hedges of a particular risk associated with the cash flows of recognised assets and

liabilities and highly probable forecast transactions (cash flow hedges). The gains or losses related

to derivatives not used as effective hedging instruments are recognised in the Income Statement.

At inception of the hedge relationship, the Group documents the economic relationship between

hedging instruments and hedged items, including whether changes in the cash flows of the

hedging instruments are expected to offset changes in the cash flows of hedged items. The Group

documents its risk management objective and strategy for undertaking its hedge transactions. The

fair values of derivative financial instruments designated in hedge relationships are disclosed

in Note 24.

Movements in the hedging reserve in Shareholders’ equity are shown in Note 24. The full fair value

of a hedging derivative is classified as a non-current asset or liability when the remaining maturity

of the hedged item is more than 12 months; it is classified as a current asset or liability when the

remaining maturity of the hedged item is less than 12 months. The Group enters into derivative

contracts only for hedging purposes/activities. The Group documents its assessment, both at hedge

inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions

are highly effective in offsetting changes in fair values or cash flows of hedged items.

Cash flow hedges that qualify for hedge accounting (Note 24)

The effective portion of changes in the fair value of derivatives that are designated and qualify as

cash flow hedges is recognised in the cash flow hedge reserve within equity. The gain or loss relating

to the ineffective portion is recognised immediately in the Income Statement as finance expenses.

The Group uses forward contracts to hedge forecast transactions, the Group generally designates

the full change in fair value of the forward contract, i.e. the forward rate including forward points,

as the hedging instrument. Gains or losses relating to the effective portion of the change in fair value

of the entire forward contract are recognised in the cash flow hedge reserve within equity.

Amounts accumulated in equity are reclassified in the periods when the hedged item affects profit

or loss. Where the hedged item subsequently results in the recognition of a non-financial asset (such

as inventory), the deferred hedging gains and losses are included within the initial cost of the asset.

The deferred amounts are ultimately recognised in profit or loss, when the hedged item affects

profit or loss (for example, through operating costs).

When a hedging instrument expires, or is sold or terminated, or when a hedge no longer meets the

criteria for hedge accounting, any cumulative deferred gain or loss in equity at that time remains

in equity and recognised in profit or loss in the period the forecast transaction occurs and when

the forecast transaction is no longer expected to occur, the cumulative gains or losses that were

reported in equity are immediately reclassified to profit or loss.

Cash flow hedge reserve (Note 24)

The cash flow hedge reserve is used to recognise the effective portion of gains or losses on

derivatives that are designated and qualify as cash flow hedges, as described in Note 24. Amounts

are subsequently either transferred to the initial cost of inventory or reclassified to profit or loss as

appropriate.

Treasury shares (Note 26)

Equity share capital issued under its Joint Share Ownership Plan, which is held in trust by an

Employee Trust, as well as shares purchased under the Partnership and Matching Share Schemes

(see Note 4) are classified as Treasury shares on consolidation until such time as the Interests lapse

and the shares are cancelled or disposed of by the Trust. Additionally own equity instruments (i.e.

Ordinary Shares) acquired by the Company are deducted from equity and presented on the face of

the Company Balance Sheet as Treasury shares until the shares are cancelled or reissued. No gain

or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company’s

Ordinary Shares.

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Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

Financial instruments (continued)

Financial guarantee contracts

Financial guarantee contracts are recognised as a financial liability at the time the guarantee is

issued. The liability is initially measured at fair value and subsequently at the higher of:

• the amount determined in accordance with the expected credit loss model under IFRS 9 Financial

Instruments, and

• the amount initially recognised less, where appropriate, the cumulative amount of income

recognised in accordance with the principles of IFRS 15 Revenue from Contracts with Customers.

The fair value of financial guarantees is determined based on the present value of the difference

in cash flows between the contractual payments required under the debt instrument and the

payments that would be required without the guarantee, or the estimated amount that would be

payable to a third party for assuming the obligations.

Where the guarantees in relation to loans or other payables of associates are provided for no

compensation, the fair values are accounted for as contributions and recognised as part of the

cost of the investment.

Significant Judgements and Estimates

The preparation of the consolidated financial statements in conformity with IFRS as adopted by

the EU requires management to make certain estimates, assumptions and judgements that affect

the application of accounting policies and the reported amounts of assets, liabilities, income and

expenses. The significant judgements, estimates and assumptions used by management may differ

from the actual outcome of the transaction and consequently the realised value of the associated

assets and liabilities may vary. The significant judgements and estimates which have been applied,

and which are expected to have a material impact, are as follows:

Significant judgements

Income Taxes

The Group is subject to income tax in a number of jurisdictions, and judgement is required in

determining the worldwide provision for taxes. There are many transactions and calculations during

the ordinary course of business, for which the ultimate tax determination is uncertain and the

complexity of the tax treatment may be such that the final tax charge may not be determined until

a formal resolution has been reached with the relevant tax authority which may take extended time

periods to conclude. The ultimate tax charge may, therefore, be different from that which initially is

reflected in the Group’s consolidated tax charge and provision and any such differences could have a

material impact on the Group’s income tax charge and consequently financial performance.

The determination of the provision for income tax is based on management’s understanding of the

relevant tax law and judgement as to the appropriate tax charge, and management believe that all

assumptions and estimates used are reasonable and reflective of the tax legislation in jurisdictions

in which the Group operates. Where the final tax charge is different from the amounts that were

initially recorded, such differences are recognised in the income tax provision in the period in which

such determination is made.

Deferred tax assets in respect of deductible temporary differences are recognised only to the

extent that it is probable that taxable profits or taxable temporary differences will be available

against which to offset these items. The recognition or non-recognition of deferred tax assets as

appropriate also requires judgement as it involves an assessment of the future recoverability of those

assets. The recognition of deferred tax assets is based on management’s judgement and estimate

of the most probable amount of future taxable profits and taking into consideration applicable tax

legislation in the relevant jurisdiction.

Revenue recognition

The Group generates revenue from a variety of geographies and across a large number of separate

legal entities spread across the Group’s two business segments and has contract packaging

agreements with a number of customers, to utilise excess manufacturing capacity, that are non-

standard and complex and involve judgment as to whether contracts are within scope of IFRS 15

Revenue from Contracts with Customers, regarding significant and complex customer contracts,

discounts and marketing contributions. The Group has well developed policies, systems and

controls to inform management’s judgements and estimates with regard to revenue recognition,

measurement and classification for its contract packaging agreements and complex customer

contracts.

Climate change

The potential climate change-related risks and opportunities to which the Group is exposed, as

identified by management, are disclosed in the Group’s Task Force on Climate Related Financial

Disclosures on pages 40 to 51. Management has assessed the potential financial impacts relating

to the identified risks, primarily considering the useful lives of, and retirement obligations for,

property, plant and equipment, the possibility of impairment of goodwill and other long-lived assets

and the recoverability of the Group’s deferred tax assets. Management has exercised judgement

in concluding that there are no further material financial impacts of the Group’s climate-related

risks and opportunities on the consolidated financial statements. These judgements will be kept

under review by management as the future impacts of climate change depend on environmental,

regulatory and other factors outside of the Group’s control which are not all currently known.

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Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

Significant Judgements and Estimates (continued)

Classification of exceptional items

As discussed in more detail in the accounting policy on page 156, the Directors exercise judgement

to determine whether an item meets the criteria in order to be classified as an exceptional item.

See Note 5 for further details.

Sources of estimation uncertainty

Valuation of property, plant and equipment

The Group values its freehold land and buildings and plant and machinery at market value/

Depreciated Replacement Cost and consequently, carries out an annual valuation. The Group

engages external valuers to value the Group’s property, plant and machinery at a minimum every

three years or at the date of acquisition for assets acquired as part of a business combination. An

external valuation was conducted at 28 February 2026 by PricewaterhouseCoopers LLP to value

the freehold land and buildings and plant and machinery at the Group’s Clonmel (Tipperary) and

Wellpark (Glasgow) sites.

As outlined in the Property, Plant & Equipment accounting policy, the Group has reassessed the

estimates used within the DRC valuation in the current financial year. The key assumptions used to

determine the fair value of the freehold land and buildings and plant and machinery and sensitivity

analyses are provided in Note 11.

Recoverable amount of goodwill and brands

The impairment testing process requires management to make significant estimates regarding the

future cash flows expected to be generated by cash-generating units to which goodwill has been

allocated. Future cash flows relating to the eventual disposal of these cash-generating units and

other factors may also be relevant to determine the recoverable amount of goodwill. Management

periodically evaluates and updates the estimates based on the conditions which influence these

variables. The assumptions and conditions for determining impairments of goodwill reflect

management’s best assumptions and estimates (discount rates, terminal growth rates, forecasted

volume, net revenue, operating profit) but these items involve inherent uncertainties described

above, many of which are not under management’s control.

The Group also considered the potential impact of climate change as further discussed in Note 12.

This is an area of estimation and judgement. As a result, the accounting for such items could result in

different estimates or amounts if management used different assumptions or if different conditions

occur in future accounting periods.

The inputs to the value in use calculations are disclosed in Note 12.

Pension valuation

Significant estimates are used in the determination of the pension obligation, the amounts

recognised in the Income Statement and Statement of Other Comprehensive Income and the

valuation of the defined benefit pension net surplus or deficit are sensitive to the assumptions used.

The assumptions underlying the actuarial valuations (including discount rates, rates of increase in

future compensation levels, mortality rates, salary and pension increases and future inflation rates),

from which the amounts recognised in the consolidated financial statements are determined, are

updated annually based on current economic conditions and for any relevant changes to the terms

and conditions of the pension and post-retirement plans. These assumptions can be affected by

(i) the discount rate, changes in the rates of return on high-quality corporate bonds and (ii) for

future compensation levels, future labour market conditions. The weighted average actuarial

assumptions used and sensitivity analysis in relation to the significant assumptions employed in

the determination of pension and other post-retirement liabilities are contained in Note 23 to the

consolidated financial statements.

Whilst management believes that the assumptions used are appropriate, differences in actual

experience or changes in assumptions may affect the obligations and expenses recognised in

future accounting periods. The assets and liabilities of defined benefit pension schemes may exhibit

significant period-on-period volatility attributable primarily to changes in bond yields and longevity.

In addition to future service contributions, cash contributions may be required to remediate past

service deficits. A sensitivity analysis of the change in these assumptions is provided in Note 23.

Expected credit losses

The Group applies the simplified approach permitted by IFRS 9 Financial Instruments to measure

expected credit losses for trade receivables and advances to customers, which requires expected

lifetime losses to be recognised from initial recognition.

Estimates have been made around the credit losses expected to be incurred on the Group’s financial

assets – principally being trade receivables and advances to customers. In determining the expected

credit losses, the loss rates are determined based on the grouping of trade receivables and advances

to customers sharing the same credit risk characteristics and past due days.

Regarding advances to customers, the Group applies the general approach to measure expected

credit losses which requires a loss provision to be recognised based on 12-month or lifetime expected

credit losses, provided a significant increase in credit risk has occurred since initial recognition.

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Significant Judgements and Estimates (continued)

Please refer to Note 15 for the impact of the expected credit loss approach on the Group’s trade

receivables and advances to customers.

Valuation of inventory

Inventories are measured at the lower of cost and net realisable value. The Group’s policy is to hold

inventories at original cost and create an inventory provision where evidence exists that indicates

net realisable value is below cost for a particular item of inventory. Damaged, slow-moving or

obsolete inventory are typical examples of such evidence.

See Note 14 for further details.

Impairment of investments in subsidiaries and intercompany receivables

(Company only)

Investment in subsidiary impairment testing process requires management to make significant

estimates regarding the future cash flows expected to be generated by the subsidiary. Management

periodically evaluates and updates the estimates based on the conditions which influence these

variables. The assumptions and conditions for determining impairments reflect management’s best

assumptions and estimates (discount rates, terminal growth rates, net revenue, operating profit)

but these items involve inherent uncertainties, many of which are not under management’s control.

This is an area of estimation and judgement. As a result, the accounting for such items could result in

different estimates or amounts if management used different assumptions or if different conditions

occur in future accounting periods.

See Note 13 for further details.

1. Segmental Reporting

The Group’s business activity is the manufacturing, marketing and distribution of branded beer,

cider, wine, spirits and soft drinks.

The Chief Operating Decision Maker (’CODM’), identified as the Executive Directors, assesses and

monitors the operating results of segments separately via internal management reports in order

to manage the business and allocate resources effectively.

The identified business segments are as follows:

(i) Branded

This segment is defined as brands fully owned or that are exclusively distributed by the Group,

whereby the Group is responsible for marketing as well as sale of the brand in the associated

geography, it includes the financial results from sale of own branded products being principally

Bulmers, Tennent’s, Magners and the growing portfolio of premium beers and ciders including

Drygate Brewing, Five Lamps, Heverlee, Menabrea and Orchard Pig.

(ii) Distribution

This segment is defined as third-party brands sold through the Group’s distribution businesses and

brands where the Group acts as an exclusive agent for a brand in a specific geography. It includes the

results from the Matthew Clark and Bibendum (‘MCB’) business which includes third-party brand

distribution, wine wholesaling and distribution, together with the Gleesons distribution business in

Ireland and the distribution of private label products.

The Group’s analysis by segment includes both items directly attributable to a segment and those,

including central overheads, which are allocated on a reasonable basis in presenting information to

the CODM. Inter-segmental revenue is not material and thus not subject to separate disclosure.

Statement of Accounting Policies continued

For the year ended 28 February 2026 continued

Notes forming part of the financial statements

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Notes forming part of the financial statements continued

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1. Segmental Reporting (continued)

(a) Analysis by segment

			2026			2025
				Operating			Operating
		Revenue	Net revenue	profit	Revenue	Net revenue	profit
Group	Notes	€m	€m	€m	€m	€m	€m
Branded		453.6	309.5	51.0	452.6	298.6	46.1
Distribution		1,408.0	1,260.3	19.5	1,556.8	1,366.9	31.0
Total before exceptional items		1,861.6	1,569.8	70.5	2,009.4	1,665.5	77.1
Exceptional items	5	–	–	(40.1)	–	–	(31.3)
Total		1,861.6	1,569.8	30.4	2,009.4	1,665.5	45.8
Impairment of promissory note	5			–			(4.5)
Net loss on disposal	5			–			(0.1)
Finance income	6			2.0			2.7
Finance expense	6			(22.7)			(24.0)
Share of equity
accounted investments’
profit after tax	13			–			0.1
Finance expense
exceptional items	5, 6			(0.6)			(0.4)
Profit before tax				9.1			19.6

The exceptional items included in operating profit in the current financial year are a €40.1m charge

(FY2025: €31.3m charge), of which €28.9m (FY2025: €14.2m) relates to Branded and €11.2m

(FY2025: €17.1m) relates to Distribution. See Notes 5 and 10 for further details.

(b) Other segment information

		2026			2025
	Tangible and		Depreciation,	Tangible and		Depreciation,
	intangible		amortisation	intangible		amortisation
	expenditure	Lease additions	and impairment	expenditure	Lease additions	and impairment
	€m	€m	€m	€m	€m	€m
Branded	8.6	2.7	36.1	16.8	5.7	21.6
Distribution	4.4	18.7	19.9	3.4	16.6	17.6
Total	13.0	21.5	56.0	20.2	22.3	39.2

	Revenue		Net revenue
	2026	2025	2026	2025
	€m	€m	€m	€m
Ireland	296.1	364.4	221.1	269.5
Great Britain	1,545.2	1,624.5	1,328.4	1,375.5
International*	20.3	20.5	20.3	20.5
Total	1,861.6	2,009.4	1,569.8	1,665.5

* International as a geographic region consists of multiple countries that in aggregate represent 1% of Group revenue.

The geographical analysis of revenue and net revenue is based on the location of the third-party

customers.

(d) Geographical analysis of non-current assets

	Ireland	Great Britain	International	Total
At 28 February 2026	€m	€m	€m	€m
Property, plant and equipment	75.7	209.8	–	285.5
Goodwill and intangible assets	159.6	317.8	21.9	499.3
Equity accounted investments
and financial assets	0.6	0.8	0.1	1.5
Total	235.9	528.4	22.0	786.3

	Ireland	Great Britain	International	Total
At 28 February 2025	€m	€m	€m	€m
Property, plant and equipment	80.5	192.8	1.1	274.4
Goodwill and intangible assets	160.7	350.4	21.9	533.0
Equity accounted investments
and financial assets	0.6	0.8	0.1	1.5
Total	241.8	544.0	23.1	808.9

The geographical analysis of non-current assets, with the exception of goodwill and intangible

assets, is based on the geographical location of the assets. The geographical analysis of goodwill and

intangible assets is allocated based on the country of destination.

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Notes forming part of the financial statements continued

2. Operating Costs

		2026			2025
	Before			Before
	exceptional	Exceptional		exceptional	Exceptional
	items	items (Note 5)	Total	items	items (Note 5)	Total
Group	€m	€m	€m	€m	€m	€m
Raw material cost of goods sold/bought-in finished goods	1,191.0	–	1,191.0	1,282.1	–	1,282.1
Inventory write-down/(recovered) (Note 14)	1.2	–	1.2	(0.6)	–	(0.6)
Employee remuneration (Note 3)	153.6	6.0	159.6	156.2	7.8	164.0
Direct brand marketing	20.0	4.1	24.1	20.9	–	20.9
Other operating, selling and administration costs	100.8	14.8	115.6	95.0	17.5	112.5
Foreign exchange	(1.1)	–	(1.1)	(2.0)	–	(2.0)
Depreciation (Notes 11 and 19)	31.0	–	31.0	32.1	–	32.1
Amortisation (Note 12)	2.8	–	2.8	2.8	–	2.8
Auditor’s remuneration (see below)	2.2	0.2	2.4	2.0	1.7	3.7
Impairment of intangible assets (Note 12)	–	16.1	16.1	–	–	–
Impairment of property, plant and equipment (Note 11)	–	0.4	0.4	–	1.8	1.8
Impairment of right-of-use assets (Note 19)	–	5.7	5.7	–	2.5	2.5
Net loss on disposal of property, plant and equipment (Note 11)	0.1	–	0.1	0.1	–	0.1
Revaluation of property, plant and equipment (Note 11)	(2.3)	(7.2)	(9.5)	(0.2)	–	(0.2)
Total operating costs	1,499.3	40.1	1,539.4	1,588.4	31.3	1,619.7

Auditor’s remuneration

The remuneration of the Group’s statutory auditor, Ernst and Young, Chartered Accountants is as follows:

	2026	2025
	€m	€m
Audit of the Group financial statements	2.2	3.6
Non-audit services*	0.2	0.1
Total	2.4	3.7

* €207,500 of non-audit fees were paid to Group’s statutory auditor, Ernst and Young, Chartered Accountants during the current year which were in connection with limited assurance on climate-related matters and summary approval procedures for the capital reductions of subsidiary

undertakings (FY2025: €106,000).

The audit fee for the audit of the financial statements of the Company was less than €0.1m in the current financial year (FY2025: less than €0.1m). Included within Audit of Group financial statements is

€0.2m which is included in Restructuring Costs in Exceptional Items (FY2025: €1.7m included within Risk Management and Control Reviews in Exceptional Items (Note 5)).

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Notes forming part of the financial statements continued

Financial Statements Additional InformationGovernance ReportStrategic Report

3. Employee Numbers and Remuneration Costs

The average number of persons employed by the Group (including Executive Directors) during the

year, analysed by category, was as follows:

	2026	2025
Group	Number	Number
Sales and marketing	410	434
Production and distribution	1,559	1,533
Administration	793	814
Total	2,762	2,781

The actual number of persons employed by the Group as at 28 February 2026 was 2,762

(FY2025: 2,746).

The aggregate remuneration costs of these employees can be analysed as follows:

	2026	2025
	€m	€m
Wages, salaries and other short-term employee benefits	132.3	136.1
Restructuring costs and termination benefits	6.0	7.8
Social welfare costs	16.0	13.9
Retirement benefits – defined benefit schemes (Note 23)	(0.6)	(0.9)
Retirement benefits – defined contribution schemes, including
related expenses	5.8	5.9
Equity settled share-based payments (Note 4)	(0.4)	0.7
Other equity settled share-based payments (Note 4)	0.5	0.5
Total	159.6	164.0

Directors’ remuneration

	2026	2025
	€m	€m
Directors’ remuneration (Note 29)	2.5	4.3

Further information relating to the Directors remuneration is set out in the Directors’ Remuneration

Report on pages 110 to 128.

4. Share-Based Payments

The Group has a number of employee equity-settled share-based payment schemes as set out below.

Recruitment and Retention Plan

In June 2010, the Group established a Recruitment and Retention Plan (‘R&R’) under the terms of

which options to purchase shares in C&C Group plc at nominal cost are granted to certain members

of management, excluding Executive Directors.

The performance conditions and/or other terms and conditions for awards granted under this plan

are specifically approved by the Board of Directors at the time of each individual award, following

a recommendation by the Remuneration Committee. Performance conditions vary per award

but include some or all of the following conditions: continuous employment, performance targets

linked to the business unit to which the recipient is aligned, or a requirement to have a personal

shareholding in the Company at the end of the performance period.

Obligations arising under the Recruitment and Retention Plan will be satisfied by the purchase of

existing shares on the open market. Upon settlement, any difference between the amount included

in the share-based payment reserve account and the cash paid to purchase the shares is recognised

in retained income via the Statement of Changes in Equity.

Long-Term Incentive Plan

The Group also has an established Long-Term Incentive Plan (‘LTIP’) under the terms of which options

to purchase shares in C&C Group plc are granted at nominal cost to certain Executive Directors

and members of management. Details of Directors’ awards are contained within the Directors’

Remuneration Report. Threshold vesting in respect of any year will be no more than 25%, but subject

to the overriding three-year financial performance assessment. No award will vest until the end of

the full three-year performance period, and Executive Directors’ awards will then be subject to a

further two-year holding period. Participation is subject to the following vesting conditions:

166

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Notes forming part of the financial statements continued

4. Share-Based Payments (continued)

Long-Term Incentive Plan (continued)

				June and
	June	July	January	October
	2023	2024	2025	2025
	awards	awards	awards	awards
Performance period	FY2024 –	FY2025 –	FY2025 –	FY2026 –
Target weighting:	FY2026	FY2027	FY2028	FY2029
Earnings per share (‘EPS’)	45%	45%	–	55%
Total shareholder return (‘TSR’)	35%	35%	–	35%
Share price growth	–	–	100%	–
Environmental	20%	20%	–	10%

The EPS target has a minimum and maximum threshold to be achieved by the end of the three-year

performance period.

The Environmental target is based on reductions in Scope 1 and 2 emissions, with a minimum and

maximum threshold to be achieved over the three-year performance period.

The Share price growth target is based on the growth in the three-month average closing mid-

market share price between the announcement date and the third anniversary of the grant date,

with a minimum and maximum threshold to be achieved over the three-year performance period.

The TSR target is based on the change in Net Return Index over the three-year full performance

period, ranked against a comparator group, with a minimum threshold of median performance

in the comparator group and a maximum threshold of upper quartile performance in the

comparator group.

Partnership and Matching Share Schemes

In November 2011, the Group set up Partnership and Matching Share Schemes for all ROI and UK

based employees of the Group under the approved profit-sharing schemes referred to below.

Under these schemes, employees can invest in shares in C&C Group plc (partnership shares)

that will be matched on a 1:1 basis by the Company (matching shares) subject to tax authority

approved limits. Both the partnership and matching shares were held on behalf of the employee by

the Scheme trustee, MUFG Corporate Markets Limited until 28 February 2025. Starting 1 March

2025, the partnership and matching shares are now held by the new trustees, Computershare

Trustees (Ireland) Limited and Computershare Trustees Limited. The shares are purchased on

the open market on a monthly basis at the market price prevailing at the date of purchase with any

remaining cash amounts carried forward and used in the next share purchase. The shares are held

in trust for the participating employee, who has full voting rights and dividend entitlements on both

partnership and matching shares. Matching shares may be forfeited and/or tax penalties may apply

if the employee leaves the Group or removes their partnership shares within the Revenue-stipulated

vesting period. The Revenue stipulated vesting period for matching shares awarded under the ROI

scheme is three years and under the UK scheme is up to five years.

The Group held 1,431,628 matching shares (2,778,402) partnership and matching in trust at

28 February 2026 (FY2025: 1,257,736 matching shares (2,514,685 partnership and matching held)).

Award valuation

The fair values assigned to the equity settled awards granted were computed using the Black

Scholes option pricing model and Monte Carlo model. As per IFRS 2 Share-based Payment, non-

market or performance-related conditions were not taken into account in establishing the fair value

of equity instruments granted. Instead, these non-market vesting conditions are taken into account

by adjusting the number of equity instruments included in the measurement of the transaction

amount so that ultimately the amount recognised for time and services received as consideration for

the equity instruments granted is based on the number of equity instruments that eventually vest,

unless the failure to vest is due to failure to meet a market condition.

167

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Notes forming part of the financial statements continued

Financial Statements Additional InformationGovernance ReportStrategic Report

4. Share-Based Payments (continued)

Award valuation (continued)

The main assumptions used in the valuations for equity settled share-based payment awards granted

in the current and prior financial years were as follows:

			LTIP		LTIP	LTIP
	LTIP	LTIP	options	LTIP	options	options
	options	options	granted	options	granted	granted	R&R	LTIP	R&R
	granted	granted	(Other	granted	(ED*	(Other	options	options	options
	October	(ED*) June	Awards)	January	Awards)	Awards)	granted	granted	granted
	2025	2025	June 25	2025	July 24	July 24	July 24	June 23	June 23
Fair value at date
of grant	€1.31	€1.74	€1.74	€0.89	€1.54	€1.59	€1.86	€1.26	€1.12
Market value at date of grant	€1.58	€2.00	€2.00	€1.74	€1.92	€1.92	€1.92	€1.59	€1.59
Exercise price	–	–	-	–	–	–	–	–	–
Risk free interest
rate (%)	3.60	4.10	3.80	4.26	4.00	4.00	4.35	4.74	4.74
Expected
volatility (%)	39.2	31.9	31.9	31.0	32.1	32.1	26.1	39.0	39.0
Expected term
until exercise
(years)	3.0	3.0	3.0	3.0	2.6	2.6	1.0	3.0	3.0
Dividend yield
(%)	–	–	-	–	–	–	3.1%	–	4.2

* Executive Director

Expected volatility is calculated by reference to historic share price movements prior to the date

of grant over a period of time commensurate with the expected term until exercise. The dividends

which would be paid on a share reduces the fair value of an award since, in not owning the underlying

shares, a recipient does not receive the dividend income on these shares. For the LTIP award, the

participants are entitled to receive dividends, and therefore the dividend yield has been set to zero

to reflect this.

Details of the share entitlements and share options granted under these schemes at 28 February 2026,

together with the share option expense for the year ended 28 February 2026 and 28 February 2025

respectively, are as follows:

		Weighted			Income
	Weighted	average			Statement	Income
	average	remaining			(credit)/	Statement
	vesting	contractual	Ordinary		expense	expense
	period	life	shares	Grant price	2026	2025
	(years)	(years)	options	€	€m	€m
Long-Term Incentive Plan	2.8	1.3	5,917,274	–	(0.5)	0.5
Recruitment and Retention
Plan	0.6	–	110,277	–	0.1	0.2
			6,027,551		(0.4)	0.7
Partnership and Matching
Share Schemes					0.5	0.5

Amortisation charged to profit or loss in respect to the above equity-settled share-based payments

amounted to £0.3m during the year (FY2025: £1.2m).

A summary of activity under the Group’s equity settled share option schemes with the weighted

average exercise price of the share options is as follows:

	2026		2025
		Weighted		Weighted
		average		average
	Ordinary Shares	exercise price	Ordinary Shares	exercise price
	options	€	options	€
Outstanding at beginning of year	6,095,710	–	5,069,162	0.09
Granted	2,186,590	–	2,596,315	–
Exercised	(272,900)	–	(857,285)	–
Forfeited/lapsed	(1,981,849)	–	(712,482)	–
Outstanding at end of year*	6,027,551	–	6,095,710	–

* All outstanding awards remaining at 28 February 2026 are nominal cost options

The aggregate number of share options exercisable at 28 February 2026 was 633,601 (FY2025:

666,739).

The weighted average market share price at date of exercise of all share options exercised during

the year was £1.64 or €1.90 Euro equivalent (FY2025: £1.58 or €1.88 Euro equivalent).

168

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Notes forming part of the financial statements continued

5. Exceptional Items

	2026	2025
Group	€m	€m
Restructuring costs (a)	(23.4)	(23.8)
Risk management and control reviews (b)	(1.0)	(6.1)
Brand dispense assets (c)	(7.3)	–
PPE Revaluation (d)	7.2	–
Impairment of brands (e)	(15.6)	–
Bittersweet cider apple contracts (f)	–	0.3
ERP implementation costs (g)	–	0.1
Director settlement arrangements (h)	–	(1.8)
Operating profit/(loss) exceptional items	(40.1)	(31.3)
Vermont promissory note (i)	–	(4.5)
Net loss on disposal (j)	–	(0.1)
Finance expense (k)	(0.6)	(0.4)
Included in profit/(loss) before tax	(40.7)	(36.3)
Income tax credit (l)	6.5	5.1
Included in profit/(loss) after tax	(34.2)	(31.2)

Details of the exceptional items are as follows:

(a) Restructuring costs

During the period, the Group invested in a number of strategic initiatives to realign support functions

and optimise organisational structures to more efficiently support the business operations. The

overall objective of the strategic initiatives is to reduce costs and drive efficiency improvements

across the operating model and enhance the future growth of the business. During the period,

the Group incurred costs of €23.4m (FY2025: €23.8m) primarily related to the following:

• €16.9m (FY2025: €11.6m) related to the ongoing strategic review of the Group’s commercial,

supply and head office functions to optimise organisational design of the business and enable

a more efficient and robust governance and reporting structure moving forward. This charge

primarily reflects costs associated with implementing and embedding transformation process

improvements and related redundancy costs.

• €2.4m (FY2025: €11.7m) related to the continued rationalisation of the Group’s depot and

distribution operations with further onerous costs incurred in relation to the Newbridge

distribution centre and final costs relating to Orbital West. In FY2025, costs were also incurred

in relation to the closures of the Crayford, Borrisleigh and Shepton Mallet depots.

• €4.1m (FY2025: €0.5m) of costs incurred to reassume control and distribution of Magners and

the wider cider portfolio in Great Britain as of 1 January 2025 following agreement with BBG.

€18.2m (FY2025: €17.7m) of these costs were cash settled in the current financial period.

(b) Risk management and control reviews

During the period the Group incurred further costs of €1.0m (FY2025: €6.1m) associated with the

control issues notified to the market on 7 June 2024 which caused the Group to defer publication of

its FY2024 annual results. This costs primarily related to legal and professional costs associated with

internal and external reviews into the issues, additional audit and accounting fees, retention costs for

key personnel and external accounting support costs.

Cash spend in the current financial period totalled €2.4m in respect of these costs, including

settlement of €1.5m of costs accrued at 28 February 2025.

During FY2026, the Group completed an impairment assessment of all brand dispense assets held

within customer premises. The review resulted in a €4.6 impairment of brand dispense assets which

upon investigation were identified as no longer being in place within outlets. It also resulted in a

€2.7m charge to recognise an onerous contract provision for the maintenance of those assets with

a €0.5m of interest charges relating to the onerous contract provision. Each of these elements had

no cash impact in the current financial period.

(d) PPE Revaluation

As outlined within the Group’s accounting policies, during the year the Group reviewed its

depreciation policy applied to Plant & Machinery and has amended the accounting estimate within

the Depreciated Replacement Cost model applied to valuation and depreciation of the plant and

machinery assets utilised in the Group’s beverage production. The current year valuation gain on

those assets of €7.2m is primarily attributed to the change in estimate and has been deemed an

exceptional credit for FY2026.

(e) Impairment of brands

In FY2026, a non-cash impairment charge of €15.6m was recognised in respect of the Cider Brands

purchased as part of the Gaymers acquisition from FY2010 and the Orchard Pig acquisition in

FY2018, reflecting challenging trading conditions in the UK cider market.

(f) Bittersweet cider apple contracts

FY2025, the Group recognised a net gain in respect of the disposal of excess apple inventory of €0.3m.

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Notes forming part of the financial statements continued

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5. Exceptional Items (continued)

(g) ERP implementation costs

Following the Group’s ERP implementation in 2023 and subsequent remediation in FY2024; a credit

was recognised in FY2025 for amounts returned to the Group in relation to IT costs incurred.

(h) Director settlement arrangements

During FY2025, €1.8m of redundancy costs were incurred following the announcement on

7 June 2024 that Patrick McMahon would step down as CEO and that Ralph Findlay, in addition to his

duties as Chair of the Board, would be appointed CEO.

Cash spend in the current financial period was €0.2m in respect of accrued costs held at

28 February 2025.

(i) Vermont promissory note

During FY2025, the Group recognised a provision of €4.5m against the outstanding promissory

note receivable on the disposal of the Group’s subsidiary Vermont Hard Cider Company in 2022.

(j) Net loss on disposal

The Net loss on disposal incurred in FY2025 includes a loss of €0.9m from the sale of the Group’s

Portuguese businesses, including legal costs of €0.1m, a gain of €0.4m on the disposal of the

Group’s 50% investment in joint venture entity Beck & Scott (Services) Ltd and a gain of €0.4m

on the remeasurement of the existing interest of 49% in the joint venture entity Drygate Brewing

Company Ltd.

(k) Finance expense

Finance charges of €0.1m (FY2025: €0.4m) have been recognised in respect of the interest impact

on discounted cashflows related to the onerous contracts provision for apple growers recorded in

prior periods. Additionally, €0.5m of interest has been recognised in relation to the Brand dispense

asset provision outlined in (c) above.

(l) Income tax credit

The tax credit in the current financial period, with respect to the above exceptional items,

amounted to a credit of €6.5m (FY2025: €5.1m credit).

6. Finance Income and Expense

	2026	2025
Group	€m	€m
Finance expense:
Interest expense on borrowings	(9.9)	(11.9)
Other finance expense*	(4.7)	(5.1)
Interest on lease liabilities (Note 19)	(8.1)	( 7.0)
Total finance expense before exceptional items	(22.7)	(24.0)
Exceptional finance expense:
Interest expense	(0.6)	(0.4)
Total exceptional finance expense	(0.6)	(0.4)
Total finance expenses	(23.3)	(24.4)
Finance income:
Interest income	2.0	2.7
Total finance income	2.0	2.7

* Other finance expense includes debtor securitisation costs of €4.0m (FY2025 €5.0m) .

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Notes forming part of the financial statements continued

7. Income Tax

a) Analysis of expense in year recognised in the Income Statement

	2026	2025
Group	€m	€m
Current tax:
Irish corporation tax	1.5	3.2
Foreign corporation tax	0.3	(0.7)
Adjustments in respect of previous years	(1.1)	(3.2)
Total current tax charge/(credit)	0.7	(0.7)
Deferred tax:
Irish	1.2	0.5
Foreign	4.5	3.0
Adjustments in respect of previous years	(0.8)	3.2
Total deferred tax charge	4.9	6.7
Total income tax expense recognised in the Income Statement	5.6	6.0
Relating to continuing operations
– continuing operations before exceptional items	12.1	11.1
– continuing operations exceptional items	(6.5)	(5.1)
Total income tax expense recognised in the Income Statement	5.6	6.0

The tax assessed for the year is different from that calculated at the standard rate of corporation tax

in the Republic of Ireland, as explained below:

	2026	2025
	€m	€m
Profit before tax	9.1	19.6
Tax at standard rate of corporation tax in the Republic of Ireland
of 12.5%	1.1	2.4
Actual tax expense is affected by the following:
Expenses not deductible for tax purposes	4.4	3.0
Adjustments in respect of prior years	(1.9)	–
Income taxed at rates other than the standard rate of tax	0.3	2.2
Other	2.5	(1.4)
Recognition of deferred tax assets	(0.8)	(0.2)
Total income tax expense recognised in the Income Statement	5.6	6.0

b) Deferred tax recognised directly in Other Comprehensive Income

	2026	2025
	€m	€m
Deferred tax arising on revaluation of property, plant and machinery
reflected in revaluation reserve	0.4	0.2
Deferred tax arising on movement of retirement benefits	1.3	(0.8)
Total deferred tax credit	1.7	(0.6)

c) Factors that may affect future charges

Future income tax charges may be impacted by changes to the corporation tax rates and/or changes

to corporation tax legislation in force in the jurisdictions in which the Group operates. Changes in

the geographical mix of future earnings will also impact the total tax charge.

The Organisation for Economic Co-operation and Development (OECD)/G20 Inclusive Framework

on Base Erosion and Profit Shifting published the Pillar Two model rules designed to address the tax

challenges arising from the digitalisation of the global economy. The legislation has been effective

for the Group’s current financial year beginning 1 March 2025. The Government of Ireland, the

jurisdiction in which C&C Group plc is incorporated, transposed the Global Minimum Tax Pillar

Two rules into domestic legislation as part of the Finance (No. 2) Act 2023 (the ‘Finance Act’).

The Finance Act closely follows the EU Minimum Tax Directive and OECD Guidance released to date.

The objective of these complex rules is to achieve minimum effective tax rates of 15% globally.

C&C Group plc, the ultimate parent Company of the Group, will be required to pay to the Irish tax

authorities top-up tax on the profits of its subsidiaries with an effective tax rate of less than 15%

for each jurisdiction in which the Group operates. Alternatively, it can elect to rely on safe harbour

criteria to exclude qualifying subsidiaries.

No current tax income or expense related to Pillar Two income taxes was recognised in the tax

charge for the year ended 28 February 2026 (FY2025: €nil). The Group is continuing to assess

the impact of the Pillar Two income taxes legislation on its future financial performance.

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8. Dividends

	2026	2025
Group	€m	€m
Declared during the financial year:
Final dividend for the year ended 28 February 2025: 4.13 cent per share
(FY2024: 3.79 cent per share)	15.4	15.3
Interim dividend at 31 August 2025: 2.08 cent per share
(FY2025: 2.00 cent per share)	7.7	7.6
Total equity dividends	23.1	22.9
Settled as follows:
Paid in cash	23.1	22.9
Payment of LTIP dividend declared and accrued in prior year	(0.1)	–
Total equity dividends	23.0	22.9
Proposed after the end of the year and not recognised as a liability
Final dividend for the year ended 28 February 2026: 3 .67 cent per share
(FY2025: 4. 13 cent per share)	13.6	15.8

9. Earnings Per Share

	2026	2025
Group	Millions	Millions
Weighted average number of shares for basic earnings per share	371.3	383.1
Adjustment for the effect of conversion of options	3.0	2.5
Weighted average number of shares for diluted earnings per share	374.3	385.6

	2026	2025
	€m	€m
Group profit for the financial year	3.5	13.6
Adjustment for exceptional items, net of tax (Note 5)	34.2	31.2
Earnings as adjusted for exceptional items, net of tax	37.7	44.8

	2026	2025
	Cents	Cents
Basic earnings per share:
Basic earnings per share	0.9	3.5
Adjusted basic earnings per share	10.2	11.7

	2026	2025
	Cents	Cents
Diluted earnings per share:
Diluted earnings per share	0.9	3.5
Adjusted diluted earnings per share	10.1	11.6

Employee share awards (excluding awards which were granted under plans where the rules

stipulate that obligations must be satisfied by the purchase of existing shares (Note 4)), which are

performance-based are treated as contingently issuable shares because their issue is contingent

upon satisfaction of specified performance conditions in addition to the passage of time. In

accordance with IAS 33 Earnings per Share, these contingently issuable shares are excluded from

the computation of diluted earnings per share where the vesting conditions would not have been

satisfied as at the end of the reporting period. If dilutive other contingently issuable Ordinary Shares

are included in diluted EPS, this is based on the number of shares that would be issuable if the end of

the reporting period was the end of the contingency period. Contingently issuable shares excluded

from the calculation of diluted earnings per share at 28 February 2026 totalled 717,512 (FY2025:

1,987,067 ).

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Notes forming part of the financial statements continued

10. Acquisitions and Disposal

Acquisitions

There were no acquisitions in the year ended 28 February 2026.

On 27 February 2025, the Group acquired an additional 51% interest in Drygate Brewing Company

Limited (‘Drygate Brewing’), having previously held a 49% interest. Drygate Brewing was previously

accounted for as a joint venture (see Note 13). The primary reason for acquiring the business was to

enhance the Group’s range of fast-growing, premium and craft beers. The results of the acquired

entity were consolidated in the Group’s income statement from 1 March 2025.

The total consideration paid by the Group for Drygate Brewing was €0.9m, comprising €0.4m for

the Group’s existing 49% equity interest and €0.5m for the additional 51% equity interest. A gain of

€0.4m has been recognised in FY2025 within Net loss on Subsidiary disposal on the remeasurement

of the Group’s 49% existing investment in joint venture entity Drygate Brewing.

The acquisition date fair values of the assets and liabilities acquired are as set out in the table below.

	€m
Identifiable intangible assets: Acquired brands (Note 12)	0.6
Property, plant and equipment (Note 11)	1.8
Inventories	0.1
Trade and other receivables	0.8
Deferred tax liabilities (Note 22)	(0.3)
Trade and other payables	(3.3)
Net identifiable liabilities acquired	(0.3)
Goodwill (Note 12)	1.2
Total consideration*	0.9

* The total consideration paid by the Group for Drygate Brewing was €0.9m, comprising €0.4m for the Group’s existing 49% equity interest and

€0.5m for the additional 51% equity interest. This was a non cash transaction.

The fair value of trade and other receivables and other classes of assets and their gross contractual

amount are the same.

The goodwill arising on acquisition is principally related to the synergies expected to arise following

the integration of the Drygate business including operational cost rationalisation and revenue

synergies driven by the Group’s large premium brands portfolio and wide distribution network.

Disposals

There were no disposals in the year ended 28 February 2026.

On 4 February 2025 the Group also completed its disposal of its 50% shareholding in Beck & Scott

(Services) Ltd for proceeds of €0.4m. The gain on disposal was €0.4m. The above are included in

the Group’s Net loss on disposal of €0.1m as included in exceptional items for the year (see Note 5).

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11. Property, Plant and Equipment

			Motor vehicles
	Freehold land	Plant and	and other
	and buildings	machinery	equipment	Total
Group	€m	€m	€m	€m
Cost or valuation
At 29 February 2024	95.6	217.9	69.1	382.6
Translation adjustment	2.0	3.0	1.3	6.3
Additions	3.5	8.7	4.3	16.5
Acquisition of subsidiary (Note 10)	–	1.8	–	1.8
Assets held for sale (Note 16)	–	(3.1)	–	(3.1)
Disposals	(0.9)	(0.7)	(1.6)	(3.2)
Impairment	(1.8)	–	–	(1.8)
Revaluation of property, plant and machinery	2.7	(0.7)	–	2.0
At 28 February 2025	101.1	226.9	73.1	401.1
Translation adjustment	(3.1)	(5.1)	(2.0)	(10.2)
Reclassification	1.3	(1.5)	0.2	–
Additions	1.8	6.2	3.2	11.2
Disposals	(9.1)	(5.6)	(5.9)	(20.6)
Impairment	–	(0.4)	–	(0.4)
Revaluation of property, plant and machinery	3.9	9.3	–	13.2
At 28 February 2026	95.9	229.8	68.6	394.3
Accumulated depreciation
At 29 February 2024	23.0	155.5	56.4	234.9
Translation adjustment	0.4	1.7	0.9	3.0
Assets held for sale (Note 16)	–	(2.0)	–	(2.0)
Disposals	(1.6)	(0.7)	(0.9)	(3.2)
Charge for the year	2.9	4.5	4.2	11.6
At 28 February 2025	24.7	159.0	60.6	244.3
Translation adjustment	(0.6)	(2.4)	(1.6)	(4.6)
Disposals	(8.9)	(5.9)	(5.7)	(20.5)
Charge for the year	2.7	2.6	4.9	10.2
At 28 February 2026	17.9	153.3	58.2	229.4
Net book value
At 28 February 2026	78.0	76.5	10.4	164.9
At 28 February 2025	76.4	67.9	12.5	156.8

Right-of-use assets arising from the Group’s lease arrangements are recorded within property, plant

and equipment:

	2026	2025
	€m	€m
Property, plant and equipment	164.9	156.8
Right-of-use assets (Note 19)	120.6	117.6
Total	285.5	274.4

No depreciation is charged on freehold land which had a book value of €16.1m at 28 February 2026

(FY2025: €16.3m).

Valuation of freehold land and buildings and plant and machinery – 28 February 2026

In the current financial year, the Group engaged the Real Estate and Capital Equipment Valuation

team of PricewaterhouseCoopers LLP to value the Group’s freehold land and buildings and plant and

machinery at the Group’s manufacturing facilities in Clonmel (Tipperary) and Wellpark (Glasgow).

The valuers are members of the Royal Institution of Chartered Surveyors with experience of

undertaking property, plant and equipment valuations on a global basis.

For specialised assets, comprising the production facilities at Clonmel and Wellpark Brewery, the

Depreciated Replacement Cost approach was applied to value land and buildings. The Depreciated

Replacement Cost approach was also used to derive fair value for the plant and machinery at the

Group’s manufacturing facilities given their specialised nature.

The result of these external valuations, as at 28 February 2026, was an increase in the value to

freehold land and buildings of €3.9m of which €2.3m was credited to the Income Statement and

€1.6m was credited to Other Comprehensive Income (FY2025: increase of €2.7m of which €0.9m

was credited to the Income Statement and €1.8m was credited to Other Comprehensive Income).

Additionally, there was an increase in the value of plant and machinery of €9.3m of which €7.2m

was charged to the Income Statement within Exceptional items (Note 5) and €2.1m was charged

to Other Comprehensive Income (FY2025: decrease of €0.7m all of which was charged to the

Income Statement).

In FY2025, the Group recognised an impairment charge of €1.8m in respect of assets previously

capitalised as part of the Newbridge depot in Edinburgh. Operations at this location were

discontinued in June 2024 as part of the continued rationalisation of the Group’s depot and

distribution operations and these assets are considered to be fully impaired at 28 February 2025.

174

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Notes forming part of the financial statements continued

11. Property, Plant and Equipment (continued)

For all other items of land and buildings and plant and machinery the Group completed an internal

assessment of the appropriateness of their carrying value. Assisted by a market overview provided

by the valuation team from PricewaterhouseCoopers LLP, with respect to the geographic locations

of the Group’s assets, the Group concluded that the carrying value was appropriate at 28 February

2026 and no adjustment were recorded in this regard.

			Motor vehicles
	Freehold land	Plant and	and other
	and buildings	machinery	equipment	Total
	€m	€m	€m	€m
Net book value
(excluding right-of-use assets)
Carrying value at 28 February 2026
post revaluation	78.0	76.5	10.4	164.9
Carrying value at 28 February 2026
pre revaluation	74.1	67.2	10.4	151.7
Gain/(loss) on revaluation	3.9	9.3	–	13.2
28 February 2026 classified within:
Income statement	2.3	–	–	2.3
Income statement
(Exceptional items Note 5)	–	7.2	–	7.2
Other Comprehensive Income	1.6	2.1	–	3.7
Net book value
(excluding right-of-use assets)
Carrying value at 28 February 2025
post revaluation	76.4	67.9	12.5	156.8
Carrying value at 28 February 2025
pre revaluation	73.7	68.6	12.5	154.8
Gain/(loss) on revaluation	2.7	(0.7)	–	2.0
28 February 2025 classified within:
Income statement	0.9	(0.7)	–	0.2
Other Comprehensive Income	1.8	–	–	1.8

Fair value hierarchy

The valuations of freehold land and buildings and plant and machinery, excluding right-of-use assets,

are derived using data from sources which are not widely available to the public and involve a degree

of judgement. For these reasons, the valuations of the Group’s freehold land and buildings and plant

and machinery are classified as ‘Level 3’ as defined by IFRS 13 Fair Value Measurement, and as

illustrated below:

			Significant	Significant
	Carrying	Quoted prices	observable	unobservable
	amount	Level 1	Level 2	Level 3
	€m	€m	€m	€m
Recurring measurements
Freehold land and buildings measured
at market value	16.0	–	–	16.0
Freehold land and buildings measured
at Depreciated Replacement Cost	62.0	–	–	62.0
Plant and machinery measured at Depreciated Replacement Cost	76.5	–	–	76.5
At 28 February 2026	154.5	–	–	154.5
Recurring measurements
Freehold land and buildings measured
at market value	16.9	–	–	16.9
Freehold land and buildings measured
at Depreciated Replacement Cost	59.3	–	–	59.3
Plant and machinery measured at Depreciated Replacement Cost	68.1	–	–	68.1
At 28 February 2025	144.3	–	–	144.3

175

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Notes forming part of the financial statements continued

Financial Statements Additional InformationGovernance ReportStrategic Report

11. Property, Plant and Equipment (continued)

Measurement techniques

The Group used the following techniques to determine the fair value measurements categorised

in Level 3:

• The Group’s specialised assets such as the production facilities at Clonmel and Wellpark are

valued using the Depreciated Replacement Cost approach. The Group sold its production

facilities in Portugal during the prior year. Depreciated Replacement Cost is assessed, firstly,

by the identification of the gross replacement cost for each class of asset at each of the Group’s

plants. A depreciation factor derived from both the physical and functional obsolescence of each

class of asset, taking into account estimated residual values at the end of the life of each class of

asset, is then applied to the gross replacement cost to determine the net replacement cost.

An economic obsolescence factor, which is derived based on current and anticipated capacity

or utilisation of each plant and machinery asset, at each of the Group’s plants, as a function of

total available production capacity, is applied to determine the Depreciated Replacement Cost.

Unobservable inputs

The significant unobservable inputs used in the market value measurement of land and buildings

is as follows:

		Range of	Range of	Relationship of
	Significant	unobservable inputs –	unobservable inputs –	unobservable inputs
Valuation technique	unobservable inputs	Land (‘000)	Buildings	to fair value
Comparable	Price per square			The higher the
market	foot/acre			price per square
transactions				foot/acre, the
				higher the fair value
	Republic of Ireland	€50 – €150	€24 – €1,293
		(FY2025:	(FY2025:
	€50 –	€150)	€47 – €1,256) per
		per hectare	square metre
	United Kingdom	£150 – £250	£233 – £1,697
		(FY2025: £150 –	(FY2025: £239
		£250) per acre	–£1,669)
			per square metre

The significant unobservable inputs used in the Depreciated Replacement Cost measurement of

freehold land and buildings and plant and machinery are as follows:

Gross replacement cost	Increase in gross replacement cost ranging from 0% to 10%
adjustment	(FY2025: 0% to 14%)
Economic obsolescence	Economic obsolescence, considered on an asset-by-asset basis,
adjustment factor	for each plant, ranging from 0% to 23% (FY2025: 0% to 20%).
	The weighted average obsolescence factor by site is as follows:
	•	Cidery, Ireland – 23% (FY2025: 20%)
	•	Brewery Scotland – 6% (FY2025: 3%)
Physical and functional	Adjustment for changes to physical and functional obsolescence
obsolescence adjustment factor	ranging from 64% to 85% (FY2025: 65% to 70%)

The carrying value of freehold land and buildings which is valued on the Depreciated Replacement

Cost basis, would increase by €2.3m (FY2025: €0.5m) if the economic obsolescence adjustment

factor was decreased by 5%. If the economic obsolescence adjustment increased by 5% the value

would decrease by €2.3m (FY2025: €0.5m). The estimated carrying value of the same land and

buildings would increase/(decrease) by €1.1m (FY2025: €1.1m) if the gross replacement cost was

increased/(decreased) by 2%.

The carrying value of plant and machinery in the Group, which is valued on the Depreciated

Replacement Cost basis, would increase by €4.2m (FY2025: €3.2m) if the economic obsolescence

adjustment factor was decreased by 5%. If the economic obsolescence adjustment increased by

5% the value would decrease by €4.3m (FY2025: €3.3m). The estimated carrying value of the same

plant and machinery would increase/(decrease) by €1.4m (FY2025: €1.1m) if the gross replacement

cost was increased/(decreased) by 2%.

Company

The Company has no property, plant and equipment.

176

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Notes forming part of the financial statements continued

12. Goodwill and Intangible Assets

			Other intangible
	Goodwill	Brands	assets	Total
Group	€m	€m	€m	€m
Cost
At 29 February 2024	599.0	323.6	48.6	971.2
Additions	1.2	0.6	1.9	3.7
Translation adjustment	5.9	3.8	0.5	10.2
At 28 February 2025	606.1	328.0	51.0	985.1
Additions	–	–	1.8	1.8
Translation adjustment	(9.5)	(6.2)	(0.9)	(16.6)
At 28 February 2026	596.6	321.8	51.9	970.3
Amortisation and impairment
At 29 February 2024	201.2	214.6	33.5	449.3
Amortisation charge for the year	–	–	2.8	2.8
At 28 February 2025	201.2	214.6	36.3	452.1
Impairment charge for the year	–	15.6	0.5	16.1
Amortisation charge for the year	–	–	2.8	2.8
At 28 February 2026	201.2	230.2	39.6	471.0
Net book value
At 28 February 2026	395.4	91.6	12.3	499.3
At 28 February 2025	404.9	113.4	14.7	533.0

Goodwill

Goodwill arose on the acquisition of businesses and represents the synergies arising from cost

savings and the opportunity to utilise the extended distribution network of the Group to leverage

the marketing of acquired products. All goodwill is regarded as having an indefinite life and is not

subject to amortisation under IFRS but is subject to annual impairment testing.

In line with IAS 36: Impairment of Assets goodwill is allocated to each cash-generating unit (CGU)

which is expected to benefit from the combination synergies. These cash-generating units are

then combined into groups of CGUs that reflect the way that the Group manages its operations,

which represent the lowest level within the Group at which goodwill is monitored for internal

management purposes.

Brands

Brands are expected to generate positive cash flows for as long as the Group owns the brands and

have been assigned indefinite lives and are subject to annual impairment testing.

Capitalised brands include the Tennent’s beer brands and the Gaymers cider brands acquired during

FY2010, Waverley wine brands acquired during FY2013 and the Matthew Clark and Bibendum

brands acquired during FY2019. The Tennent’s, Gaymers and Matthew Clark and Bibendum brands

were valued at fair value on the date of acquisition in accordance with the requirements of IFRS 3

Business Combinations by independent professional valuers. The Waverley wine brands were valued

at cost.

The carrying value of brands includes €73.6m (FY2025: €78.0m) in the Tennent’s (Branded) CGU,

€1.2m (FY2025: €17.7m) in the Cider (Branded) CGU and €16.8m (FY2025: €17.7m) in the MCB

(Distribution) CGU. All of the Groups’ brands are located in Great Britain, based on the country

of destination of sales. There are no changes from last year to the CGUs at which the indefinite life

intangible assets are tested for impairment.

The brands are protected by trademarks, which are renewable indefinitely in all major markets

where they are sold, and it is the Group’s policy to support them with the appropriate level of brand

advertising. In addition, there are not believed to be any legal, regulatory or contractual provisions

that limit the useful lives of these brands. Accordingly, the Directors believe that it is appropriate

that the brands be treated as having indefinite lives for accounting purposes.

No intangible assets were acquired by way of government grant. There are no title restrictions on

any of the capitalised intangible assets and no intangible assets are pledged as security. There are

no contractual commitments in relation to the acquisition of intangible assets at year end.

Other intangible assets

Other intangible assets comprise the fair value of trade relationships acquired as part of the

acquisition of Matthew Clark and Bibendum in FY2019, trade relationships acquired as part of

the acquisition of TCB Wholesale during FY2015, the Gleeson trade relationships acquired during

FY2014 and 20-year distribution rights for third-party beer products acquired as part of the

acquisition of the Tennent’s business during FY2010. These were valued at fair value on the date of

acquisition in accordance with the requirements of IFRS 3 Business Combinations by independent

professional valuers. The intangible assets have a finite life and are subject to amortisation on a

straight-line basis. Also included within other intangible assets are software and licences.

177

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Notes forming part of the financial statements continued

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12. Goodwill and Intangible Assets (continued)

Other intangible assets (continued)

The carrying value of other intangible includes €10.9m (FY2025: €13.2m) located in Great Britain

and €1.4m (FY2025: €1.5m) located in Ireland at 28 February 2026, based on the country of

destination of sales.

Impairment testing

To ensure that goodwill and brands that are considered to have an indefinite useful economic life

are not carried at above their recoverable amount, impairment testing is performed to compare the

carrying value of the total assets (including indefinite life assets) of the Group of cash-generating

units with their recoverable amount through value-in-use computations. Impairment testing is

performed annually or more frequently if there is an indication that the carrying amount may not

be recoverable. Where the value-in-use exceeds the carrying value of the asset, the asset is not

impaired.

As permitted by IAS: 36 Impairment of Assets, the value of the Group’s goodwill has been allocated

to groups of cash-generating units, which are not larger than an operating segment determined in

accordance with IFRS 8 Operating Segments. These business segments represent the lowest levels

within the Group at which the associated goodwill is monitored for management purposes.

The recoverable amount is calculated using value-in-use computations based on estimated future

cash flows discounted to present value using a discount rate appropriate to each cash-generating

unit and brand. Terminal values are calculated on the assumption that cash flows continue in

perpetuity.

The key assumptions used are:

• Net revenue and operating profit growth rates – cash flows for each cash-generating unit and

brand are based on detailed, Board-approved, financial projections for year one to three which

are then projected out for years four to five using an appropriate growth rates.

• Long-term growth rate – cash flows after the first five years are extrapolated using a long-term

growth rate, on the assumption that cash flows for the first five years will increase at a nominal

growth rate in perpetuity.

• Discount rate.

The key assumptions are based on management’s assessment of anticipated market conditions

for each cash-generating unit. Historical experience was considered, along with an analysis of

core strengths and weaknesses in the markets of operation. External factors considered include

macroeconomic conditions, inflation expectations by geography, regulation and anticipated

regulatory changes (such as expected adjustments to duty rates and minimum pricing), market

growth rates, sales price trends, competitor activity, market share objectives, and strategic plans

and initiatives.

There is estimation uncertainty regarding the impact of climate change in the medium to long term.

Based on the analysis that has been undertaken to date, as set out in the Strategic Report, the

impairment review assumes that the medium to long-term impact is not material to the cashflow

forecasts or in contradiction to the long-term growth rate applied.

Year ended 28 February 2026

The table below shows key assumptions used in the value in use calculations for the year ended

28 February 2026 and 28 February 2025:

			FY2026			FY2025
			Discount	Terminal		Discount	Terminal
Group of cash-	Operating	Goodwill	rate	growth rate	Goodwill	rate	growth rate
generating units	segment	€m	%	%	€m	%	%
Cider	Branded	185.7	7.4%	2.0%	187.2	6.9%	2.0%
Tennent’s	Branded	63.5	8.7%	2.0%	65.2	8.2%	2.0%
Ireland	Distribution	20.9	7.4%	2.0%	20.9	6.9%	2.0%
MCB	Distribution	103.4	8.7%	2.0%	109.7	8.2%	2.0%
Export	Distribution	21.9	8.7%	2.0%	21.9	8.2%	2.0%
Total		395.4			404.9

A terminal growth rate of 2.0% in perpetuity was assumed based on an assessment of the likely long-

term growth prospects for the sectors and geographies in which the Group operates. The resulting

cash flows were discounted to present value using a range of discount rates between 7.4% and 8.7%;

these rates are in line with the Group’s estimated pre-tax weighted average cost of capital for the

two main geographies in which the Group operates (Ireland and Great Britain), arrived at using the

Capital Asset Pricing Model as adjusted for asset and country specific factors.

Sensitivity analysis

The impairment testing carried out at 28 February 2026 identified headroom in the recoverable

amount of the goodwill and other intangible assets. The impairment testing for brands identified

a value-in-use which was €15.6m below the carrying value of the Cider brands. Accordingly, an

equivalent impairment loss was recognised within exceptional items in the Consolidated Income

Statement in the period.

178

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Notes forming part of the financial statements continued

12. Goodwill and Intangible Assets (continued)

The impairment loss arose primarily due to a year-on-year reduction in the cider volume and

uncertainty over medium-term growth rates for the Group’s brands specifically within the

UK cider market for the brands acquired as part of the Gaymer’s and Orchard Pig acquisitions.

Whilst the Group expected long-term growth from its branded products, the accounting standard

(IAS 36) for impairment assessments does not allow forecasts to be used where assumptions

cannot be evidenced or have not yet been fully implemented (e.g. ongoing cost savings initiatives).

As a result, the ongoing cost reduction and efficiency programmes restricted the available evidence

to demonstrate this growth at 28 February 2026.

For goodwill, the value-in-use calculations indicated headroom in respect of all CGUs. However, the

CGU with the least headroom was the MCB CGU (€17.7m) and had €16.8m of allocated brand. The

table below identifies the impact of a movement in the key inputs with respect to the MCB CGU.

		Decrease on
		headroom
	Movement	€m
Decrease in operating profit	€2.5m	34.6
Increase in discount rate	0.25%	3.4
Increase in terminal growth rate	0.25%	2.7

Year ended 28 February 2025

A terminal growth rate of 2.0% in perpetuity was assumed based on an assessment of the likely long-

term growth prospects for the sectors and geographies in which the Group operates. The resulting

cash flows were discounted to present value using a range of discount rates between 6.9% and

8.2%; these rates are in line with the Group’s estimated pre-tax weighted average cost of capital

for the two main geographies in which the Group operates (Ireland and Great Britain), arrived at

using the Capital Asset Pricing Model as adjusted for asset and country specific factors.

Sensitivity analysis

Impairment testing conducted for the year ending 28 February 2025 did not reveal any cash-

generating unit to be sensitive. The value-in-use calculations indicate significant headroom in

respect of all cash-generating units. No reasonably possible change in the operating profit growth,

pre-tax discount rate or long-term growth rate would lead to an impairment and accordingly these

sensitivities have not been provided.

13. Equity Accounted Investments and Financial Assets

a) Equity accounted investments and financial assets – Group

	Associates	Financial assets	Total
Group	€m	€m	€m
Investment in equity accounted investments
and financial assets
Carrying amount at 29 February 2024	0.4	1.0	1.4
Share of profit after tax	0.1	–	0.1
Carrying amount at 28 February 2025	0.5	1.0	1.5
Share of profit after tax	–	–	–
Carrying amount at 28 February 2026	0.5	1.0	1.5

Summarised financial information for the Group’s investment in joint ventures and associates which

are accounted for using the equity method is as follows:

		Joint
	Associates	ventures	Associates
	2026	2025	2025
	€m	€m	€m
Non-current assets	2.5	–	2.7
Current assets	1.1	–	1.1
Non-current liabilities	(0.8)	–	(0.6)
Current liabilities	(0.6)	–	(1.1)
Net assets	2.2	–	2.1
Revenue	3.2	1.7	3.8
Profit/(loss) before tax	–	(0.4)	0.4

A listing of the Group’s joint ventures, associates and financial assets is set out in Note 30.

The results of joint ventures during FY2025 related to the Group’s 49% ownership interest in Drygate

Brewing Company Limited, a joint venture arrangement with Heather Ale Limited, run by the Williams

brothers, who are recognised as leading family craft brewers in Scotland. The joint venture, which is

run independently of the joint venture partners’ existing businesses, operates a craft brewing and

retail facility adjacent to Wellpark brewery. On 27 February 2025, the Group acquired the remaining

51% as set out in Note 10. As a result, the Group no longer has any joint venture shareholdings.

The results of associates largely relates to the Group’s 25% ownership interest Whitewater Brewing

Company Limited, an Irish craft brewer. During FY2025, the Group disposed of their 50% investment

in Beck & Scott.

179

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Notes forming part of the financial statements continued

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13. Equity Accounted Investments and Financial Assets (continued)

b) Financial Assets – Company

Equity investment in subsidiary undertakings

	2026	2025
Company	€m	€m
Cost
At 1 March	1,160.1	1,160.1
Capital contributions arising from share-based payments	0.3	1.2
Contributions received in relation to share-based payments	(0.3)	(1.2)
Capital contribution into subsidiary undertakings	68.3	–
At 28 February	1,228.4	1,160.1
Accumulated impairment losses
At 1 March	375.0	175.0
Impairment	82.2	200.0
At 28 February	457.2	375.0
Net book value
At 28 February	771.2	785.1

Details of subsidiary undertakings are set out in Note 30.

The total expense of €0.3m (FY2025: €1.2m) attributable to equity settled awards granted to

employees of subsidiary undertakings has been included as a capital contribution in financial assets.

In the current and prior years the respective subsidiary entities have been recharged an amount

equal to the expense.

Impairment testing

The Company reviews the carrying amount of its investment when events and circumstances

indicate that the carrying amounts of its investments may not be recoverable. Impairment tests

are performed by comparing the carrying amount and the recoverable amount of the assets.

The recoverable amount is the higher of the investment’s fair value less costs of disposal and its

value-in-use. In assessing the value-in-use, the estimated future cash flows generated by the

subsidiary undertakings are discounted to their present value using a pre-tax discount rate

that reflects current market assessments of the time value of money and the risks.

Where there are indicators of impairment, the calculation of value-in-use is most sensitive to the

following key assumptions:

• Cash flows are based on detailed, Board-approved, financial projections for years one to three

which are then projected out for years four to five using an appropriate growth rates.

• Discount rates are calculated using a weighted average cost of capital approach. They reflect

the individual nature and specific risks relating to the business and the market in which the Group

operates. The pre-tax discount rate used was 8.5% (2025: 8.1%).

• A long-term growth rate of 2.0% (2025: 2.0%).

At 28 February 2026, the Group forecasts and business plan gave a decreased cash flow when

compared to twelve months ago, resulting in a lower value-in-use and consequently an impairment

charge of €82.2m (FY2025: €200.0m) was recognised.

Sensitivity analysis

At 28 February 2026:

• a 5% decrease in projected operating profit for all years would increase the amount of the

impairment by €60m (FY2025: €68m); and

• an increase in the discount rate of 0.5% would increase the amount of the impairment by €88m

(FY2025: €98m)

14. Inventories

	2026	2025
Group	€m	€m
Raw materials and consumables	36.8	37.3
Finished goods and goods for resale	111.0	119.2
Total inventories at lower of cost and net realisable value	147.8	156.5

Inventory write-downs recognised within operating costs before exceptional items amounted to

€1.2m (FY2025: €0.6m).

Inventory impairment allowance levels are reviewed by management and revised where appropriate,

taking account of the latest available information on the recoverability of carrying amounts.

180

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Notes forming part of the financial statements continued

15. Trade and Other Receivables

	Group		Company
	2026	2025	2026	2025
	€m	€m	€m	€m
Current receivables:
Trade receivables	90.6	100.1	–	–
Amounts due from Group undertakings	–	–	373.5	422.6
Advances to customers	16.7	5.5	–	–
Prepayments and other receivables	22.8	28.8	–	–
Non–current receivables:	130.1	134.4	373.5	422.6
Amounts due from Group undertakings	–	–	134.7	157.0
Advances to customers	21.4	34.5	–	–
Prepayments and other receivables	1.5	0.4	–	–
	22.9	34.9	134.7	157.0
Total	153.0	169.3	508.2	579.6

Amounts due from Group undertakings are a combination of interest-bearing and interest free receivables and are all repayable on demand.

The Group manages credit risk through the use of a receivables purchase arrangement for an element of its trade receivables. Under the terms of this arrangement, the Group transfers the credit risk,

late payment risk and control of the receivables sold. This arrangement contributed €104.2m to Group cash and cash equivalents as at 28 February 2026 (FY2025: €109.8m). The Group’s trade receivables

subject to the programme are derecognised as the arrangement meets the derecognition criteria in IFRS 9 Financial Instruments.

181

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Notes forming part of the financial statements continued

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15. Trade and Other Receivables (continued)

The aged analysis of trade receivables and advances to customers analysed between amounts that were not past due and amounts past due at 28 February 2026 and 28 February 2025 were as follows:

		Trade receivables		Advances to customers	Total		Total
	Gross	Impairment	Gross	Impairment	Gross	Impairment	Gross	Impairment
	2026	2026	2026	2026	2026	2026	2025	2025
Group	€m	€m	€m	€m	€m	€m	€m	€m
Not past due	85.3	(0.9)	36.2	(2.2)	121.5	(3.1)	127.4	(3.4)
Past due 0-30 days	3.9	(0.1)	0.1	–	4.0	(0.1)	8.3	(0.2)
Past due 31-120 days	2.8	(1.3)	0.3	–	3.1	(1.3)	4.9	(0.7)
Past due 121-365 days	0.8	–	1.1	(0.1)	1.9	(0.1)	3.5	(2.8)
Past due more than one year	1.3	(1.2)	5.1	(2.4)	6.4	(3.6)	7.9	(4.8)
Total	94.1	(3.5)	42.8	(4.7)	136.9	(8.2)	152.0	(11.9)

Trade receivables, advances to customers and other receivables are recognised initially at fair value and subsequently measured at amortised cost less loss allowance or impairment losses.

Trade receivables are on average receivable within 18 days (FY2025: 19 days) of the balance sheet date, are unsecured and are not interest-bearing. For more information on the Group’s credit risk exposure

refer to Note 24.

The movement in the allowance for impairment in respect of trade receivables and advances to customers during the year was as follows:

	Trade	Advances to
	receivables	customers	Total	Total
	2026	2026	2026	2025
Group	€m	€m	€m	€m
At beginning of year	(6.5)	(5.4)	(11.9)	16.1
Recovered during the year	0.8	1.0	1.8	–
(Released)/Provided during the year	(0.9)	(0.4)	(1.3)	0.7
Derecognised on acquisition of joint venture	–	–	–	(2.1)
Written off during the year	2.8	–	2.8	( 3.1)
Translation adjustment	0.3	0.1	0.4	0.3
At end of year	(3.5)	(4.7)	(8.2)	11.9

At 28 February 2026, regarding the impact of the expected credit loss model On-Trade receivables and advances to customers, the Group has provided for expected credit losses over the next twelve

months of €2.1m (FY2025: €3.0m) and expected lifetime losses of €6.1m (FY2025: €8.9m).

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Notes forming part of the financial statements continued

16. Assets Held for Sale

At 28 February 2025, assets held for sale included 26 storage tanks at Clonmel which are surplus

to requirements. During FY2026, six of these tanks were sold for sale for proceeds of €0.3m. The

remaining 20 tanks are available to purchase and, as of the reporting date, no offers of purchase

have been received.

The assets classified as held for sale as at 28 February were as follows:

	2026	2025
Group	€m	€m
Assets
Property, plant and equipment	0.8	1.1
Assets held for sale	0.8	1.1

17. Trade and Other Payables

	Group		Company
	2026	2025	2026	2025
Group	€m	€m	€m	€m
Trade payables	220.4	254.4	–	–
Payroll taxes and social security	5.3	5.0	–	–
VAT	18.8	14.8	–	–
Excise duty	18.3	24.1	–	–
Accruals	62.3	72.1	3.9	3.6
Amounts due to Group undertakings	–	–	106.6	72.0
Total	325.1	370.4	110.5	75.6

Amounts due to Group undertakings are a combination of interest-bearing and interest free

payables and are all payable on demand.

The Group’s exposure to currency and liquidity risk related to trade and other payables is disclosed

in Note 24.

Company

For the purposes of Section 357 of the Companies Act 2014, the Company has undertaken by Board

resolution to indemnify the creditors of its subsidiaries incorporated in the Republic of Ireland in

respect of all amounts shown as liabilities or commitments in the statutory financial statements

as referred to in Section 357 (1) (b) of the Companies Act 2014 for the financial year ending on

28 February 2026 or any amended financial period incorporating the said financial year. All other

provisions of Section 357 have been complied with in this regard. In addition, the Company has also

availed of the exemption from filing subsidiary financial statements in Ireland. The Company does

not expect any material loss to arise from these guarantees and considers their fair value to be

negligible.

18. Provisions

		Onerous
	Dilapidations	contracts	Other	Total
Group	€m	€m	€m	€m
At 1 March 2024	5.3	3.4	1.4	10.1
Translation adjustment	0.2	0.1	0.1	0.4
Charged during the year	3.5	2.2	0.9	6.6
Released during the year	(0.7)	(0.1)	(0.4)	(1.2)
Utilised during the year	(0.8)	(0.4)	(0.3)	(1.5)
Unwinding of discount on provisions	0.1	0.1	–	0.2
At 28 February 2025	7.6	5.3	1.7	14.6
Translation adjustment	(0.5)	(0.3)	(0.1)	(0.9)
Charged during the year	0.6	3.5	1.6	5.7
Released during the year	(0.6)	(0.8)	–	(1.4)
Utilised during the year	(1.3)	(2.2)	(0.7)	(4.2)
Unwinding of discount on provisions	0.1	0.4	–	0.5
At 28 February 2026	5.9	5.9	2.5	14.3

Disclosure of provisions

	2026	2025
Group	€m	€m
Current liabilities	8.7	7.6
Non-current liabilities	5.6	7.0
	14.3	14.6

Dilapidations

During the year ended 28 February 2026, the Group has performed independent assessments of

the dilapidations liabilities across its leased properties portfolio and concluded that an additional

provision of €0.6m (FY2025: €3.5m) was required. Of this amount, €0.3m was for leased depots in

England (FY2025:€2.2m) and €0.3m was in respect of leased depots in Scotland (FY2025: €1.3m).

The dilapidation liabilities solely relate to leased properties.

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Notes forming part of the financial statements continued

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18. Provisions (continued)

Onerous contracts

Included within Onerous contracts are the Group’s future obligations with its bittersweet apple

suppliers under existing long-term contractual arrangements, recognised at present value as the

Group does not expect to receive any economic benefit from the remaining duration of the contracts

in accordance with IAS 37: Provisions, Contingent Liabilities and Contingent Assets. During the year

ended 29 February 2024, the Group made an offer to settle these contracts and accordingly €6.8m

was reclassified as a financial liability and initially recognised at fair value based on the present

value of the future payments, in accordance with IFRS 9 (see Note 25), with the balance of €3.4m

classified as an onerous contract since no agreement has yet been reached with the remaining

suppliers. During FY2026, a total of €1.6m has been paid to the suppliers comprising €1.0m in

respect of financial liabilities and €0.6m in respect of onerous contracts (see Note 25).

These contracts with bittersweet apple suppliers have an average duration of eight years (FY2025:

nine years) remaining. Annual payments will be made over the life of the contracts. There are no

significant variability or sensitivities to note, there will be fluctuation in quantities depending on

harvests, but the fluctuation will be minimal, reducing over time as contracted acres fall out of

contract. See Note 27 for further details of commitments.

Within Onerous contracts are the Group’s future obligations with its lessors on rental properties in

England and Scotland, of which €0.3m has been released during the year (FY2025: €2.2m charged).

Of this amount, €0.8m release was in respect of the Group’s Regents Park Road office in London

which was closed in April 2025 and €0.5m charge was in respect of the Newbridge depot in

Edinburgh, which was closed in June 2024.

Also included within Onerous contracts is a provision for future obligations on the Group’s brand

dispense asset agreement. As outlined in Note 5, an exceptional charge of €7.3m was recognised in

the year which included €2.7m for the recognition of loss provision and €4.6m for the recognition

of impairment loss on these assets.

Other Provisions

During the year ended 28 February 2026, the Group charged €1.6m (FY2025: €0.9m) of other

provisions in respect of anticipated costs associated with dilapidations on leased vehicles and

with legal and insurance claims. As at 28 February 2026, the balance of €2.5m (FY2025: €1.7m)

relates to costs that the Group expects to incur over an extended period, none of which are

individually material.

19. Leases

The Group has lease contracts for various items of freehold land and buildings, plant and machinery

and motor vehicles and other equipment. Set out below are the carrying amounts of right-of-use

assets (included under property, plant and equipment Note 11) recognised and the movements

during the year:

Lease right-of-use assets

			Motor vehicles
	Freehold land	Plant and	and other
	and buildings	machinery	equipment	Total
Group	€m	€m	€m	€m
Net carrying amount:
At 1 March 2024	54.9	5.3	39.8	100.0
Translation adjustment	2.4	0.4	0.9	3.7
Additions	8.1	2.7	11.5	22.3
Disposals	(3.0)	–	–	(3.0)
Remeasurement	17.6	–	–	17.6
Depreciation charge for the year	( 7.3)	(5.3)	( 7.9)	(20.5)
Impairment	(2.5)	–	–	(2.5)
At 28 February 2025	70.2	3.1	44.3	117.6
Translation adjustment	(4.1)	–	(2.3)	(6.4)
Additions	–	–	21.5	21.5
Disposals	–	–	(0.2)	(0.2)
Remeasurement	14.1	(0.1)	0.6	14.6
Depreciation charge for the year	(6.8)	(1.3)	(12.7)	(20.8)
Impairment	(1.1)	–	(4.6)	(5.7)
Reclassification	3.2	(0.3)	(2.9)	–
At 28 February 2026	75.5	1.4	43.7	120.6

The freehold land and buildings impairment charge relates to the Group’s Newbridge distribution

depot in Edinburgh (€0.6m) and the Regents Park Road office in London (€0.5m) and has been

recognised in accordance with IAS 36. Impairment within motor vehicles and other leases relates to

the brand dispense assets (€4.6m). These charges have been recognised in exceptional items during

the period (see Note 5 for details).

184

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Notes forming part of the financial statements continued

19. Leases (continued)

Lease liabilities

			Motor vehicles
	Freehold land	Plant and	and other
	and buildings	machinery	equipment	Total
Group	€m	€m	€m	€m
Net carrying amount:
At 1 March 2024	(63.6)	(5.6)	(40.9)	(110.1)
Translation adjustment	(2.9)	(0.4)	(0.9)	(4.2)
Additions to lease liabilities	(8.2)	(2.7)	(11.6)	(22.5)
Disposals	3.0	–	–	3.0
Remeasurement	(16.1)	–	–	(16.1)
Payments*	10.4	6.2	8.9	25.5
Interest (discount unwinding)	(4.9)	(1.1)	(1.0)	( 7.0)
At 28 February 2025	(82.3)	(3.6)	(45.5)	(131.4)
Translation adjustment	4.7	0.2	2.4	7.3
Additions to lease liabilities	–	–	(21.5)	(21.5)
Disposals	–	–	0.2	0.2
Remeasurement	(14.5)	0.1	(0.6)	(15.0)
Payments*	11.6	1.5	16.4	29.5
Interest (discount unwinding)	(5.2)	(0.1)	(2.8)	(8.1)
Reclassification	(6.4)	0.3	6.1	–
At 28 February 2026	(92.1)	(1.6)	(45.3)	(139.0)

* Payments are apportioned between finance charges €7.8m (FY2025: €7.0m) and payment of lease liabilities €21.4m (FY2025: €18.5m) in the

Cash Flow Statement.

Disclosure of lease liabilities

	2026	2025
Group	€m	€m
Current liabilities	(19.0)	(19.7)
Non-current liabilities	(120.0)	(111.7)
	(139.0)	(131.4)

The table below shows a maturity analysis of the undiscounted lease liability arising from the Group’s

leasing activities.

These projections are based on the foreign exchange rates at the end of the relevant financial year

and on interest rates (discounted projections only) applicable to the lease portfolio.

	2026	2025
	Undiscounted	Undiscounted
Group	€m	€m
Within one year	(26.2)	(26.8)
Between one and two years	(24.8)	(23.1)
Between two and three years	(20.0)	(21.1)
Between three and four years	(17.2)	(14.7)
Between four and five years	(15.2)	(12.7)
After five years	(85.2)	(78.7)
Total	(188.6)	(177.1)

The Group avails of the exemption from capitalising lease costs for short-term leases and low-value

assets where the relevant criteria for accounting for them under IFRS 16 Leases are met. The following

lease costs have been charged to the Income Statement as incurred:

	2026	2025
	€m	€m
Expense relating to short-term leases (included in operating costs)	0.1	0.4

185

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Notes forming part of the financial statements continued

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20. Interest-Bearing Loans And Borrowings

	Group		Company
	2026	2025	2026	2025
	€m	€m	€m	€m
Current assets
Unsecured loans – issue costs	0.6	0.6	–	–
Private Placement notes – issue costs	0.1	0.1	0.1	0.1
Non–current liabilities	0.7	0.7	0.1	0.1
Unsecured loans repayable on maturity	(159.1)	(125.0)	–	–
Unsecured loans – issue costs	1.6	2.2	–	–
Private Placement notes – issue costs	0.4	0.7	0.4	0.7
Private Placement notes repayable by one repayment on maturity	(100.6)	(103.5)	(100.6)	(103.5)
	(257.7)	(225.6)	(100.2)	(102.8)
Total borrowings	(257.0)	(224.9)	(100.1)	(102.7)

Group and Company

Outstanding borrowings of the Group and Company are net of unamortised issue costs. During

FY2021, the Group completed the successful issue of new US Private Placement (‘USPP’) notes

and incurred additional issue costs of €1.4m in this regard. During FY2023, the Group completed

the successful negotiation of a multi-currency revolving facilities and Euro term loan agreement,

incurring issue costs of €2.8m which were capitalised at the start of the facility, which commenced

in FY2024.

During FY2024, the Group successfully negotiated a one-year extension to the multi-currency

revolving facilities and Euro term loan agreement, incurring further issue costs of €0.7m. During

FY2025 the Group completed the second extension of this facility incurring further costs of €0.5m.

All unamortised issue costs are being amortised to the Income Statement over the remaining life of

the multi-currency revolving facilities agreement, the Euro term loan and the US Private Placement

notes to which they relate. The value of unamortised issue costs at 28 February 2026 was €2.7m

(FY2025: €3.6m) of which €0.7m (FY2025: €0.7m) is presented as a current asset and €2.0m

(FY2025: €2.9m) is netted against non-current liabilities.

Terms and debt repayment schedule

		Nominal rates		Carrying value	Carrying value
		of interest at		2026	2025
Group	Currency	28 February 2026	Year of maturity	€m	€m
Unsecured term loan		Euribor +
repayable on maturity	Euro	1.46% (1)	2030	100.0	100.0
Unsecured RCF loan		Euribor +
repayable on maturity	Euro	1.31% (1)	2030	25.0	25.0
Unsecured RCF loan
repayable on maturity	GBP	1.31% (1)	2030	34.1	–
Private Placement notes
repayable on maturity	Euro/GBP	1.6%–2.74%	2030/2032	100.6	103.5
				259.7	228.5

		Nominal rates		Carrying value	Carrying value
		of interest at		2026	2025
Company	Currency	28 February 2026	Year of maturity	€m	€m
Private Placement notes
repayable on maturity	Euro/GBP	1.6%–2.74%	2030/2032	100.6	103.5

1. The margin rate applied to the unsecured loans repayable on maturity is subject to six-monthly covenant testing of net debt to EBITDA ratio as

outlined below, and a change to this ratio may result in a change in the margin. The upper and lower margin rates applicable are 1.15% to 2.55%

for the unsecured RCF loan and 1.3% to 2.7% for the unsecured term loan.

Borrowing facilities

Group

The Group manages its borrowing requirements by entering into committed loan facility

agreements. It also holds USPP notes which diversifies the Group’s sources of debt finance. The

Group successfully completed a refinancing of its multi-currency facility and Euro term loan

agreement which was repaid in a single instalment following the publication of the Group’s FY2023

Results. The Group entered into a new five-year committed sustainability-linked facility comprised

of a €250m multi-currency revolving loan facility and a €100m non-amortising Euro term loan. The

facility offers optionality of two 1-year extensions to the maturity date callable within 12 months and

24 months of the initial drawdown date respectively. The multi-currency facility and the Euro term

syndicate comprises six banks – ABN Amro Bank, Allied Irish Bank, Bank of Ireland, Barclays Bank,

HSBC and Rabobank. During FY2025, the Group exercised the second optional extension of the

facilities, resulting in maturity being extended to January 2030 (FY2030) on both the multi-currency

facility and Euro term loan.

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Notes forming part of the financial statements continued

20. Interest-Bearing Loans And Borrowings (continued)

In March 2020, the Group completed the successful issue of new USPP notes. The unsecured notes,

denominated in both Euro and Sterling, have maturities of 10 and 12 years and diversify the Group’s

sources of debt finance. As at 28 February 2026, the holding is valued at €100.6m (FY2025: €103.5m).

Under the terms of the multi-currency facility and Euro term loan, the Group must pay a

commitment fee based on 35% of the applicable margin on undrawn committed amounts and

variable interest on drawn amounts based on variable Euribor/Sonia interest rates plus a margin,

the level of which is dependent on the Net Debt: EBITDA ratio, plus a utilisation fee, the level of which

is dependent on percentage utilisation. The Group may select an interest period of one, two, three

or six months.

The current and future multi-currency revolving facilities agreement provides for a further €100m

in the form of an uncommitted accordion facility upon approval from the Group’s banking syndicate.

All bank loans drawn are unsecured and rank pari passu. All borrowings of the Group are guaranteed

by a number of the Group’s subsidiary undertakings. The USPP allows the early prepayment of the

notes at any time subject to the payment of a make whole amount to compensate the note holders

for the interest that would have been received on the notes had they not been prepaid early.

All borrowings of the Group at 28 February 2026 are repayable in full on change of control of the

Group.

Company

The Company is an original borrower under the terms of the Group’s multi-currency revolving facility

and Euro term loan but is not a borrower in relation to the Group’s multi-currency revolving facility

and Euro term loan drawn debt at 28 February 2026.

The Company is a borrower with respect to the Group’s USPP notes of €100.6m (FY2025: €103.5m)

as at 28 February 2026. Under the terms of the USPP, the Company pays a margin of 1.6% with

respect to €13.4m of USPP notes (FY2025: €13.4m) with a 10-year tenure; 1.73% with respect

to €40.4m (FY2025: €40.4m) of USPP notes with a 12-year tenure and 2.74% with respect to

£41.1m (FY2025: £41.1m) notes with a 10-year tenure. A fee is payable where Group EBITDA is

below €120.0m and a below investment grade fee payable when the Group’s credit rating is below

investment grade. These fees will remain applicable until the conditions are met and total 1.50%.

Covenants

The Group’s and Company’s multi-currency revolving facility, which are all classified as non-current,

are contingent on future compliance with the following financial covenants:

• Interest cover: The ratio of EBITDA to net interest for a period of twelve months ending on each

half-year date will not be less than 3.5:1

• Net debt: EBITDA: The ratio of net debt on each half-year date to EBITDA for a period of 12 months

ending on a half-year date will not exceed 3.5:1

There is no effect on the Group’s covenants as a result of implementing IFRS 16 Leases as all

covenants are calculated on a pre-IFRS 16 Leases adoption basis.

Further information about the Group’s exposure to interest rate, foreign currency and liquidity risk

is disclosed in Note 24.

21. Analysis of Net Debt

	Interest-bearing
	loans and	Cash and cash	Net debt	Lease liabilities	Net debt
	borrowings*	equivalents	excluding leases	(Note 19)	including leases
Group	€m	€m	€m	€m	€m
1 March 2024	(218.0)	160.1	(57.9)	(110.1)	(168.0)
Translation adjustment	(1.7)	5.0	3.3	(4.2)	(0.9)
Additions, disposals and remeasurements	0.5	–	0.5	(35.6)	(35.1)
Net cash flow	(5.0)	(21.1)	(26.1)	25.5	(0.6)
Non-cash changes	(0.7)	–	(0.7)	( 7.0)	( 7.7 )
28 February 2025	(224.9)	144.0	(80.9)	(131.4)	(212.3)
Translation adjustment	2.8	(7.5)	(4.7)	7.3	2.6
Additions, disposals and remeasurements	–	–	–	(36.3)	(36.3)
Net cash flow	(34.2)	(0.9)	(35.1)	29.5	(5.6)
Non-cash changes	(0.7)	–	(0.7)	(8.1)	(8.8)
28 February 2026	(257.0)	135.6	(121.4)	(139.0)	(260.4)

* Interest-bearing loans and borrowings at 28 February 2026 are net of unamortised issue costs of €2.7m (FY2025: €3.6m).

Unamortised borrowing costs of €0.7m (FY2025: €0.7m) are presented within financial assets, please see Notes 20 and 24.

187

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Notes forming part of the financial statements continued

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21. Analysis of Net Debt (continued)

	Interest-bearing
	loans and	Cash and cash
	borrowings*	equivalents	Net debt
Company	€m	€m	€m
1 March 2024	(101.0)	0.3	(100.7)
Translation adjustment	(1.6)	–	(1.6)
Net cash flow	–	(0.2)	(0.2)
Non-cash changes	(0.1)	–	(0.1)
28 February 2025	(102.7)	0.1	(102.6)
Translation adjustment	2.6	–	2.6
Net cash flow	–	–	–
Non-cash changes	(0.1)	–	(0.1)
28 February 2026	(100.2)	0.1	(100.1)

* Interest-bearing loans and borrowings at 28 February 2026 are net of unamortised issue costs of €0.7 (FY2025: €0.7m). Unamortised

borrowing costs of €0.1m (FY2025: €0.1m) are presented within financial assets, please see Notes 20 and 24.

The non-cash charge to the Company and Group’s interest-bearing loans and borrowings in

the current financial year relates to the amortisation of issue costs of €0.7m (FY2025: €0.7m).

The non-cash changes for the Group’s lease liabilities in the current financial year relate to lease

interest/discount unwinding of €8.1m (FY2025: €7.0m) – see Note 19.

As outlined in further detail in Note 28, the Company, together with a number of its subsidiaries,

gave a letter of guarantee to secure its obligations in respect of all debt drawn by the Company

and Group at 28 February 2025.

22. Deferred Tax Assets and Liabilities

		2026			2025
			Net			Net
			(liabilities)/			(liabilities)/
	Assets	Liabilities	assets	Assets	Liabilities	assets
Group	€m	€m	€m	€m	€m	€m
Property, plant and equipment	1.6	(22.1)	(20.5)	1.6	(19.3)	(17.7 )
Intangible assets	4.2	(10.6)	(6.4)	7.3	(13.0)	(5.7)
Retirement benefits	0.4	(5.7)	(5.3)	0.6	(4.5)	(3.9)
Trade related items and losses	15.2	(2.2)	13.0	16.1	(1.8)	14.3
Total	21.4	(40.6)	(19.2)	25.6	(38.6)	(13.0)

The Group has not recognised deferred tax in relation to temporary differences applicable to

investments in subsidiaries on the basis that the Group can control the timing and the realisation

of these temporary differences and it is unlikely that the temporary differences will reverse in the

foreseeable future. The aggregate amount of temporary differences applicable to investments

in subsidiaries and equity accounted investments, in respect of which deferred tax liabilities have

not been recognised, is immaterial on the basis that the participation exemptions and foreign tax

credits should be available such that no material temporary differences arise. There are no other

unrecognised deferred tax liabilities.

€10.4m (FY2025: €11.1m) of deferred tax assets have been recognised at the end of FY2026 in

respect of tax losses that require future taxable profits to arise in excess of profits arising from the

reversal of existing temporary differences. Following a forecasting exercise, the Group is estimating

sufficient future taxable profits to recognise these deferred tax assets.

In addition, no deferred tax asset has been recognised in respect of certain tax losses incurred by

the Group on the basis that the recovery is considered unlikely in the foreseeable future or due to

the complexity and uncertainty of the tax treatment in connection with certain items giving rise to

some of the losses. The cumulative value of such tax losses is €1.0m (FY2025: €2.5m). In the event

that sufficient taxable profits arise or the tax treatment becomes sufficiently certain in the relevant

jurisdictions in future years, these losses may be utilised. Following the sale of Vermont Hard Cider

Company there are some US tax losses remaining that are due to expire in 2035/2038.

188

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Notes forming part of the financial statements continued

22. Deferred Tax Assets and Liabilities (continued)

Analysis of movement in net deferred tax (liabilities)/assets

	Property,	Property,	Trade
	plant and	plant and	related
	equipment:	equipment:	items and	Intangible	Retirement
	ROI	Other	assets	assets	benefits	Total
Group	€m	€m	€m	€m	€m	€m
At 1 March 2024	(2.2)	(13.4)	18.2	(4.3)	(4.6)	(6.3)
Recognised in Income
Statement	(0.3)	(1.2)	(4.1)	(1.0)	(0.1)	(6.7)
Recognised in Other Comprehensive Income	–	(0.2)	–	–	0.8	0.6
Recognised on acquisition
(Note 10)	–	(0.4)	0.2	(0.1)	–	(0.3)
Translation adjustment	–	–	–	(0.3)	–	(0.3)
At 28 February 2025	(2.5)	(15.2)	14.3	(5.7)	(3.9)	(13.0)
Recognised in Income
Statement	(0.7)	(2.5)	(0.6)	(1.0)	(0.1)	(4.9)
Recognised in Other Comprehensive Income	–	(0.4)	–	–	(1.3)	(1.7)
Translation adjustment	–	0.8	(0.7)	0.3	–	0.4
At 28 February 2026	(3.2)	(17.3)	13.0	(6.4)	(5.3)	(19.2)

Company

The Company had no deferred tax assets or liabilities at 28 February 2026 or at 28 February 2025.

23. Retirement Benefits

The Group operates a number of defined benefit pension schemes for certain employees, past and

present, in the Republic of Ireland (‘ROI’) and in Northern Ireland (‘NI’), all of which provide pension

benefits based on final salary and the assets of which are held in separate trustee administered

funds. The Group closed its defined benefit pension schemes to new members in March 2006 and

provides only defined contribution pension schemes for employees joining the Group since that date.

The Group provides permanent health insurance cover for the benefit of certain employees and

separately charges this to the Income Statement.

The defined benefit pension scheme assets are held in separate trustee-administered funds to meet

long-term pension liabilities to past and present employees. The trustees of the funds are required

to act in the best interest of the funds’ beneficiaries. The appointment of trustees to the funds is

determined by the schemes’ trust documentation. The Group has a policy in relation to its principal

staff pension fund that members of the fund should nominate half of all fund trustees.

There are no active members remaining in the executive defined benefit pension scheme (FY2025:

no active members). There are 41 active members (FY2025: 43), representing less than 10% of total

membership, in the ROI Staff defined benefit pension scheme members) and two active members

(FY2025: 2) in the NI defined benefit pension scheme.

Actuarial valuations – funding requirements

Independent actuarial valuations of the defined benefit pension schemes are carried out on a

triennial basis using the attained age/aggregate method. The most recently completed actuarial

valuations of the ROI defined benefit pension schemes were carried out with an effective date of

1 January 2024 while the date of the most recent actuarial valuation of the NI defined benefit pension

scheme was 31 December 2023.

The funding requirements in relation to the Group’s ROI defined benefit pension schemes are

assessed at each valuation date and are implemented in accordance with the advice of the actuaries.

Arising from the formal actuarial valuations of the Group’s staff defined benefit pension scheme, the

Group committed to contributions of €294,000 per annum in calendar year 2025 and increasing

at a rate of 2.3% each calendar year thereafter. There is no funding requirement with respect to the

Group’s ROI executive defined benefit pension scheme or the Group’s NI defined benefit pension

scheme, both of which are in surplus. The Group has an unconditional right to any surplus remaining

in these schemes in the event the scheme concludes.

189

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Notes forming part of the financial statements continued

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23. Retirement Benefits (continued)

The Group is exposed to a number of risks in relation to the funding position of these schemes,

namely:

• Asset volatility: It is the Group’s intention to pursue a long-term investment policy that

emphasises investment in secure monetary assets to provide for the contractual benefits payable

to members. The investment portfolio has exposure to equities, other growth assets, insurance

contracts and fixed interest investments, the returns from which are uncertain and may fluctuate

significantly in line with market movements. Assets held are valued at fair value using bid prices

where relevant.

• Discount rate: The discount rate is the rate of interest used to discount post-employment benefit

obligations and is determined by reference to market yields at the balance sheet date on high

quality corporate bonds with a currency and term consistent with the currency and estimated

term of the Group’s post-employment benefit obligations. Movements in discount rates have a

significant impact on the value of the schemes’ liabilities.

• Longevity: The value of the defined benefit obligations is influenced by demographic factors such

as mortality experience and retirement patterns. Changes to life expectancy have a significant

impact on the value of the schemes’ liabilities.

Method and assumptions

The schemes’ independent actuary, Mercer (Ireland) Limited, has employed the projected unit

credit method to determine the present value of the defined benefit obligations arising and the

related current service cost.

The financial assumptions that have the most significant impact on the results of the actuarial

valuations are those relating to the discount rate used to convert future pension liabilities to current

values and the rate of inflation/salary increase. These, and other assumptions used to determine the

retirement benefits and current service cost under IAS 19: Employee Benefits, are set out below.

Mortality rates also have a significant impact on the actuarial valuations, as the number of deaths

within the scheme have been too small to analyse and produce any meaningful scheme-specific

estimates of future levels of mortality, the rates used have been based on the most up-to-date

mortality tables, (the S4PMA CMI 2024 1.5% (males) and S4PFA_M CMI 2024 1.5% (females) for

the ROI schemes and S4PMA CMI 2023 1.25% (males) and S4PFA_M CMI 2023 1.25% (females)

for the NI scheme) with age ratings and loading factors to allow for future mortality improvements.

These tables conform to best practice. The growing trend for people to live longer and the

expectation that this will continue has been reflected in the mortality assumptions used for this

valuation as indicated below. This assumption will continue to be monitored in light of general trends

in mortality experience.

Based on these tables, the assumed life expectations on retirement are:

			ROI		NI
		Number of years	Number of years	Number of years	Number of years
Future life expectations at age 65		2026	2025	2026	2025
Current retirees –	Male	22.4 – 23.1	22.8 – 23.6	21.1	21.0
no allowance for future
improvements	Female	24.3 – 25.2	24.6 – 25.5	23.4	23.3
Future retirees –	Male	23.1 – 24.0	23.6 – 24.4	22.4	22.3
with allowance for future
improvements	Female	25.2 – 26.1	25.5 – 26.4	24.9	24.8

Scheme liabilities

The average age of active members is 54 and 53 years (FY2025: 54 and 51 years) for the ROI Staff

and the NI defined benefit pension schemes respectively (the executive defined benefit pension

scheme has no active members), while the average duration of liabilities ranges from 11 to 15 years

(FY2025: 11 to 16 years).

The principal long-term financial assumptions used by the Group’s actuaries in the computation of

the defined benefit liabilities arising on pension schemes as at 28 February 2026 and 28 February

2025 are as follows:

	2026			2025
	ROI	NI	ROI	NI
Salary increases	0.0% – 2.7%	3.5%	0.0% – 2.7%	3.5%
Increases to pensions in payment	2.1%	1.9%	2.1%	1.8%
Discount rate	4.2%	5.7%	3.5%	5.6%
Inflation rate	2.1%	3.1%	2.1%	3.1%

A reduction in discount rate used to value the schemes’ liabilities by 0.25% would increase the

valuation of liabilities by €3.8m (FY2025: €4.8m) while an increase in inflation/salary increase

expectations of 0.25% would increase the valuation of liabilities by €4.0m (FY2025: €4.9m).

The sensitivity is calculated by changing the individual assumption while holding all other

assumptions constant.

190

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Notes forming part of the financial statements continued

23. Retirement Benefits (continued)

Amounts recognised in the Income Statement and in the Statement of

Comprehensive Income

	2026	2025
Group	€m	€m
Current service cost	(0.4)	(0.4)
Administrative expenses	(0.1)	(0.1)
Interest cost on scheme liabilities	(4.9)	(5.1)
Interest income on scheme assets	6.0	6.5
Income recognised in the Income Statement	0.6	0.9
Actual return on scheme assets	(3.7)	(1.9)
Effect of changes in demographic assumptions	1.9	(0.4)
Effect on changes in financial assumptions	11.2	(1.6)
Effect of experience adjustments	1.1	0.2
Expense recognised in Other Comprehensive Income	10.5	(3.7)
Expense recognised in Total Comprehensive Income	11.1	(2.8)

Reconciliation of the scheme assets and obligations through the year

	ROI	NI	Total
Group	€m	€m	€m
Assets
At 1 March 2024	162.9	8.3	171.2
Translation adjustment	–	0.4	0.4
Expected interest income on scheme assets	6.1	0.4	6.5
Actual return less interest income on scheme assets	(1.3)	(0.6)	(1.9)
Administrative expenses	–	(0.1)	(0.1)
Employer contributions	0.3	–	0.3
Member contributions	0.1	–	0.1
Benefit payments	(6.9)	(0.1)	( 7.0)
At 28 February 2025	161.2	8.3	169.5
Translation adjustment	–	(0.5)	(0.5)
Expected interest income on scheme assets	5.5	0.5	6.0
Actual return less interest income on scheme assets	(3.7)	–	(3.7)
Administrative expenses	–	(0.1)	(0.1)
Employer contributions	0.3	–	0.3
Member contributions	0.1	–	0.1
Benefit payments	( 7.0)	(0.2)	( 7.2)
At 28 February 2026	156.4	8.0	164.4
Liabilities
At 1 March 2024	131.7	5.2	136.9
Translation adjustment	–	0.2	0.2
Current service cost	0.4	–	0.4
Interest cost on scheme liabilities	4.8	0.3	5.1
Member contributions	0.1	–	0.1
Actuarial loss/(gain) immediately recognised in equity	2.4	(0.6)	1.8
Benefit payments	(6.9)	(0.1)	( 7.0)
At 28 February 2025	132.5	5.0	137.5
Translation adjustment	–	(0.3)	(0.3)
Current service cost	0.4	–	0.4
Interest cost on scheme liabilities	4.6	0.3	4.9
Member contributions	0.1	–	0.1
Actuarial loss/(gain) immediately recognised in equity	(14.0)	(0.2)	(14.2)
Benefit payments	( 7.0)	(0.2)	( 7.2)
At 28 February 2026	116.6	4.6	121.2

191

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23. Retirement Benefits (continued)

	ROI	NI	Total
Group	€m	€m	€m
Net pension surplus/(deficit)
At 28 February 2026
Pension surplus	39.8	3.4	43.2
At 29 February 2025
Pension surplus	28.7	3.3	32.0

Scheme assets

	2026	2025
Group	€m	€m
Investments quoted in active markets
Equity	22.0	20.1
Bonds	94.8	89.6
Alternatives*	7.2	17.4
Insured**	29.9	32.7
Cash and cash equivalents	4.7	1.7
Investments unquoted
Property	5.7	8.0
Total	164.4	169.5

* The alternative investment category includes investments in various asset classes including equities, commodities, currencies and funds. The

investments are managed by fund managers.

** The Trustees of the C&C Group Executive Pension and Life Assurance Scheme entered into an annuity buy in contract with effect from

27 February 2024 in respect of current pensioners in payment. While the obligation to provide pensions to these members remains a liability of

the Scheme, the insurance contract provides a matching cash flow and longevity hedge.

The alternative investment category includes investments in various asset classes including equities,

commodities, currencies and funds. The investments are managed by fund managers.

24. Financial Instruments and Financial Risk Management

The Group’s multinational operations expose it to various financial risks in the ordinary course of

business that include credit risk, liquidity risk, commodity price risk, currency risk and interest rate

risk. This note discusses the Group’s exposure to each of these financial risks and summarises the

risk management strategy for managing these risks. The note is presented as follows:

a) Overview of the Group’s risk exposures and management strategy

b) Financial assets and liabilities as at 28 February 2026 and February 2025 and determination

of fair value

c) Market risk

d) Credit risk

e) Liquidity risk

a) Overview of the Group’s risk exposures and management strategy

The main financial market risks that the Group is exposed to include foreign currency exchange rate

risk, commodity price fluctuations, interest rate risk and financial counterparty creditworthiness.

The Board continues to monitor and manage closely these and all other financial risks faced by

the Group.

The Board of Directors has overall responsibility for the establishment and oversight of the Group’s

risk management framework. This is executed through various committees to which the Board has

delegated appropriate levels of authority. An essential part of this framework is the role undertaken

by the Audit Committee, supported by the internal audit function and the Chief Financial Officer.

The Board, through its Committees, has reviewed the internal control environment and the risk

management systems and process for identifying and evaluating the significant risks affecting

the business and the policies and procedures by which these risks will be managed effectively.

The Board has embedded these structures and procedures throughout the Group and considers

them to be a robust and efficient mechanism for creating a culture of risk awareness at every level

of management.

The Group’s risk management programme seeks to minimise the potential adverse effects,

arising from fluctuations in financial markets, on the Group’s financial performance in a non-

speculative manner at a reasonable cost when economically viable to do so. The Group achieves

the management of these risks in part, where appropriate, through the use of derivative financial

instruments. All derivative financial contracts entered into in this regard are in liquid markets with

credit-worthy parties. Treasury activities are performed within strict terms of reference that have

been approved by the Board. See currency risk and interest rate risk sections for further details.

192

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Notes forming part of the financial statements continued

24. Financial Instruments and Financial Risk Management (continued)

b) Financial assets and liabilities

The carrying and fair values of financial assets and liabilities by measurement category were as follows:

	2026		2025
	Carrying value	Fair value	Carrying value	Fair value
Group	€m	€m	€m	€m
Financial assets:
Cash and cash equivalents (1)	135.6	135.6	144.0	144.0
Trade receivables (1)	90.6	90.6	100.1	100.1
Advances to customers (1)	38.1	38.1	40.0	40.0
Unamortised borrowing costs (1,3)	0.7	0.7	0.7	0.7
Derivative contracts (2)	0.1	0.1	–	–
	265.1	265.1	284.8	284.8
Financial liabilities:
Interest-bearing loans and borrowings	(257.0)	(259.7)	(225.6)	(228.5)
Trade and other payables (1)	(282.7)	(282.6)	(326.5)	(326.5)
Derivative contracts (2)	–	–	(0.4)	(0.4)
Other financial liabilities (1)	(5.0)	(5.0)	(6.2)	(6.2)
	(544.7)	(547.3)	(558.7)	(561.6)
	(279.6)	(282.2)	(273.9)	(276.8)

1. At amortised cost, excluding statutory balances (VAT of €18.8m (FY2025: €14.8m), excise duty of €18.3m (FY2025: €24.1m) and payroll taxes

and social security of €5.3m (FY2025: €5.0m).

2. Derivatives designated as hedging instruments.

3. Unamortised borrowing costs are presented within financial assets, please see Notes 20 and 24.

	2026		2025
	Carrying value	Fair value	Carrying value	Fair value
Company	€m	€m	€m	€m
Financial assets:
Cash and cash equivalents (1)	0.1	0.1	0.1	0.1
Unamortised borrowing costs (1, 2)	0.1	0.1	0.1	0.1
Amounts due from Group
undertakings (1)	508.2	508.3	579.6	579.6
	508.4	508.5	579.8	579.8
Financial liabilities:
Interest-bearing loans and borrowings (1)	(100.2)	(100.7)	(102.7)	(103.5)
Amounts due to Group undertakings (1)	(106.6)	(106.6)	(72.0)	(72.0)
Accruals (1)	(3.9)	(3.9)	(3.6)	(3.5)
	(210.7)	(211.2)	(178.3)	(179.0)
	297.7	297.3	401.5	400.8

1. At amortised cost.

2. Unamortised borrowing costs are presented within financial assets, please see Notes 20 and 24.

Fair value and carrying information

Set out below are the main methods and assumptions used in estimating the fair values of the

Group’s financial assets and liabilities. There is no material difference between the fair value of

financial assets and liabilities falling due within one year and their carrying amount as, due to the

short-term maturity of these financial assets and liabilities, their carrying amount is deemed to

approximate fair value.

Short-term bank deposits and cash and cash equivalents

The nominal amount of all short-term bank deposits and cash and cash equivalents is deemed to

reflect fair value at the balance sheet date.

Trade receivables and advances to customers

The Group’s trade receivables and advances to customers classified as financial assets are held at

amortised cost, which approximates their fair value as these are short-term in nature; hence, the

maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable.

193

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24. Financial Instruments and Financial Risk Management (continued)

Unamortised borrowing costs

Unamortised borrowing costs classified as financial assets are held at amortised cost. See Notes 20

and 21 for further details.

Derivative contracts

Derivative contract financial assets and financial liabilities are initially recognised at fair value on the

date that a derivative contract is entered into, and they are subsequently remeasured to their fair

value at the end of each reporting period (see section (c) below).

Interest-bearing loans and borrowings

The fair value of all interest-bearing loans and borrowings has been calculated by discounting all

future cash flows to their present value using a market rate reflecting the Group’s cost of borrowing

at the balance sheet date (Level 2). See Note 20 for further details.

Trade and other payables

The carrying amount of all trade payables is deemed to reflect fair value at the balance sheet date.

Other financial liabilities

The carrying value and valuation basis of the Group’s other financial liabilities are set out in Note 25 .

c) Market risk

Market risk is the risk that changes in market prices, such as commodity prices, foreign exchange

rates and interest rates, will affect the Group’s income or the value of its holdings of financial

instruments. The objective of market risk management is to manage and control market risk

exposures within acceptable parameters, while optimising the return on risk.

Commodity price risk

The Group is exposed to variability in the price of commodities used in the production or in the

packaging of finished products, such as apples, glass, barley, aluminium, polymer, wheat and sugar/

glucose. Commodity price risk is managed, where economically viable, through fixed price contracts

with suppliers incorporating appropriate commodity hedging and pricing mechanisms. The Group

does not directly enter into commodity hedge contracts. The cost of production is also sensitive to

variability in the price of energy, primarily gas and electricity. It is Group policy to fix the cost of a

certain level of its energy requirement through fixed price contractual arrangements directly with

its energy suppliers.

Currency risk

The Company’s functional and reporting currency is Euro. The Euro is also the Group’s reporting

currency and the currency used for all planning and budgetary purposes. The Group is exposed to

currency risk in relation to sales and purchase transactions by Group companies in currencies other

than their functional currency (transaction risk), and fluctuations in the Euro value of the Group’s

net investment in foreign currency (primarily Sterling) denominated subsidiary undertakings

(translation risk). Currency exposures for the entire Group are managed and controlled centrally.

The Group seeks to minimise its foreign currency transaction exposure, when possible, by offsetting

the foreign currency input costs against the same foreign currency receipts, creating a natural

hedge. When the remaining net currency exposure is material, the Group enters into foreign

currency forward contracts to mitigate and protect against adverse movements in currency risk

and remove uncertainty over the foreign currency equivalent cash flows. At 28 February 2026, the

Group had €9.5m of forward foreign currency cash flow hedges outstanding (FY2025: €11.8m).

In addition, the Group has a number of long-term intra-group loans for which settlement is neither

planned nor likely to happen in the foreseeable future, and as a consequence of which are deemed

quasi equity in nature and are therefore part of the Group’s net investment in its foreign operations.

The Group does not hedge the translation exposure arising on the translation of the profits of

foreign currency subsidiaries.

The net currency gains and losses on transactional currency exposures are recognised in the Income

Statement and the changes arising from fluctuations in the Euro value of the Group’s net investment

in foreign operations are reported separately within Other Comprehensive Income.

	2026	2025
Group	€m	€m
Derivatives:
Cash flow hedges – currency forwards	–	(0.4)
Total	–	(0.4)

			Interrelationship
			between significant
		Significant	unobservable inputs and
Type	Valuation technique	unobservable inputs	fair value measurement
Foreign	Forward pricing: The fair value is determined	Not applicable.	Not applicable.
currency	using quoted forward exchange rates at the
forward	reporting date and present value calculations
contracts	based on high credit quality yield curves in
	respective currencies.

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Notes forming part of the financial statements continued

24. Financial Instruments and Financial Risk Management (continued)

Hedge ineffectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments, to ensure that an economic relationship exists between the

hedged item and hedging instrument. For hedges of foreign currency purchases, the Group enters into hedge relationships where the critical terms of the hedging instrument match exactly with the terms

of the hedged item. The Group therefore performs a qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged item, such that the critical terms no longer match

exactly with the critical terms of the hedging instrument, the Group uses the hypothetical derivative method to assess effectiveness.

In hedges of foreign currency purchases, ineffectiveness might arise if the timing of the forecast transaction changes from what was originally estimated, or if a degree of forecast purchases are no

longer highly probable to occur. The hedging ratio is 1:1 as the quantity of purchases designated matches the notional amount of the hedging instrument. No ineffectiveness was recognised in the Income

Statement in the current or prior financial year.

The currency profile of the Group and Company’s financial instruments subject to translational exposure as at 28 February 2026 is as follows:

	Euro	Sterling	USD	AUD	NZD	Not at risk	Total
Group	€m	€m	€m	€m	€m	€m	€m
Cash and cash equivalents	2.0	1.1	0.8	–	0.3	131.4	135.6
Trade receivables	4.0	0.1	1.3	0.6	0.3	84.3	90.6
Advances to customers	–	–	–	–	–	38.1	38.1
Interest-bearing loans and borrowings*	(122.6)	(41.3)	–	–	–	(93.1)	(257.0)
Lease liabilities	–	(1.2)	–	–	–	(137.8)	(139.0)
Trade and other payables	(18.2)	(8.0)	(1.7)	(0.1)	(0.8)	(296.3)	(325.1)
Financial liabilities	–	–	–	–	–	(5.0)	(5.0)
Gross currency exposure	(134.8)	(49.3)	0.4	0.5	(0.2)	(278.4)	(461.8)

	Sterling	USD	Not at risk	Total
Company	€m	€m	€m	€m
Cash and cash equivalents	–	–	0.1	0.1
Interest-bearing loans and borrowings*	(41.3)	–	(58.9)	(100.2)
Net amounts due from Group undertakings	42.9	(0.6)	359.3	401.6
Accruals	–	–	(3.9)	(3.9)
Gross currency exposure	1.6	(0.6)	296.6	297.6

* Unamortised borrowing costs are presented within financial assets, please see Notes 20 and 24.

195

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24. Financial Instruments and Financial Risk Management (continued)

The currency profile of the Group and Company’s financial instruments subject to translational exposure as at 28 February 2025 was as follows:

	Euro	Sterling	USD	AUD	NZD	ZAR	Not at risk	Total
Group	€m	€m	€m	€m	€m	€m	€m	€m
Cash and cash equivalents	3.6	3.0	4.4	0.4	0.2	–	132.4	144.0
Trade receivables	4.7	–	0.8	0.7	0.5	–	93.4	100.1
Advances to customers	–	–	–	–	–	–	40.0	40.0
Interest-bearing loans and borrowings*	(121.9)	(49.7)	–	–	–	–	(53.3)	(224.9)
Lease liabilities	–	(2.1)	–	–	–	–	(129.3)	(131.4)
Trade and other payables	(19.5)	(12.2)	(3.4)	(0.3)	(1.3)	–	(289.8)	(326.5)
Financial liabilities	–	–	–	–	–	–	(6.2)	(6.2)
Gross currency exposure	(133.1)	(61.0)	1.8	0.8	(0.6)	–	(212.8)	(404.9)

	Sterling	USD	Not at risk	Total
Company	€m	€m	€m	€m
Cash and cash equivalents	0.1	–	–	0.1
Interest-bearing loans and borrowings*	(49.6)	–	(53.1)	(102.7)
Net amounts due to Group undertakings	10.8	–	496.8	507.6
Accruals	–	–	(3.6)	(3.6)
Gross currency exposure	(38.7)	–	440.1	401.4

* Unamortised borrowing costs are presented within financial assets, please see Notes 20 and 24.

A 10% strengthening in the Euro against all currencies noted above, based on outstanding financial assets and liabilities at 28 February 2026, would have a €4.4m positive impact (FY2025: €5.4m) on equity.

A 10% weakening in the Euro against all currencies noted above would have a €5.4m negative effect (FY2025: €6.6m) on equity. This analysis assumes that all other variables, in particular interest rates,

remain constant.

Interest rate risk

The interest rate profile of the Group and Company’s interest-bearing financial instruments at the reporting date is summarised as follows:

		Group		Company
		2026	2025	2026	2025
	Interest rate profile	€m	€m	€m	€m
Cash and cash equivalents	Floating rate	135.6	144.0	0.1	0.1
Unsecured term and RCF loans*	Floating rate	(156.9)	(122.1)	–	–
Private Placement notes*	Fixed rate	(100.2)	(102.8)	(100.2)	(102.8)
		(121.5)	(80.9)	(100.1)	(102.7)

* Unamortised borrowing costs are presented within financial assets, please see Notes 20 and 24.

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Notes forming part of the financial statements continued

24. Financial Instruments and Financial Risk Management (continued)

			Interrelationship
			between significant
		Significant	unobservable inputs and
Type	Valuation technique	unobservable inputs	fair value measurement
Interest	Swap models: The fair value is calculated as the	Not applicable.	Not applicable.
rate swaps	present value of the estimated future cash flows.
	Estimates of future floating-rate cash flows are
	based on quoted swap rates, futures prices and
	interbank borrowing rates.
	Estimated cash flows are discounted using a
	yield curve constructed from similar sources and
	which reflects the relevant benchmark interbank
	rate used by market participants for this purpose
	when pricing interest rate swaps.
	The fair value estimate is subject to a credit risk
	adjustment that reflects the credit risk of the
	Group and of the counterparty; this is calculated
	based on credit spreads derived from current
	credit default swap or bond prices.

The Group exposure to interest rate risk arises principally from its long-term debt obligations.

A 0.25% increase/decrease in Euribor and Sonia rates would result in a €0.7m (FY2025: €0.7m)

impact on the Income Statement, over the duration of the tenure, with respect to the interest

charge on interest-bearing loans and borrowings.

The Group is exposed to interest rate risk in relation to its €350m multi-currency interest-bearing

revolving credit facility. With the Group’s USPP notes, there is a portion of long-term debt obligations

where the interest is fixed for the duration of the facilities and not subject to changes in Euribor and

Sonia rates. Interest rate exposures for the Group are managed and controlled centrally. The Group

seeks to minimise its interest rate exposure by assessing and executing hedging strategies in a non-

speculative manner, in line with Group policy and at a reasonable cost when economically viable to do so.

As at 28 February 2026, the Group had a portion of its interest rate risk hedged with the objective to

manage risk of the Group’s long-term exposure to interest rates and in line with C&C Group Policy.

Following European Central Bank and Bank of England rates cuts from mid-2024 through 2025, the

Group reassessed its exposure prior to €60m of interest rate hedge maturing in September 2025.

As a result of the reassessment, the Group has executed a €100m three-year Euro interest rate

hedge against Euro debt facilities exposed to EURIBOR fluctuations. The hedge was executed in line

with the Group guardrails and ensures that 77% (FY2025: 72%) of the Group’s interest-bearing loans

and borrowings as at 28 February 2026 are now either hedged or fixed through the USPP notes. The

USPP notes were issued in March 2020 with a fixed interest rate for Euro and GBP notes, the notes

have maturity dates ranging from 2030 to 2032.

Derivatives are only used for economic hedging purposes and not as speculative investments.

However, where derivatives do not meet the hedge accounting criteria, they are classified as

‘held for trading’ for accounting purposes and are accounted for at fair value through the Income

Statement. They are presented as current assets or liabilities to the extent they are expected to be

settled within 12 months after the end of the reporting period.

	2026	2025
Group	€m	€m
Hedging reserves – interest rate hedges
Opening balance 1 March	(0.4)	0.3
Change in fair value of hedging recognised in Other Comprehensive Income for the year	0.5	(0.7)
Closing balance 28 February – continuing interest rate hedges	0.1	(0.4)

Hedge ineffectiveness is determined at the inception of the hedge relationship, and through periodic

prospective effectiveness assessments, to ensure that an economic relationship exists between the

hedged item and hedging instrument.

For hedges of interest rates, the critical terms of the hedging instrument match exactly with the

terms of the hedged item. The Group therefore performs a qualitative assessment of effectiveness.

If changes in circumstances affect the terms of the hedged item, such that the critical terms

no longer match exactly with the critical terms of the hedging instrument, the Group uses the

hypothetical derivative method to assess effectiveness. In hedges of interest rates, ineffectiveness

might arise on the sale of the business or repayment of debt which would impact hedged item.

No ineffectiveness was recognised in the Income Statement in the current or prior financial year.

197

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Notes forming part of the financial statements continued

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24. Financial Instruments and Financial Risk Management (continued)

d) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial

instrument fails to meet its contractual obligations, and arises principally from the Group’s trade

receivables, its cash advances to customers, cash and cash equivalents (including deposits with

banks) and derivative financial instruments contracted with banks. The Group has an indirect

exposure to European Sovereigns via its defined benefit pension scheme investment portfolio. In the

context of the Group’s operations, credit risk is mainly influenced by the individual characteristics of

individual counterparties and is not considered particularly concentrated as it primarily arises from

a wide and varied customer base; there are no material dependencies or concentrations of individual

customers which would warrant disclosure under IFRS 8 Operating Segments.

The Group has detailed procedures for monitoring and managing the credit risk related to its

trade receivables and advances to customers based on experience, customer track records and

historic default rates and forward-looking information, such as concentration maturity and the

macroeconomic circumstances within the Group’s primary trading markets.

Generally, individual ‘risk limits’ are set on a customer-by-customer basis and risk is only accepted

above such limits in defined circumstances. A strict credit assessment is made of all new applicants

who request credit-trading terms. The utilisation and revision, where appropriate, of credit limits

is regularly monitored. Impairment provision accounts are used to record impairment losses

unless the Group is satisfied that no recovery of the amount owing is possible. At that point, the

amount is considered irrecoverable and is written off directly against the trade receivable or

advance to customer. The Group also manages credit risk through the use of a receivables purchase

arrangement, for an element of its trade receivables. Under the terms of this arrangement,

the Group transfers the credit risk, late payment risk and control of the receivables sold. As at

28 February 2026, the Group’s year end cash and cash equivalents had benefited by €104.2m

(FY2025: €109.8m) with respect to this purchase arrangement. The Group’s trade receivables

subject to the programme are derecognised as the arrangement meets the derecognition criteria

in IFRS 9 Financial Instruments.

Advances to customers are generally secured by, amongst others, rights over property or intangible

assets, such as the right to take possession of the premises of the customer. During the financial

year, the Group did not exercise its right to take possession of any material collateral that would

require disclosure. At 28 February 2026, the Group held collateral of €1.3m (FY2025: €0.3m) on

financial assets that are credit impaired and recognised no expected credit loss on financial assets

of €18.3m (FY2025: €18.3m) due to collateral.

Interest rates calculated on repayment/annuity advances are generally based on the risk-free rate

plus a margin, which takes into account the risk profile of the customer and value of security given.

The Group establishes an allowance for impairment of customer’s advances that represents its

estimate of potential future losses.

From time to time, the Group holds significant cash and cash equivalents balances, which are

invested on a short-term basis and disclosed under cash and cash equivalent s in the Consolidated

Balance Sheet. Risk of counterparty default arising on short-term cash deposits is controlled within

a framework of dealing primarily with banks who are members of the Group’s banking syndicate,

and by limiting the credit exposure to any one of these banks or institutions. Management does

not expect any counterparty to fail to meet its obligations.

The Company also bears credit risk in relation to amounts owed by Group undertakings and from

guarantees provided in respect of the liabilities of wholly owned subsidiaries as disclosed in Note 28.

The carrying amount of financial assets, net of impairment provisions represents the maximum

credit exposure. The maximum exposure to credit risk at the reporting date was:

	Group		Company
	2026	2025	2026	2025
Group	€m	€m	€m	€m
Trade receivables	90.6	100.1	–	–
Advances to customers	38.1	40.0	–	–
Amounts due from Group
undertakings	–	–	508.2	579.6
Cash and cash equivalents	135.6	144.0	0.1	0.1
	264.3	284.1	508.3	579.7

The ageing of trade receivables and advances to customers together with an analysis of movement

in the Group’s impairment provisions against these receivables are disclosed in Note 15. The Group

does not have any significant concentrations of risk.

198

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Notes forming part of the financial statements continued

24. Financial Instruments and Financial Risk Management (continued)

e) Liquidity risk

Liquidity risk is the risk that the Group or Company will not be able to meet its financial obligations

as they fall due.

The Group’s policy is to ensure that sufficient resources are available either from cash and cash

equivalents balances, cash flows or committed bank facilities to meet all debt obligations as they

fall due. To achieve this, the Group (a) maintains adequate cash and cash equivalents balances;

(b) prepares detailed cash projections; and (c) keeps refinancing options under review. In addition,

the Group maintains an overdraft facility that is unsecured.

Cash and liquidity continue to be a key focus for the Group.

In March 2020, the Group completed the successful issue of the new USPP notes. The unsecured

notes, denominated in both Euro and Sterling, have maturities of 10 and 12 years and diversify the

Group’s sources of debt finance.

The Group successfully negotiated and completed a refinancing of the current multi-currency

facility agreement which was repayable in a single instalment in May 2023 following the

announcement of the Group’s FY2023 Results, at which point the new facility began. The Group has

entered into a new five-year committed sustainability-linked facility comprised of a €250m multi-

currency revolving loan facility and a €100m non-amortising Euro term loan, both with a maturity

of FY2028. The facility offers optionality of two 1-year extensions to the maturity date callable within

12 months and 24 months of initial drawdown respectively. During FY2025, the Group exercised

the second optional extension of the facilities bringing the maturity date of €250m multi-currency

revolving loan facility and a €100m non-amortising Euro term loan to January 2030 (FY2030).

Both the multi-currency facility and the Euro term loan were negotiated with six banks, namely

ABN Amro Bank, Allied Irish Bank, Bank of Ireland, Barclays Bank, HSBC and Rabobank.

The multi-currency revolving facilities agreement provides for a further €100m in the form of an

uncommitted accordion facility. At 28 February 2026 the Group had €159.1m drawn down from the

term loan and multi-currency revolving facilities (FY2025: €125.0m) and €100.2m drawn down from

Private Placement notes (FY2025: €103.5m).

The Company and Group had no financial indebtedness in the form of non-bank debt.

All bank loans drawn are unsecured and rank pari passu. All borrowings of the Group are guaranteed

by a number of the Group’s subsidiary undertakings. The Euro term loan and multi-currency facilities

agreement allows the early repayment of debt without incurring additional charges or penalties. The

USPP allows the early prepayment of the notes at any time subject to the payment of a make whole

amount to compensate the note holders for the interest that would have been received on the notes

had they not been prepaid early.

All borrowings of the Company and Group at 28 February 2026 are repayable in full on change of

control of the Group.

The Company and the Group complied with all covenants at each reporting date in the current and

prior financial year. There is no effect on the Group’s covenants as a result of implementing IFRS 16

Leases in FY2020 as all covenants are calculated on a pre-IFRS 16 Leases adoption basis.

199

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Notes forming part of the financial statements continued

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24. Financial Instruments and Financial Risk Management (continued)

The following are the contractual maturities of financial liabilities, including interest payments:

			2026
	Carrying	Contractual cash	6 months	6–12	1–2	Greater than
	amount	flows	or less	months	years	2 years
Group	€m	€m	€m	€m	€m	€m
Interest-bearing loans and borrowings*	(257.0)	(301.5)	(4.9)	(4.9)	(9.7)	(282.0)
Trade and other payables	(325.1)	(325.1)	(325.1)	–	–	–
Lease liabilities	(139.0)	(188.6)	(13.1)	(13.1)	(24.8)	(137.6)
Other financial liabilities	(5.0)	(5.2)	(0.5)	(0.5)	(0.9)	(3.3)
Total	(726.1)	(820.4)	(343.6)	(18.5)	(35.4)	(422.9)

			2025
	Carrying	Contractual cash	6 months	6–12	1–2	Greater than
	amount	flows	or less	months	years	2 years
Group	€m	€m	€m	€m	€m	€m
Interest-bearing loans and borrowings*	(224.9)	(277.1)	(4.5)	(4.5)	(8.9)	(259.2)
Trade and other payables	(326.5)	(326.5)	(326.5)	–	–	–
Lease liabilities	(131.4)	(17 7.1)	(13.4)	(13.4)	(23.1)	(127.2)
Other financial liabilities	(6.2)	(6.2)	–	(1.0)	(1.0)	(4.2)
Total	(689.0)	(786.9)	(344.4)	(18.9)	(33.0)	(390.6)

			2026
	Carrying	Contractual cash	6 months	6–12	1–2	Greater than
	amount	flows	or less	months	years	2 years
Company	€m	€m	€m	€m	€m	€m
Interest-bearing loans and borrowings*	(100.2)	(118.7)	(1.9)	(1.9)	(3.7)	(111.2)
Amounts due to Group undertakings	(106.6)	(106.7)	(53.4)	(53.3)	–	–
Accruals	(3.9)	(3.9)	(3.9)	–	–	–
Total contracted outflows	(210.7)	(229.3)	(59.2)	(55.2)	(3.7)	(111.2)

Company

			2025
	Carrying	Contractual cash	6 months	6–12	1–2	Greater than
	amount	flows	or less	months	years	2 years
	€m	€m	€m	€m	€m	€m
Interest-bearing loans and borrowings*	(102.7)	(126.3)	(1.9)	(1.9)	(3.8)	(118.8)
Amounts due to Group undertakings	(72.0)	(72.0)	(72.0)	–	–	–
Accruals	(3.6)	(3.6)	(3.6)	–	–	–
Total contracted outflows	(178.3)	(201.9)	( 77.5)	(1.9)	(3.8)	(118.8)

* Unamortised borrowing costs are presented within financial assets, please see Notes 20 and 24.

200

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Notes forming part of the financial statements continued

25. Other Financial Liabilities

	2026	2025
Group	€m	€m
Contractual financial liabilities:
At 1 March	6.2	6.8
Translation adjustment	(0.3)	0.2
Charged during the year	–	–
Utilised during the year	(1.0)	(1.0)
Unwinding of discount on provisions	0.1	0.2
At end of year	5.0	6.2

Disclosure of financial liabilities

	2026	2025
Group	€m	€m
Current liabilities	0.9	1.0
Non-current liabilities	4.1	5.2
	5.0	6.2

During the year ended 29 February 2024, the Group made an offer to settle some of its onerous

contract obligations with its bittersweet apple suppliers (see Note 18) and accordingly €6.8m was

reclassified as a financial liability and initially recognised at fair value based on the present value of

the future payments, in accordance with IFRS 9. During FY2026, a total of €1.6m has been paid to

the suppliers comprising €1.0m in respect of financial liabilities and €0.6m in respect of onerous

contracts (see Note 18).

26. Share Capital and Reserves

		Allotted and		Allotted and
		called up	Authorised	called up
Ordinary Shares of €0.01 each	Authorised Number	Number*	€m	€m
At 1 March 2024	800,000,000	402,708,890	8.0	4.0
Shares issued in respect of options exercised	–	804,688	–	–
Shares cancelled following
share buybacks	–	(16,139,861)	–	(0.2)
At 28 February 2025	800,000,000	387,373,717	8.0	3.8
Shares cancelled following
share buybacks	–	(7,783,689)	–	(0.1)
At 28 February 2026	800,000,000	379,590,028	8.0	3.7

* Inclusive of 11.2m (FY2025: 11.3m, FY2024: 11.2m) Treasury shares (see below).

All shares in issue carry equal voting and dividend rights.

Share buybacks

The share buyback programme announced in FY2024 remained active in FY2026. The Group has

completed one tranche of share buybacks for €15.1m during FY2026.

Under the Programme, the Group purchased and cancelled 7,783,689 shares with a nominal value

of €0.01 each during the current financial year (FY2025: 16,139,861 shares), representing 2.0% of

the Group’s issued share capital at 1 March 2025 (FY2025: 4.0% at 1 March 2024), at an average

price paid of 1.94 euro per share and a total cost of €15.1m (FY2025: 1.86 euro per share and a

total cost of €30.0m).

201

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Notes forming part of the financial statements continued

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26. Share Capital and Reserves (continued)

Treasury shares

			Ordinary Shares held by the Trustee of the Employee Trust
			and Partnership and Matching Share Scheme		Other Treasury Shares			Total Treasury Shares (1)
		Consideration	Total		Consideration	Total		Consideration	Total
	Number of shares	€	€m	Number of shares	€	€m	Number of shares	€	€m
At 1 March 2025	2,17 7,799		6.6	9,025,000		29.7	11,202,799		36.3
Shares acquired in the open market	290,471	1.83	0.5	–	–	–	290,471	1.83	0.5
Shares disposed of or transferred to Participants	(237,199)	2.74	(0.6)	–	–	–	(237,199)	2.74	(0.6)
At 28 February 2025	2,231,071		6.5	9,025,000	–	29.7	11,256,071		36.2
Shares acquired in the open market	755,726	1.59	1.2	–	–	–	755,726	1.59	1.2
Shares disposed of or transferred to Participants	(857,284)	3.62	(3.1)	–	–	–	(857,284)	3.62	(3.1)
At 28 February 2026	2,129,513		4.6	9,025,000	–	29.7	11,154,513		34.3

1. The nominal value of Treasury shares at 28 February 2026 was €0.1m, (FY2025: €0.1m, FY2024: €0.1m).

All shares held by Computer share Trustees (Jersey) Limited as trustees of the C&C Employee Trust, Computershare Trustees (Ireland) Limited and Computershare Trustees Limited as trustees of the

Partnership and Matching Share schemes which were neither cancelled nor disposed of by the Trust at 28 February 2026 continue to be included in the treasury share reserve. During the financial year,

853,864 (FY2025: 237,199) shares were either sold or transferred by the Trustees and are no longer accounted for as Treasury shares.

Equity share capital issued under its Joint Share Ownership Plan, which is held in trust by an Employee Trust is classified as Treasury shares on consolidation until such time as the Interests lapse and the

shares are cancelled or disposed of by the Trust. All interests have now vested or lapsed and all vested interests have now been exercised. Remaining in the Trust are shares that lapsed and shares that

were withheld by the Trust in lieu of some, or all, of the consideration due with respect to exercised interests. Also included in the reserve is the purchase of 9,025,000 of the Company’s own shares in

the financial year ended 28 February 2015 at an average price of €3.29 per share under the Group’s share buyback programme.

The treasury shares in the parent Company pertain to the 1,431,628 (FY2025: 1,257,736) parent Company’s shares held by the trustees in respect to the matching shares granted to employees. The cost

of these shares amounted to €2.8m as at 28 February 2026 (FY2025: €2.6m). Shares acquired in the open market amounted to €0.5m during the year (FY2025: €0.5m) while transfers to participants

amounted to €0.3m during the year (FY2025: €0.5m).

Share premium – Group

The change in legal parent of the Group on 30 April 2004, as disclosed in detail in that year’s annual report, was accounted for as a reverse acquisition. This transaction gave rise to a reverse acquisition

reserve debit of €703.9m, which, for presentational purposes in the Group financial statements, has been netted against the share premium in the Balance Sheet.

Share premium – Company

The share premium, as stated in the Company Balance Sheet, represents the premium recognised on shares issued and amounts to €1,048.2m at 28 February 2026 (FY2025: €1,048.2m).

Other undenominated reserve and capital reserve

These reserves initially arose on the conversion of preference shares into share capital of the Company and other changes and reorganisations of the Group’s capital structure.

202

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Notes forming part of the financial statements continued

26. Share Capital and Reserves (continued)

Cash flow hedge reserve

The hedging reserve includes the effective portion of the cumulative net change in the fair value

of cash flow hedging instruments related to hedged transactions that have not yet occurred.

Share-based payment reserve

The reserve relates to amounts expensed in the Income Statement in connection with share option

grants falling within the scope of IFRS 2 Share-Based Payment, less reclassifications to retained

income following exercise/forfeit post vesting or lapse of such share options and interests, as set

out in Note 4.

Currency translation reserve

The translation reserve comprises all foreign exchange differences from 1 March 2004, arising from

the translation of the Group’s net investment in its non-Euro denominated operations, including

the translation of the profits of such operations from the average exchange rate for the year to the

exchange rate at the Balance Sheet date.

Revaluation reserve

Since 2009 the Group has completed a number of external and internal valuations on its property,

plant and equipment. Gains arising from such revaluations are posted to the Group’s revaluation

reserve, unless it reverses a revaluation decrease on the same asset previously recognised as an

expense, where it is first credited to the Income Statement to the extent of the write down.

Any decreases in the value of the Group’s property, plant and equipment as a result of external

or internal valuations are recognised in the Income Statement except where there had been a

previously recognised gain in the revaluation reserve as a result of the same asset, in which case,

the gain is eliminated from the revaluation reserve to offset the loss in the first instance.

During the current financial year, as outlined in detail in Note 11, the Group engaged external valuers

to value the freehold land and buildings and plant and machinery at the Group’s Clonmel (Tipperary)

and Wellpark (Glasgow). Using the valuation methodologies, this resulted in a net revaluation gain

of €3.7m (FY2025: €1.8m) accounted for within the revaluation reserve via Other Comprehensive

Income.

Capital management

The Board’s policy is to maintain a strong capital base so as to safeguard the Group’s ability to:

continue as a going concern for the benefit of Shareholders and stakeholders; maintain investor,

creditor and market confidence; and sustain the future development of the business through the

optimisation of the value of its debt and equity shareholding balance.

The Board considers capital to comprise of long-term debt and equity. The Board periodically

reviews the capital structure of the Group, considering the cost of capital and the risks associated

with each class of capital. The Board approves any material adjustments to the capital structure

in terms of the relative proportions of debt and equity. In order to maintain or adjust the capital

structure, the Group may issue new shares, dispose of assets to reduce debt, alter dividend policy

by increasing or reducing the dividend paid to Shareholders, return capital to Shareholders and/or

buyback shares.

Please refer to Note 20 for details of the Group’s loans and borrowings.

Subject to Shareholder approval at the Annual General Meeting, the Directors have proposed a final

dividend of 3.67 cent per Ordinary Share to be paid on 17 July 2026 to Shareholders registered at the

close of business on 12 June 2026. An interim dividend of 2.08 cent per share was paid with respect

to FY2026; therefore, the Group’s full year dividend will amount to 5.75 cent per share. There is no

scrip dividend alternative. Total dividends for the prior financial year were 6.13 cent per share.

203

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Notes forming part of the financial statements continued

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27. Commitments

a) Capital commitments

At the year end, the following capital commitments authorised by the Board had not been provided for in the consolidated financial statements:

	2026	2025
Group	€m	€m
Contracted	3.4	4.6
Not contracted	11.5	14.5
	14.9	19.1

The contracted capital commitments at 28 February 2026 are with respect of contracts that support the Group in achieving its environmental targets and optimising its operational footprint.

b) Other commitments

At the year end, the value of contracts placed for future expenditure was:

				2026
						Gas and
	Apples	Glass	Marketing	Barley and Sugar	Aluminium	Electricity	Total
Group	€m	€m	€m	€m	€m	€m	€m
Payable in less than one year	1.3	–	3.0	13.9	6.6	0.6	25.4
Payable between 1 and 5 years	4.9	–	4.0	–	–	–	8.9
Payable greater than 5 years	2.9	–	–	–	–	–	2.9
	9.1	–	7.0	13.9	6.6	0.6	37.2

				2025
						Gas and
	Apples	Glass	Marketing	Barley and Sugar	Aluminium	Electricity	Total
Group	€m	€m	€m	€m	€m	€m	€m
Payable in less than one year	1.6	0.3	3.4	15.6	5.7	–	26.6
Payable between 1 and 5 years	4.5	–	1.7	11.7	–	–	17.9
Payable greater than 5 years	3.2	–	–	–	–	–	3.2
	9.3	0.3	5.1	27.3	5.7	–	47.7

Where the Group has hedged an input cost, but a market exists for the Group to resell that input cost in the open market, then the Group does not classify that as a commitment.

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Notes forming part of the financial statements continued

28. Guarantees and Contingencies

Where the Group or subsidiaries enter into financial guarantee contracts to guarantee the

indebtedness of other companies or joint ventures and associates within the Group, the Group/

subsidiary treats the guarantee contract as a financial liability.

As outlined in Note 20, the Group has US Private Placement notes and a multi-currency revolving

facility in place at year end. The Company has US Private Placement notes in place at year end.

The Company, together with a number of its subsidiaries, gave a letter of guarantee to secure its

obligations in respect of all borrowings as at 28 February 2026. The actual loans outstanding for

the Group at 28 February 2026 amounted to €257.0m (FY2025: €228.5m).

The resolution of uncertain tax positions, including those arising from ongoing Irish Revenue tax

reviews, could vary from what the Company and its subsidiaries has assumed, which could have an

adverse effect on the business.

During the year ended 28 February 2025, the Group assigned the lease of its former Crayford depot

to a third-party and, as part of the transaction, provided the landlord with a guarantee of €3.2m to

cover future rentals to March 2032. The value of the future rentals at 28 February 2026 is €2.8m.

Pursuant to the provisions of Section 357 of the Companies Act 2014, the Company has guaranteed

commitments entered into and liabilities of certain of its subsidiary undertakings incorporated in

the Republic of Ireland for the financial year to 28 February 2026 and as a result such subsidiaries

are exempt from certain filing provisions.

29. Related Party Transactions

The principal related party relationships requiring disclosure in the consolidated financial statements

of the Group under IAS 24: Related Party Disclosures pertain to the existence of subsidiary

undertakings and equity accounted investments, transactions entered into by the Group with these

subsidiary undertakings and equity accounted investments and the identification and compensation

of and transactions with key management personnel.

a) Group

Transactions

Transactions between the Group and its related parties are made on terms equivalent to those that

prevail in arm’s length transactions.

Subsidiary undertakings

The consolidated financial statements include the financial statements of the Company and its

subsidiaries. A listing of all subsidiaries is provided in Note 30. Sales to and purchases from subsidiary

undertakings, together with outstanding payables and receivables, are eliminated in the preparation of

the consolidated financial statements in accordance with IFRS 10 Consolidated Financial Statements.

Equity accounted investments

See Note 13 for details on equity accounted investments.

Loans extended by the Group to equity accounted investments are considered trading in nature and

are included within advances to customers in trade and other receivables (Note 15).

Details of transactions with equity accounted investments during the year and related outstanding

balances at the year end are as follows:

	Associates
	2026	2025
Group	€m	€m
Net revenue	0.2	0.2
Trade and other receivables	–	–
Purchases	0.6	0.6
Trade and other payables	–	0.1
Loans	–	–

All outstanding trading balances with equity accounted investments, which arose from arm’s length

transactions, are to be settled in cash within 60 days of the reporting date.

Key management personnel

For the purposes of the disclosure requirements of IAS 24: Related Party Disclosures, the Group

has defined the term ‘key management personnel’, as its Executive and Non-Executive Directors.

Executive Directors participate in the Group’s equity share award schemes (Note 4) and are covered

for death in service by an insurance policy. Executive Directors may also benefit from medical

insurance under a Group policy (or the Group offers a cash alternative). No other non-cash benefits

are provided. Non-Executive Directors do not receive share-based payments nor post-employment

benefits. Details of the key management personnel and directors’ equity awards can also be found in

the Directors’ Remuneration Report within this annual report.

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Notes forming part of the financial statements continued

Financial Statements Additional InformationGovernance ReportStrategic Report

29. Related Party Transactions (continued)

Details of key management remuneration, charged to the Income Statement, are as follows:

	2026	2025
Group	Number	Number
Number of individuals	10	13

	2026	2025
	€m	€m
Salaries and other short-term employee benefits*	2.3	3.7
Post-employment benefits	–	0.1
Equity settled share-based payment charge and related dividend accrual	0.2	–
Pay in lieu of notice*	–	0.5
Total	2.5	4.3

* In FY2025, Patrick McMahon received a gross payment in termination of his employment of €1,088,063 including €526,500 in lieu of notice

During the current and prior financial year, there were no transactions or balances between the

Group and its key management personnel or members of their close family apart from the Group sells

stock to St Austell Brewery Company Limited, of which Jill Caseberry is a Non-Executive Director. All

transactions with related parties involve the normal supply of goods or services and are priced on an

arm’s length basis. For the purposes of the Section 305 of the Companies Act 2014, the aggregate

gains by Directors on the exercise of share options during FY2026 was nil (FY2025: €0.2m).

b) Company

The Company has a related party relationship with its subsidiary undertakings. Details of the

transactions in the year between the Company and its subsidiary undertakings are as follows:

	2026	2025
	€m	€m
Dividend income	14.9	11.1
Expenses paid on behalf of and recharged by subsidiary undertakings
to the Company	(6.7)	(5.3)
Equity settled share-based payments for employees of subsidiary
undertakings	(0.2)	0.9
Injection of cash funding and other movements with subsidiary
undertakings	(114.7)	(61.0)

30. Subsidiaries and Equity Accounted Investments

Subsidiaries

Incorporated and Registered in ROI

Trading Companies

	Registered		Class of shares held as at 28 February
Company Name	Office	Nature of Business	2026	(100% unless stated)
Bulmers Limited	(a)	Cider	Ordinary
C&C Group International Holdings	(a)	Holding Company	Ordinary & Convertible
Limited
C&C Group Sterling Holdings Limited	(b)	Holding Company	Ordinary
C&C Management Services Limited	(a)	Provision of	6% Cumulative Preference,
		Management Services	5% Second Non-Cumulative
			Preference & Ordinary Stock
C&C Finco Limited	(b)	Financing Company	Ordinary
M&J Gleeson & Co Unlimited Company (b)		Wholesale	Ordinary
Wm. Magner Limited	(a)	Export	Ordinary

Non-Trading Companies

	Registered		Class of shares held as at 28 February
Company Name	Office	Nature of Business	2026	(100% unless stated)
C&C Group Pension Trust Limited	(a)	Non-Trading	Ordinary
C&C Group Irish Holdings Limited	(a)	Non-Trading	Ordinary

Incorporated and Registered in the United Kingdom

Trading Companies	Registered		Class of shares held as at 28 February
Company Name	Office	Nature of Business	2026	(100% unless stated)
Bibendum Off Trade Limited	(h)	Wholesale	Ordinary & Participating
			Preference
C&C Holdings (NI) Limited	(e)	Holding Company	Ordinary
C&C IP UK Limited	(c)	Licensing Activity	Ordinary
C&C Management Services (UK)	(c)	Provision of	Ordinary
Limited		Management Services
Magners GB Ltd	(c)	Cider and Beer	Ordinary
Matthew Clark Bibendum Limited	(c)	Wholesale	Ordinary
Tennent Caledonian Breweries UK	(d)	Beer and Cider	Ordinary
Limited
Tennent Caledonian Breweries	(d)	Wholesale	Ordinary
Wholesale Limited
Tennent’s NI Ltd	(e)	Cider & Beer	Ordinary & 3.25%
			Cumulative Preference
Non-Trading Companies
Matthew Clark Bibendum (Holdings)	(c)	Holding Company	Ordinary A & Ordinary B
Limited

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Notes forming part of the financial statements continued

Incorporated and Registered in Luxembourg

Non-Trading Companies	Registered		Class of shares held as at 28 February
Company Name	Office	Nature of Business	2026	(100% unless stated)
C&C IP Sàrl	(f)	Non-Trading	Class A to J Units

Incorporated and Registered in Delaware USA

Non-Trading Companies	Registered		Class of shares held as at 28 February
Company Name	Office	Nature of Business	2026	(100% unless stated)
Vermont Hard Cider Company	(g)	Non-Trading	Common Stock
Holdings, Inc.

Companies currently in liquidation process

			Class of shares held as at 28 February
Entity Registered Date of VL		Name	2026	(100% unless stated)
UK	01/08/2025	Bibendum PLB (Topco) Limited	Ordinary
UK	01/08/2025	Bibendum Group Limited	Ordinary
UK	01/08/2025	Bibendum Wine Limited	Ordinary
UK	01/08/2025	C&C Profit Sharing Trustees (NI) Limited	Ordinary
UK	01/08/2025	Wallaces Express Limited	Ordinary
Luxembourg 18/08/2025		C&C Luxembourg Sàrl	Class A to J Units
UK	26/11/2025	Gleeson N.I. Limited	Ordinary
UK	26/11/2025	Walker & Wodehouse Wines Limited	Ordinary
UK	16/12/2025	Vintage Glasgow Limited	Ordinary
UK	16/12/2025	Macrocom (1018) Limited	Ordinary
UK	26/02/2026	Drygate Brewing Company Limited	Ordinary

Registered Office Addresses

(a) Annerville, Clonmel, Co. Tipperary, E91 NY79, Ireland.

(b) Bulmers House, Keeper Road, Crumlin, Dublin 12, D12 K702, Ireland.

(d) Wellpark Brewery, 161 Duke Street, Glasgow, G31 1JD, United Kingdom.

(e) 6 Aghnatrisk Road, Culcavy, Hillsborough, Co Down, BT26 6JJ, Northern Ireland.

(f) L-2132 Luxembourg, 18 Avenue Marie-Therese, Luxembourg.

(g) 251 Little Falls Drive, Wilmington, DE 19808, US

(h) 16 St Martin’s Le Grand, London, EC1 4EN, United Kingdom

Equity accounted investments

			Class of shares held as
			at 28 February 2026
Equity accounted investments	Notes	Nature of business	(100% unless stated)
Associates
Braxatorium Parcensis CVBA (Belgium)	(a)	Brewing	33.33%
Shanter Inns Limited (Scotland)	(b)	Public houses	Ordinary, 33%
Whitewater Brewing Co. Limited (Northern Ireland)	(c)	Brewing	Ordinary, 25%
Financial assets
Jubel Limited (England and Wales)	(d)	Brewing	Ordinary, 7.8%
Bramerton Condiments Limited (England and Wales)	(e)	Food and beverage Ordinary, 0.28%
Financial assets (in administration)
Innis & Gunn Holdings Limited (Scotland)	(f)	Brewing	8%

Notes:

The registered office address for each of the companies mentioned above and in the notes is as follows:

(a) 3001 Leuven-Heverlee, Abdij van Park 7, Belgium.

(b) 230 High Street, Ayr, KA7 1RQ, United Kingdom.

(d) Office 311, Edinburgh House, 170 Kennington Lane, London, SE11 5DP, United Kingdom.

(e) 25 Farringdon Street, London, EC4A 4AB, United Kingdom.

(f) C/O Fti Consulting Llp, Wizu Workspace, 2 West Regent Street, Glasgow, G2 1RW

30. Subsidiaries and Equity Accounted Investments (continued)

Subsidiaries (continued)

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Notes forming part of the financial statements continued

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31. Post-Balance Sheet Events

Innis & Gunn brand acquisition.

On 6 March 2026, the Group acquired the Innis & Gunn brand and associated global intellectual

property for €5.1m from the administrators of Innis & Gunn. A breakdown of the assets acquired

is as follows:

	Consideration paid
	€m
Intangible assets	5.0
Property, plant and equipment	0.1
Total consideration	5.1

No other material post-balance sheet events requiring disclosure have been identified.

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Adjusted earnings Profit for the year attributable to equity Shareholders as adjusted for

exceptional items.

CGU Cash-generating unit.

CODM Chief Operating Decision-Maker.

Company C&C Group plc.

Constant Currency Prior year revenue, net revenue and operating profit for each of the

Group’s reporting segments is restated to constant exchange rates

for transactions by subsidiary undertakings in currencies other than

their functional currency and for translation in relation to the Group’s

non-Euro denominated subsidiaries by revaluing the prior year figures

using the current year average foreign currency rates.

DBT Deferred Bonus Plan.

DWT Dividend Withholding Tax.

EBITDA Earnings before Interest, Tax, Depreciation and Amortisation charges

excluding the Group’s share of equity accounted investments’ profit/

(loss) after tax.

Adjusted EBITDA EBITDA as adjusted for exceptional items.

EBIT Earnings before Interest and Tax.

Adjusted EBIT EBIT as adjusted for exceptional items.

Effective tax rate (%) Income and deferred tax charges relating to continuing activities

before the tax impact of exceptional items calculated as a percentage

of profit before tax for continuing activities before exceptional items

and excluding the Group’s share of equity accounted investments’

profit/(loss) after tax.

EPS Earnings per share.

EU European Union.

Exceptional Material items of income and expense within the Group results for the

year which by virtue of their size or nature, and are non-recurring, are

disclosed in the Income Statement and related notes as exceptional items.

Export Sales in territories outside of Ireland, Great Britain and North America.

Free Cash Flow Free Cash Flow is a measure that comprises cash flow from operating

activities net of capital investment cash outflows which form part of

investing activities. Free Cash Flow highlights the underlying cash-

generating performance of the ongoing business.

FRS 101 Financial Reporting Standard 101 Reduced Disclosure Framework.

Functional currency The currency of the primary economic environment in which the entity

operates. The consolidated financial statements are presented in

Euro, which is the presentation currency of the Group and both the

presentation and functional currency of the Company.

GB Great Britain (i.e. England, Wales and Scotland).

For the purposes of segmental reporting, GB includes all sales executed

and managed outside the Island of Ireland.

Group C&C Group plc and its subsidiaries

HL Hectolitre (100 Litres).

kHL = kilo hectolitre (100,000 litres).

mHL = millions of hectolitres (100 million litres).

IAS International Accounting Standards.

IASB International Accounting Standards Board.

IFRIC International Financial Reporting Interpretations Committee.

IFRS International Financial Reporting Standards as adopted by the EU.

Interest cover Calculated by dividing the Group’s EBITDA excluding exceptional

items and discontinued activities by the Group’s interest expense,

excluding IFRS 16 Leases finance charges, issue cost write-offs, fair

value movements with respect to derivative financial instruments and

unwind of discounts on provisions, for the same period.

Leverage ratio A leverage ratio measures a company’s debt compared to its equity or

capital. These are referred to as either a Leverage ratio, which takes the

Net Debt as reported in Note 21 excluding leases, divided by Adjusted

EBIDTA as reported on a pre-IFRS 16 basis, or as a Covenant ratio, which

takes the Net Debt as reported in Note 21 excluding leases and loan issue

costs, divided by Adjusted EBIDTA as reported on a pre-IFRS 16 basis.

Financial definitions

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Financial definitions continued

Liquidity Liquidity is defined as cash and cash equivalents plus undrawn amounts

under the Group’s revolving credit facility.

LTIP Long-Term Incentive Plan

Net debt Net debt comprises borrowings (net of issue costs) less cash plus lease

liabilities capitalised under IFRS 16 Leases.

Net debt/EBITDA A measurement of leverage, calculated as the Group’s Net debt divided

by its EBITDA excluding exceptional items and discontinued activities.

The net debt to EBITDA ratio is a debt ratio that shows how many years

it would take for the Group to pay back its debt if net debt and EBITDA

are held constant.

Net revenue Net revenue is defined by the Group as revenue less excise duty.

The duty number disclosed represents the cash cost of duty paid

on the Group’s products. Where goods are bought duty paid and

subsequently sold, the duty element is not included in the duty line

but within the cost of goods sold. Net revenue therefore excludes duty

relating to the brewing and packaging of certain products. Excise

duties, which represent a significant proportion of revenue, are set

by external regulators over which the Group has no control and are

generally passed on to the consumer.

NI Northern Ireland

Non-controlling interest Non-controlling interest is the share of ownership in a subsidiary entity

that is not owned by the Group.

OECD Organisation for Economic Co-operation and Development

Off-Trade All venues where drinks are sold for off-premises consumption

including shops, supermarkets and cash-and-carry outlets selling

alcohol for consumption off the premises.

On-Trade All venues where drinks are sold at retail for off-premises consumption

including pubs, hotels and clubs selling alcohol for consumption on the

premises.

Operating profit Profit earned from the Group’s core business operations before net

financing and income tax costs and excluding the Group’s share of

equity accounted investments’ profit/(loss) after tax. In line with the

Group’s accounting policies certain items of income and expense are

separately classified as exceptional items on the face of the Income

Statement.

Operating margin Operating margin is based on operating profit before exceptional items

and is calculated as a percentage of net revenue.

PPE Property, plant and equipment

Revenue Revenue comprises the fair value of goods supplied to external

customers exclusive of intercompany sales and value added tax, after

allowing for discounts, rebates, allowances for customer loyalty and

other pricing related allowances and incentives.

ROI Republic of Ireland

TSR Total Shareholder Return

UK United Kingdom (Great Britain and Northern Ireland)

US United States of America

magnertism campaign

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Additional

Information

IN THIS SECTION:

Shareholder and Other Information 211

Our ‘Magnertism’

campaign for

Magners marked

the largest brand

investment in over

a decade.

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Shareholder and Other Information

C&C Group plc is an Irish registered company (registered number: 383466). Its Ordinary Shares

are quoted on the London Stock Exchange (ISIN: IE00B010DT83 SEDOL: B010DT8).

The authorised share capital of the Company at 28 February 2026 was 800,000,000 Ordinary

Shares at €0.01 each. The issued share capital at 28 February 2026 was 379,590,028 Ordinary

Shares of €0.01 each.

Euroclear Bank

Following the migration in March 2021 of securities settlement in the securities of Irish registered

companies listed on the London Stock Exchange (such as the Company) and/or Euronext Dublin from

the CREST settlement system to the replacement system, Euroclear Bank, the Company’s shares are

held and transferred in certificated form (that is, represented by a share certificate) or in electronic

form indirectly through the Euroclear System or through CREST in CDI (‘CREST Depository

Interest’) form. Shareholders have the choice of holding their shares in electronic form or in the

form of share certificates. Shareholders should consult their stockbroker if they wish to hold their

shares in electronic form.

Share price data 2026 2025

Share price at year end £1.18 £1.47

Number of shares in issue at year end 379,590,028 387,373,717

Market capitalisation 28/29 February £448m £568m

Share price movement during the financial year

– High £1.82 £1.77

– Low £1.07 £1.39

Dividend Payments

The Company may, by ordinary resolution, declare dividends in accordance with the respective

rights of Shareholders, but no dividend shall exceed the amount recommended by the Directors.

The Directors may also declare and pay interim dividends if they believe they are justified by the

profits of the Company available for distribution.

Subject to Shareholder approval at the 2026 Annual General Meeting, the Directors have proposed

a final dividend of 3.67 cent per Ordinary Share to be paid on 17 July 2026 to Shareholders registered

at the close of business on 12 June 2026. An interim dividend was paid of 2.08 cent per share;

therefore, the Group’s full-year dividend will amount to 5.75 cent per share. There is no scrip

dividend alternative proposed.

IMPORTANT – Payment of Dividends by Mandatory Direct Credit

At the Company’s 2025 Annual General Meeting, Shareholders passed a resolution to make

certain amendments to the Company’s Articles of Association, including, to permit that all future

dividends be paid by electronic funds transfer directly into your bank account from 2026. That is,

from December 2026, C&C will no longer pay dividends by cheque and dividend payments will be

made by direct transfer to bank accounts only. Shareholders who have not already done so should

provide their bank details as soon as possible to the Registrar (see contact details below), to facilitate

dividend payments.

Dividend Withholding Tax (‘DWT’) must be deducted from dividends paid by an Irish resident

company, unless a Shareholder is entitled to an exemption and has submitted a properly completed

exemption form to the Company’s Registrar. DWT applies to dividends paid by way of cash or by

way of shares under a scrip dividend scheme and is deducted at the standard rate of income tax

(currently 20%). Non-resident Shareholders and certain Irish companies, trusts, pension schemes,

investment undertakings, companies resident in any member state of the European Union and

charities may be entitled to claim exemption from DWT. DWT exemption forms may be obtained

from the Irish Revenue Commissioners website: www.revenue.ie/en/tax/dwt/forms/index.html.

Shareholders should note that DWT will be deducted from dividends in cases where a properly

completed exemption form has not been received by the relevant record date. Shareholders who

wish to have their dividend paid direct to a bank account, by electronic funds transfer, should

contact Link Registrars to obtain a mandate form. Tax vouchers will be sent to the Shareholder’s

registered address under this arrangement.

Dematerialisation

There is a requirement in the Central Securities Depositories Regulations (‘CSDR’) that all newly

issued securities of quoted companies admitted to trading in the EU hold all shares through a CSD

from 1 January 2023 and all existing transferable securities of quoted companies admitted to trading

in the EU must be represented in book entry from 1 January 2025. Following a successful conversion

on 1 January 2025, Irish corporate securities have now fully transitioned to a dematerialised format.

This means that all shares and securities will now exist only in electronic form, eliminating the need

for paper share certificates.

Shareholders may find it easier to access and manage their shareholdings securely online via the

Computershare Investor Services (Ireland) Limited Investor Centre portal which can be accessed at

www.investorcentre.com/ie.

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Holders through Euroclear Bank

Investors who hold their shares via Euroclear Bank or (in CDI form) through CREST will automatically

receive dividends in Euro unless they elect otherwise.

Certificated Shareholders

Shareholders who hold their shares in certificated form will automatically receive dividends in Euro

with the following exceptions:

• Shareholders with an address in the United Kingdom (UK) will automatically receive dividends

in Sterling.

• Shareholders who had previously elected to receive dividends in a particular currency will

continue to receive dividends in that currency.

Shareholders who wish to receive dividends in a currency other than that which will be automatically

used should contact the Company’s Registrar.

E-Communication

In order to promote a more cost effective and environmentally friendly approach, the Company

provides the Annual Report electronically to Shareholders via the Group’s website and only sends

a printed copy to those who specifically request one. Shareholders who wish to alter the method

by which they receive communications should contact the Company’s Registrar. Shareholders

who specifically request hard copy communications will continue to receive printed proxy forms,

dividend documentation, Shareholder circulars, and, where the Company deems it appropriate,