We present our Strategic Report for BrewDog plc and its subsidiaries (collectively known as “the group”) for the year ended 31 December 2024.

The loss after taxation for the year amounted to £34,558,000 (2023 loss: £63,569,000). No dividend has been paid or proposed (2023: £nil).

The principal activity of the group continues to be that of brewing beer and operating bars. The results of the group show a pre-tax loss of £36,670,000 (2023 pre-tax loss: £59,205,000) for the year and turnover of £357,037,000 (2023: £354,598,000).

We consider the key risks and uncertainties affecting the group to be the availability and cost of ingredients for our beers and the growing prominence of the craft beer market bringing with it more competition. In order to mitigate these risks and uncertainties, we continue to source quality hops and malt to brew our innovative beers and continue to look for opportunities to bring our beers to the wider public.

The group's activities expose it to a number of financial risks including liquidity and credit risk.

In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, the group uses a mixture of long, medium and short-term debt finance. Forecasts are produced to assist management in identifying liquidity requirements and maintaining adequate reserves.

The group's financial assets are cash and cash equivalents and trade and other receivables.

The group's credit risk is primarily attributable to its trade receivables for beer sales. The amounts presented in the balance sheet are net of an allowance for the expected credit loss. An allowance for impairment is made where there is an identified loss event which is evidence of a reduction in the recoverability of cash flows.

Beer sales are concentrated towards a number of key customers. Credit risk is managed through maintaining good customer relationships and the monitoring of credit levels and settlement periods.

The credit risk on liquid funds is limited because the counter party is a bank with an investment grade credit rating assigned by international credit rating agencies.

The UK Corporate Governance Code (the Code) requires the Board to understand the views of the Company's other key stakeholders and report how their interests and the matters set out in Section 172 of the UK Companies Act 2006 have been considered in Board discussions and decision making.

During the year, the Directors believe that they have acted in a way, and have made decisions that would, most likely promote the success of the Group for the benefit of its members as a whole, with particular regard for the following key stakeholders:

Our mission is to make people as passionate about great beer as we are, so our customers are at the heart of the business. We achieve this through ensuring our products are of the highest quality and staying ahead of the consumer trends. We operate across an increasing range of channels to reach the end consumer, including grocery, impulse, wholesale, festivals, e-comm, on trade and our own bars. We are continually engaging with consumers and the channel partners to ensure we are delivering incredible beer and brand experiences.

BrewDog is built on a commitment to its people, who are essential to our success and growth. We continue to focus on key matters for our crew including charitable giving, a focus on internal promotion, and learning and development, all of which are detailed in the ‘People' section. Regular business updates are provided by the Chief Executive Officer for all our crew, these sessions cover trading, strategic priorities and new initiatives.

We actively engage with our EFPs and other investors to support an understanding of our business, progress against strategic priorities and to address any concerns. Our EFP team has the primary responsibility for managing and developing our relationship with EFPs. In addition to help build our EFP community the forum facilitates communication between our investors and the business, including directors. The AGM is an opportunity for shareholders to hear from the founders on the Group's performance and strategic direction and to ask questions – in addition to tasting our fantastic range of beers and spirits with other likeminded people. BrewDog's shareholder base is managed by the EFP team with support from the Company's registrars, Computershare.

Our belief is that business should be a force for good. We are committed to ensuring that we set a new blueprint for business, supporting our community wherever possible. Our planet needs us more than ever before, and we have dedicated investment and resources to projects such as our bio-energy facility, and a consistent effort to reduce our emissions across our operations. In 2024 we achieved Our Positive Planet Gold accreditation, as evidence of our commitment to sustainability and we are working towards being reaccredited for 2025. We also seek to benefit the communities in which we work, whether it is those surrounding our four Breweries or our 100+ bars. This includes community events, such as Christmas parties, charitable giving of both time and resources, and working closely with local businesses. We've also trained a network of over 200 staff who hold the Mental Health First Aider qualification, enabling us to better support the wellbeing of our teams across every corner of our business, as well as assist our customers as needed. Our business is an accredited Menopause friendly employer our work for which won  us an employee wellness initiative of the year award from the British HR Awards, and we've also dedicated resources to supporting our teams through neurodivergence assessments and diagnoses.

To allow us to make great beer, our suppliers are fundamental to the quality of our products. To ensure we obtain quality raw materials, we partner closely with key suppliers. This includes providing support for research and development, providing updates on our business, strategic priorities and new product development.

The Directors present their Streamlined Energy and Carbon report for the year ended 31 December 2024. This report represents the annual greenhouse gas (GHG) emissions for the Groups operations for the calendar year 2024. This report considers the amount of GHG emissions that can be directly attributed to the organisation's operations within the declared boundary and for the year to 31 December 2024.

The Group is taking urgent action to combat climate change and its impacts, including revisions to Groups policies, procedures and production in order to implement actions aimed at reducing GHG emissions to align with global commitments.

In 2020, the Group established a target to reduce the carbon footprint of its business by 35% per HL of beer by the end of 2023, versus a 2019 baseline, achieving a total reduction of 20.25% in this time frame. The Group's efforts were recognized with Positive Planet Gold accreditation in December 2024 and details published publicly in Make Earth Great Again 6.0. Moving forward the Group is developing a new set of targets for the UK business, aligned to the Science Based Target Initiative (SBTi). These targets are being set out in a TCFD (Taskforce on Climate Related Financial Disclosures) aligned Transition Plan, and new ESG (Environmental, Societal and Governance) Strategy being published in Autumn 2025.The Group's Sustainability agenda is evolving with a focus on:

Identifying decarbonisation hotspots in both the plc and Retail business, with consideration to the undertaking of a Product Carbon Footprint (PCF) or Life Cycle Assessment (LCA) to drive future action

Data quality enhancement, decreasing the portion of spend based/industry average emissions calculations and increasing supplier specific data in the emissions inventory

Supplier and customer collaboration and partnership to drive commitment towards science based aligned emissions targets across the value chain

Community engagement on sustainability

Research support and insight into Forestry Land and Agriculture (FLAG) emissions to combat impacts from brewing's core ingredients and retails food supplies

BrewDog appointed 3Keel in April 2025 to support work on the emissions inventory, transition plan and provide target setting advice and support. 3Keel have rebaselined the Group's previous emissions to 2023 to provide like-for-like comparisons moving forward. This process has provided consistency and transparency as the Company work with new consultants and a new emissions calculation methodology.

Data quality continues to be enhanced as the Group progresses its sustainability journey, but the fundamental actions of decarbonization of production, through green energy procurement, infrastructure projects that reduce energy intensity and increase efficiency, and supplier innovations continue to underpin the Group's journey to Net Zero.

Working to install a closed loop CO2 recovery system which will capture operational CO2 and use it downstream in the beer, reducing material requirements.

Continue to ensure all UK energy supply is generated by a renewable source using RGGO and REGO-backed (Renewable Energy Guarantees of Origin) tariffs.

Working with all teams in production and Retail to reduce operational impact by improving gas, electricity and water use, including use of predictive and preventative maintenance, and efficiency projects also reported via the ESOS (Energy Savings Opportunity Scheme) process.

Working closely with Transport and Distribution partners to understand a transport and distribution emissions reduction roadmap.

Working closely with suppliers to utilise sustainable packaging, material and products across the plc and Retail businesses, including further reductions in plastic wrap used on pallets expected in 2025, and the introduction of an eco-cleaning product supplier in retail reducing plastic, and overall emissions.

Providing letters of support for two Research projects with Academic Institutions, which if successful will see the Company support PhD studentships and facilitate data sharing and expertise around core ingredients and regenerative agriculture.

Roll out of staff engagement initiatives linked to Sustainability and Sustainability education.

Supporting local community sustainability initiatives including volunteering with Powering Futures, hosting site visits to the AD Plant for School pupils, a BioGas experiment with 90 primary school aged pupils and delivering talks and innovation challenges with a local University.

The Company will continue to work with Positive Planet for external verification of carbon accounting and the sustainability agenda in 2025.

Electricity will be presented with both market and location based emissions moving forward.

Development of more detailed reporting externally to share updates on ESG initiatives with the BrewDog community, and set a standard for transparency.

The calculations used for these disclosures were based on the carbon calculations for 2024 undertaken by 3Keel, and will be externally verified by Positive Planet later in 2025. 3Keel's methodology is fully compliant with the Greenhouse Gas (GHG) Protocol and relevant government legislation and guidance for GHG emission factors. The emissions were classified under the following categories:

Definition of the operational boundaries began by identifying all GHG sources that the Group should include in its inventory. The carbon footprint for the Group has been developed by adopting an operational-control approach as per the GHG-Protocol, in turn splitting emissions by Scope 1, 2, 3 of the Global PLC and Retail. At this stage, BrewDog has accounted for:

This represents an expansion of the previous boundary with the inclusion of End of Life Treatment of sold products, and Franchises. However, the rebaselined 2023 data will include these categories.

Other scope 3 emissions have been excluded on the grounds of immateriality (i.e. Upstream and Downstream Leased Assets, Processing of Sold Products and Investments). The Group continues to review the methodology utilised for carbon accounting and seeks continuous enhancement to carbon accounting.

Please note that previous Scope 2 data contained a combination of market-based and location-based data based on the previous consultants methodological approach and advice. Moving forward, BrewDog is using location-based Scope 2 data for the purpose of this report. This has contributed to the presented increase from 2023 in this category. The final publication of the carbon footprint will contain information on both the location-based and the market-based Scope 2 emissions. For information, all UK plc and Retail, and Germany Scope 2 emissions arising from purchased electricity would be 0 under the market based approach.

See above note regarding Extrapolation. The table above uses the Scope 3 total extrapolation.

On behalf of the board

29/08/2025

Registered No. SC311560

The Directors present their report and financial statements for the year ended 31 December 2024. The group financial statements have been prepared under UK adopted international accounts standards (“IFRSs”) and the parent company financial statements prepared under United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”).

We are in business to make other people as passionate about great craft beer as we are. We will continue to invest in our people, our beer, our infrastructure and our breweries. We are significantly focused on improving sustainability and transparency, to ensure that we make great beer and have a planet to drink it on.

The directors who served the company during the year, and up to the date of signing, were as follows:

N A Simpson (resigned 8 February 2024)

A M Dickie (resigned 20 August 2025)

J B Watt

J L O'Hara

F B Jack  (resigned 19 December 2024)

A Leighton

A R J Gilmore (resigned 19 December 2024)

E Johnson

G Boer

D Ligon (appointed 19 December 2024)

G Croft (appointed 31 March 2025)

The directors have a reasonable expectation that the Group as a whole has adequate resources to continue its operational existence until 31 December 2026. For this reason, they continue to adopt the going concern basis in the accounts.  The Group's activities, together with factors likely to affect its future development, performance and position, along with additional support from TSG in the form of a £20 Million facility, are considered by the Directors on an on-going basis.  In addition, notes 22, 23 and 26 include details of the Group's treasury activities, long term funding arrangements, financial instruments and financial risk management activities, and note 32 details subsequent events.

The directors have performed stress testing of cashflow forecasts to take account of events which could impact the financial position of the Group. The range of stress tests included a reduction in demand for its products and related impacts on working capital along with a range of extreme but plausible downsides. These stress tests demonstrate that the group has access to sufficient liquidity through the going concern period to 31 December 2026. As such, the directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.

Between the end of the financial year and the date of this report there are two events of note, additional funding has been secured from TSG for £20 Million of which £15 Million has been drawn down to date. Also 10 Bars have been announced for closure due to the ongoing industry challenges, the decision has been made proactively to redefine the bar division's focus for long term profitable growth. No additional transaction or event of a material nature have occurred, in the opinion of the Directors, that is likely to significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in future financial years.

The group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for each disabled person. Arrangements are made, wherever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities.

The group's policy is to consult and discuss with employees at meetings any matters likely to affect their interests. Information on matters of concern to employees is given through information bulletins and communications, through Huddle, which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

During the year the group continued to undertake research and development which is aimed at improving processes, creating new brewing methods and techniques and continued expansion of our product range.

The company has granted an indemnity to one or more of its directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. Such qualifying third-party indemnity provision remains in force as at the date of approving the directors' report.

So far as the directors are aware, there is no relevant audit information of which the group's auditors are unaware. Additionally, the directors have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the group's auditors are aware of that information.

Under applicable law and regulations, the directors are also responsible for preparing a strategic report, directors' report, that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website.

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, 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.

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.

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 and parent company's ability to continue as a going concern for a period to 31 December 2026.

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's ability to continue as a going concern.

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon.  The directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this 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 course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact.

We have nothing to report in this regard.

In our opinion, based on the work undertaken in the course of the audit:

the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the strategic report and directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

the parent company financial statements are not in agreement with the accounting records and returns; or

certain disclosures of directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

As explained more fully in the directors' responsibilities statement set out on page 9 the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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. 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.  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 entity and management.

Our approach was as follows:

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant are those that relate to the reporting framework (UK adopted international accounting standards and United Kingdom Generally Accepted Accounting Practice), the Companies Act 2006 and the relevant direct and indirect tax compliance regulations in the United Kingdom. In addition, the Group has to comply with laws and regulations relating to its operations and health and safety.

We understood how BrewDog PLC is complying with those frameworks by making enquiries of management, those charged with governance, and those responsible for legal and compliance procedures. We corroborated our enquiries through the review of board minutes and any correspondence with relevant counterparties and noted that there was no contradictory evidence.

We assessed the susceptibility of the Group's financial statements to material misstatement, including how fraud might occur by making enquiries of management from various parts of the business and performing a walkthrough of the financial statement close process. We considered performance targets and their propensity to influence efforts made by management to manage results. We also considered the risk of management override and assumed revenue to be a fraud risk.  We incorporated data analytics into our testing of revenue recognition and tested specific transactions back to source documentation.

Based on this understanding we designed our audit procedures to identify noncompliance with such laws and regulations. Our procedures, in addition to those set out above, included a review of board minutes to identify any non-compliance with laws and regulations. In addition, we completed procedures to conclude on the compliance of the disclosures in the financial statements with all applicable requirements. We also utilised data analytical tools to review for potential non-compliance with laws and regulations and tested manual journal entries to supporting evidence. Our procedures also involved obtaining and reading correspondence with relevant management specialists and involving EY specialists to assist in the design of audit procedures responsive to identified instances of non-compliance, where required.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at https://www.frc.org.uk/auditorsresponsibilities.  This description forms part of our auditor's report.

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.  Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose.  To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The group has elected to take the exemption under section 408 of the Companies Act 2006 not to present the company income statement. The loss after tax recorded by the company for the year was £10,780,000 (2023: loss of £29,061,000).

The financial statements of BrewDog PLC (the company) and its subsidiaries (collectively, the group) for the year ended 31 December 2024 were authorised for issue by the Board of Directors on 29/08/2025. The company is incorporated in the United Kingdom under the Companies Act 2006.

The consolidated financial statements, which have been prepared under the historical cost convention, in accordance with UK adopted international accounting standards and incorporate the financial statements of the Company and its subsidiaries, joint ventures and associates from the effective date of acquisition or to the date of deemed disposal.

The parent company financial statements have been prepared in accordance with Financial Reporting Standard 101 - Reduced Disclosure Framework ("FRS 101") and using the historical cost convention. In preparing these financial statements, the company applies the recognition, measurement and disclosure requirements of International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board (IASB), but makes amendments where necessary in order to comply with the Companies Act and has set out below where advantage of the FRS 101 disclosure exemptions have been taken.

The company has taken advantage of the following disclosure exemptions under FRS 101:

The requirement of IFRS 7 ‘Financial Instruments: Disclosures' relating to the disclosure of financial instruments and the nature and extent of risks arising from such instruments;

The requirement of IFRS 13 ‘Fair Value Measurement' paragraphs 91 to 99 relating to the fair value measurement disclosures of financial assets and financial liabilities that are measured at fair value, such as the available for sale investments and derivative financial instruments;

The applicable requirements of IAS 36 ‘Impairment of Assets' relating to the disclosures of estimates used to measure recoverable amounts;

The requirement of IAS 1 ‘Presentation of Financial Statements' paragraphs 134 to 136 relating to the disclosure of capital management policies and objectives;

The requirements of IAS 7 ‘Statement of Cash Flows' and IAS 1 ‘Presentation of Financial Statements' paragraph 10(d), 111 relating to the presentation of a Cash Flow Statement;

The requirements of IAS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors' paragraphs 30 and 31 relating to the disclosure of standards, amendments and interpretations in issue but not yet effective; and

The requirements of IAS 24 ‘Related Party Disclosures' relating to the disclosure of key management personnel compensation and relating to the disclosure of related party transactions entered into between the Company and other wholly-owned subsidiaries of the group.

The requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers.

The requirements of paragraph 52, the second sentence of paragraph 89, and paragraphs 90, 91 and 93 of IFRS 16 Leases. The requirements of paragraph 58 of IFRS 16, provided that the disclosure of details of indebtedness required by paragraph 61(1) of Schedule 1 to the Regulations is presented separately for lease liabilities and other liabilities, and in total.

The consolidated financial statements are presented in sterling, which is the company's functional currency and all values are rounded to the nearest thousand (£000), except as otherwise indicated.

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at 31 December 2024. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if, and only if, the Group has:

• Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee)

• Exposure, or rights, to variable returns from its involvement with the investee

• The ability to use its power over the investee to affect its returns

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

Profit or loss and each component of OCI are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with the Group's accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group disposes of a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value.

The directors have a reasonable expectation that the Group as a whole has adequate resources to continue its operational existence until 31 December 2026. For this reason, they continue to adopt the going concern basis in the accounts.  The Group's activities, together with factors likely to affect its future development, performance and position are considered by the Directors on an on-going basis.  In addition, notes 21, 22 and 25 include details of the Group's treasury activities, long term funding arrangements, financial instruments and financial risk management activities.

The directors have performed stress testing of cashflow forecasts to take account of events which could impact the financial position of the Group. The range of stress tests included a reduction in demand for its products and related impacts on working capital along with a range of extreme but plausible downsides. These stress tests demonstrate that the group has access to sufficient liquidity through the going concern period to 31 December 2026. As such, the directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.

The company has considered all new and amended IFRSs issued by the International Accounting Standards Board (IASB) that are mandatorily effective for the year ended 31 December 2024. Where the changes affect the company, the relevant application and disclosure has been made during the year to 31 December 2024. The new and amended IFRSs during the year are as detailed below:

These amendments had no impact on the consolidated financial statements of the Group.

The company has not early adopted any standards, interpretations or amendments that have been issued, but are not yet effective.

Tangible fixed assets, other than land, are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, as follows:

Land

not depreciated

Buildings

2% on cost

Long-term leasehold property

over lease term

Plant and machinery

10 - 25% on reducing balance and 33 - 50% on cost

Computer equipment

33% on cost

Fixtures and fittings

20 - 50% on cost

Motor vehicles

25% on reducing balance

Assets under construction

not depreciated

Certain brewing equipment, included within plant and machinery, is depreciated at 10% on reducing balance method and has been allocated a residual value of between 10% and 55% of cost, dependant on the equipment's use.

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is the fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less accumulated amortisation and accumulated impairment losses, if any.

Internally generated intangible assets, excluding capitalised development costs, are not capitalised and expenditure is recognised in the statement of profit or loss when it is incurred.

Intangible assets with indefinite useful lives are not amortised, but are tested for impairment annually, either individually or at the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. Intangible assets with indefinite useful lives consist of distribution rights and goodwill.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the asset is derecognised.

The Group applies the equity method to investments where it has either joint control or significant influence. Under the equity method, the investment is initially recognised at cost (which in the case of investees which were previously consolidated subsidiaries, is based on their fair value on the date control was lost). Subsequently, the carrying amount of the investment is adjusted to recognise changes in the Group's share of net assets of the associate or joint venture since the acquisition date. Goodwill relating to the associate or joint venture is included in the carrying amount of the investment and is not tested for impairment separately.

The statement of profit or loss reflects the Group's share of the results of operations of the associate or joint venture. Any change in OCI of those investees is presented as part of the Group's OCI. In addition, when there has been a change recognised directly in the equity of the associate or joint venture, the Group recognises its share of any changes, when applicable, in the statement of changes in equity.

After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its associate or joint venture. At each reporting date, the Group determines whether there is objective evidence that the investment in the associate or joint venture is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate or joint venture and its carrying value.

Non-current financial assets comprise investments in unlisted equity securities. The investments are measured at fair value, with changes in fair value recognised in profit or loss.

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 assets or cash generating unit's (CGU) 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 pre-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. The group bases its impairment calculation on most recent budgets and forecast calculations, which are prepared separately for each of the group's CGUs to which the individual assets are allocated. These budgets and forecast calculations generally cover a period of three years. A long-term growth rate is calculated and applied to project future cash flows after the fifth year.

Impairment losses of continuing operations are recognised in the statement of comprehensive income in expense categories consistent with the function of the impaired asset. For assets excluding goodwill, 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 CGU's 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. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profit or loss.

Goodwill is tested for impairment annually and when circumstances indicate that the carrying value may be impaired. Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the goodwill relates. When the recoverable amount of the CGU is less than its carrying amount, an impairment loss is recognised. Impairment losses relating to goodwill cannot be reversed in future periods.

Intangible assets with indefinite useful lives are tested for impairment annually at the CGU level, as appropriate, and when circumstances indicate that the carrying value may be impaired.

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, which is measured at acquisition date fair value, and the amount of any non-controlling interests in the acquiree. For each business combination, the group elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition-related costs are expensed as incurred and included in operating expenses.

When the group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.

Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests and any previous interest held over the net identifiable assets acquired and liabilities assumed). If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in profit or loss.

Goodwill is allocated to each of the Groups cash generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

Where goodwill has been allocated to a CGU and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained.

Revenue comprises revenue recognised by the group in respect of goods supplied during the year, exclusive of value added tax and trade discounts but inclusive of excise duty. Revenue is recognised in the financial statements when goods are shipped to customers and the entity has satisfied its performance obligations under the contract. Revenue comprises the fair value of the consideration received or receivable for the sale of goods in the ordinary course of business.

Cost of sales comprises brewery, warehouse maintenance costs, ingredients, packaging and direct staff costs.

Operating expenses comprises indirect staff costs, advertising, marketing, distribution and other expenditure which is indirect in nature.

Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted or substantively enacted at the balance sheet date.

Income tax is charged or credited directly to equity if it relates to items that are credited or charged to equity. Otherwise income tax is recognised in the statement of comprehensive income.

Deferred income tax is recognised on all temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements, with the following exception:

Deferred income tax assets are recognised only to the extent that it is reasonable that taxable profits will be available against which the deductible temporary differences, carried forward tax credits or tax losses can be utilised.

Deferred income tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the related asset is realised, or liability is settled, based on tax rates and laws enacted or substantively enacted at the balance sheet date.

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period end exchange rates of monetary assets and liabilities denominated in foreign currency are recognized in the statement of comprehensive income. The principal foreign currencies used by the group are US dollars ($), Euro (€) and Australian dollars (AUS $).

The assets and liabilities of foreign operations are translated into sterling at the rate of exchange ruling at the balance sheet date. Income and expenses are translated at weighted average exchange rates for the year. The resulting exchange differences are recognised in other comprehensive income.

Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete, and the asset is available for use. It is amortised over the period of expected future benefit. Amortisation is recorded in cost of sales. During the period of development, the asset is tested for impairment annually.

Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods that the costs, which it is intended to compensate, are expensed. Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognised in profit or loss in the period in which they become receivable. Where the income relates to a distinct identifiable expense, the income is offset against the relevant expenses. When the grant relates to an asset, it is recognised as income in equal amounts over the expected useful life of the related asset.

The group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The group recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

The group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

At the commencement date of the lease, the group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the group and payments of penalties for terminating the lease, if the lease term reflects the group exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the group uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments

resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

The group applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (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 of office equipment that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

Financial assets are recognised when the company becomes party to the contracts that give rise to them and are classified as financial assets at fair value through profit or loss or loans and receivables, as appropriate. The company determines the classification of its financial assets at initial recognition and, where allowed and appropriate, re-evaluates this designation at each financial year-end.

When financial assets are recognised initially, they are measured at fair value, being the transaction price plus, in the case of financial asset not at fair value through profit or loss, directly attributable transaction costs.

Trade receivables, which generally have 60-90 day terms, are recognised and carried at the lower of their original invoiced value and recoverable amount. Where the time value of money is material, receivables are carried at amortised cost.

A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognised when:

the rights to receive cash flows from the asset have expired; or

the company 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:

The company has neither transferred nor retained substantially all the risks and rewards of the asset, but had transferred control of the asset, or

The company has transferred substantially all the risks and rewards of the asset.

When the company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred of the asset, the asset is recognised to the extent of the company's continuing involvement in the asset. In that case, the company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the company has retained.

The group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables and contract assets, the group applies a simplified approach in calculating ECLs. Therefore, the group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

All financial liabilities are recognised initially at fair value and in the case of loans and borrowings, plus directly attributable transaction costs.

Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

Loans are initially recognised at cost, being the fair value of the consideration received net of issue costs associated with the borrowing. Loans are subsequently measured at their amortised cost applying the effective interest rate method.

Finance charges on the loans are recognised as finance costs in the statement of comprehensive income using the effective interest rate method.

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the income statement.

The group operates three equity-settled, share based compensation plans. The fair value of the employee services received in exchange for the grant of the options is recognised as an expense over the vesting period. The total amount expensed over the vesting period is determined by reference to the fair value of the options at the date on which they were granted.

Fair value is determined at the date when the grant is made using an appropriate valuation model, further details are included in note 30. Non-market performance vesting and service conditions are included in assumptions about the number of options that are expected to vest. At each balance sheet date, the company revises its estimates of the number of options that are expected to vest.

The company recognises the impact of the revision to original estimates, if any, in the income statement, with corresponding adjustment to equity. No expense is recognised for awards that do not ultimately vest.

The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share based payment reserve when the options are exercised and new shares are issued.

BrewDog PLC shares held by the group are deducted from equity as “treasury shares” and are recognised at cost. Consideration received for the sale of such shares is also recognised in equity, with any difference between the proceeds from sale and the original cost being taken to reserves. No gain or loss is recognised in the income statement on the purchase, sale, issue or cancellation of equity shares.

Inventories are valued at the lower of cost and net realisable value.

Costs incurred in bringing each product to its present location and condition are accounted for, as follows:

Raw materials - Purchase cost on a first-in, first-out basis.

Finished goods and work in progress - Cost of direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity but excluding borrowing costs.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs to sell.

The pension plan in place is a defined contribution plan. Pension contributions are charged to the income statement as an expense in the period to which the contributions relate. Once the contributions have been paid, there are no further payment obligations.

Management exercises judgement in determining adjustments which are applied to IFRS measurements to derive suitable APMs. APMs are used where management believe the measures provide additional meaningful information on the underlying business performance and these measures are used when assessing performance of the business. APMs are not defined by IFRS and may not be directly comparable with other companies and they are not intended to be a substitute to IFRS measures.

Site pre-opening costs refer to costs incurred in getting new sites fully operational and primarily include costs incurred before opening and in preparing for launch. These costs are disclosed separately to provide a more accurate indication of the Group's underlying performance.

Site closing costs refer to costs incurred in sites which have been closed in the year and exited. These primarily include costs of disposal of assets, trading losses and removal of stocks. These costs are disclosed separately to provide a more accurate indication of the Group's underlying performance.

The preparation of the Group's financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts within the financial statements. However, the nature of estimation means that actual outcomes may differ from those estimates. The following judgements have had the most significant effect on the amounts recognised in the financial statements:

In the process of applying the Group's accounting policies, management has made the following judgements, which have had the most significant effect on the amounts recognised in the consolidated financial statements.

The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.

The Group has several lease contracts that include extension and termination options. The Group applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customisation to the leased asset).

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group based its assumptions and estimates on parameters available when the consolidated financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they occur.

Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which depends on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option or appreciation right, volatility and dividend yield and making assumptions about them. The Group initially measures the cost of cash-settled transactions with employees using the Black-Scholes-Merton (“BSM”) pricing model to determine the fair value of the liability incurred. For cash-settled share-based payment transactions, the liability needs to be remeasured at the end of each reporting period up to the date of settlement, with any changes in fair value recognised in profit or loss. This requires a reassessment of the estimates used at the end of each reporting period. The assumptions used for estimating fair value for share-based payment transactions are disclosed in note 30.

Revenue represents the invoiced amount of goods supplied, inclusive of excise duty, in respect of the production and sale of beer, which is the group's principal activity. Revenue is recognised in the financial statements when goods are transferred to customers and the entity has satisfied its performance obligations under the contract. Revenue comprises the fair value of the consideration received or receivable for the sale of goods in the ordinary course of business. All items are stated net of value added tax and trade discounts.

The company has one major customer who contributed 12.4% (£44.3 million) of its revenue in the 2024 financial year. In 2023, there were no major customer which contributed more than 10% of group revenue.

The group paid the following amounts to its auditors in respect of the audit of the financial statements and for other services provided to the group:

The above excludes directors' remuneration.  The company makes contributions to a defined contribution scheme for all eligible employees up to a maximum of 10% of salary. Contributions are charged to the income statement as incurred.

The income tax expense above is computed at loss before taxation multiplied by the effective rate of corporation tax in the UK of 25% (2023: 23.52%).

Deferred tax assets have been recognised in respect of tax losses and other temporary differences giving rise to deferred tax assets where the directors believe these assets will be recovered based upon business forecasts. Where losses have arisen in previous years as a result of COVID, this is not expected to re-occur and a deferred tax asset has been recognised where relevant.

The Group has tax losses of £60,153,000 (2023 - £61,897,000) arising in a number of locations, all amounts are available indefinitely for offsetting against future taxable profits of the companies in which the losses arose, with the exception of £12,513,000 (2023 - £12,322,000) which expire in 2037. Deferred tax assets have not been recognised in respect of these losses as they may not be used to offset taxable profits elsewhere in the Group, they have arisen in the company and subsidiaries that have been loss-making for the last few years due to difficult trading conditions, and there are no other tax planning opportunities or other evidence of recoverability in the near future.

The Group have financing arrangements whereby assets are secured against borrowings from a commercial bank. The legal form of these transactions is a sale and leaseback. IFRS 16 requires consideration to be given over whether the control of the assets in such transaction have been passed to the buyer-lessor. The control of assets placed under these arrangements remain with the Group, therefore the conditions for recognising a sale under IFRS 15 are not met. As such, these transactions are accounted for as financing transactions (and not as a sale and leaseback under IFRS 16). All assets secured in such arrangements are recognised as property, plant, and equipment within the balance sheet, initially measured at cost, in accordance with IAS 16. A financial liability is recognised on the balance sheet for the borrowings received, initially measured at fair value of consideration received and subsequently measured at their amortised cost applying the effective interest rate method, in accordance with IFRS 9.

During the year to 31 December 2024, goodwill was impaired by £3,245,000 (2023: 13,224,000). Further details can be found at note 16.

During the year to 31 December 2024, investments in international retail cash generating units were impaired by £3,573,000 (2023 - £7,443,000). This was due to trading in these bars not meeting our expectations. An unlisted investment was also impaired to £nil (2023 - £157,000) due to unavailable financial information.

For the year ended 31 December 2024, the following subsidiaries are entitled to an exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies; BrewDog Employee Benefit Trust Limited, BrewDog International Limited and Lost Forest Limited.

The Group has a 49% interest in BrewDog Group HK Ltd, a joint venture which holds a 100% investment in BrewDog Shanghai in China. The Group's interest in BrewDog Group HK Ltd is accounted for using the equity method in the consolidated financial statements. Summarised financial information of the joint venture, based on its IFRS financial statements, and reconciliation with the carrying amount of the investment in the consolidated financial statements have not been shown as the amounts are immaterial to the Group.

The Group performed its annual impairment test in December 2024 and 2023 over goodwill. The recoverable amount of goodwill has been determined by a value in use calculation using cash flow projections from financial budgets approved by senior management.  The pre-tax discount rate applied to the cashflow is 17.1% (2023 – 16.5%) and cash flows beyond the budget period use a growth rate of between 2 - 5% (2023 – 2 - 5%).  It was concluded that the value in use did not exceed the fair value of Draft House. As a result, management has recognised an impairment charge of £3,245,000 (2023 - £13,224,000) against goodwill and £nil (2023 - £1,152,000) impairment charge against assets.

The distribution rights and other intangible assets have been included within value in use calculations for the US business and have been considered within the overall calculation for that area.

Discount rates - Discount rates represent the current market assessment of the risks specific to each CGU, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the Group and is derived from its weighted average cost of capital (WACC). The WACC takes into account both debt and equity. The cost of equity is derived from the expected return on investment by the Group's investors. The cost of debt is based on the interest-bearing borrowings the Group is obliged to service.

Management have considered whether there are any sensitivities in the assumptions which could give rise to a further impairment however these would need to be severe and therefore not considered further because they are not considered plausible.

The carrying value of financial assets approximates fair value. The carrying amount of these items represents the maximum credit exposure.

Amounts receivable from group undertakings are repayable on demand as there are no extended contractual terms agreed. Amounts will be repaid dependant on results within the relevant company and associated local requirements regarding repayment of funds. See note 33.

Cash at bank earns interest at floating rates based on daily bank deposit rates. The carrying value of financial instruments approximates fair value. The carrying amount of the above items represents the maximum credit exposure.

The carrying value of financial liabilities approximates fair value.

Bank overdrafts

The bank overdrafts are repayable on demand and bear interest at 2.6% over the base rate.

£1,820,000 bank loan

This loan is in the name of the parent company, originally for a maximum of £1,820,000 and is repayable by monthly instalments until October 2027 and bears interest at 1.4% over the base rate.

£2,000,000 bank loan

This loan is in the name of the parent company, originally for a maximum of £2,000,000 and is repayable by monthly instalments until May 2029 and bears interest at 1.4% over the base rate. This loan is secured by a mortgage over the land and buildings.

£5,000,000 bank loan

This loan is in the name of the parent company, originally for a maximum of £5,000,000 and is repayable by quarterly instalments of £125,000 until January 2025 and a single balancing instalment in April 2025. It bears interest at 2.1% over the base rate. This loan is secured by a mortgage over the land and buildings.

£25,000,000 bank loan

This loan is in the name of the parent company, originally for a maximum of £25,000,000 under the CLBILS coronavirus support and is repayable in a single instalment in August 2026. It bears interest at 2.1% over the base rate. This loan is secured by a mortgage over the land and buildings with a 80% government guarantee.

Loan notes

In September 2022 and January 2023, the company agreed loan note instruments with shareholders. The loan notes were issued with an interest rate of 15-18% with repayment linked to an exit event. During 2023 and 2024 the company has drawn down in respect of these loan notes.

The bank loans are secured by standing and floating charges over the assets of the group. In addition, there is an unlimited cross guarantee between BrewDog PLC and BrewDog Retail Limited.

The tables below summarises the maturity profile of financial liabilities based on contractual undiscounted payments:

For the purpose of the Group's capital management, capital includes issued share capital, share premium and all other equity reserves attributable to the equity holders of the Group. The primary objective of the Group's capital management is to maximise the shareholder value.

The Group manages its capital structure and makes adjustments in light of changes in economic conditions and the financial outlook.  To maintain or adjust the capital structure, the Group may adjust its approach to equity capital raises, review the dividend policy when appropriate and review its borrowing facilities.

The Group monitors its capital on a liquidity basis and a gearing ratio, which is net debt divided by total capital plus net debt. The Group includes within net debt, interest bearing loans, borrowings, trade and other payables less cash and short-term deposits.  The Group's policy is to ensure we have sufficient liquidity to fund the day to day cash requirements of the Group and also ensure the Group can fund its long term strategic investments.

The group has entered into commercial leases on certain land, buildings and equipment. These leases have an average duration of between 3 and 25 years. There are no restrictions placed upon the lessee by entering into these leases. The group's obligations under its leases are secured by the lessor's title to the leased assets.

The group also has certain leases of property, plant and equipment with lease terms of 12 months or less or where the value of the underlying asset is low. The group applies the “short-term lease” and “leases of low-value assets” recognition exemptions for these leases.

The group had total cash outflows for leases of £15,220,000 (2023: £15,301,000). The future cash outflows relating to leases that have not yet commenced were £nil (2023: £nil).

The group has certain property lease agreements that include an option for renewal, with such options being exercisable three months before the expiry of the lease term at rents based on market prices at the time of exercise. Management exercises judgement in determining whether these renewal options are reasonably certain to be exercised.

The company had total cash outflows for leases of £1,554,000 (2023: £1,569,000). The future cash outflows relating to leases that have not yet commenced were £nil (2023: £nil).

The company has certain property lease agreements that include an option for renewal, with such options being exercisable three months before the expiry of the lease term at rents based on market prices at the time of exercise. Management exercises judgement in determining whether these renewal options are reasonably certain to be exercised.

The Group's principal financial liabilities comprise loans and borrowings, and trade and other payables. The main purpose of these financial liabilities is to finance the Group's operations. The Group's principal financial assets include trade receivables, and cash and short-term deposits that derive directly from its operations.

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk to the Group comprises of currency risk. Financial instruments affected by market risk include loans and borrowings, deposits, debt and equity investments. The sensitivity analyses in the following sections relate to the position as at 31 December in 2024 and 2023.

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group's exposure to the risk of changes in foreign exchange rates relates primarily to the Group's operating activities (when revenue or expense is denominated in a foreign currency) and the Group's net investments in foreign subsidiaries.

The following table demonstrates the sensitivity to a reasonably possible change in Sterling against the US dollar and Euro exchange rates with all other variables held constant, of the group's profit before tax (due to foreign exchange translation of intercompany balances). The impact of translating the net assets of foreign operations into sterling is excluded from the sensitivity analysis.  There are no effects on equity beyond those on profit before tax.

US Dollar/Sterling

Euro/Sterling

In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, the group uses a mixture of long, medium and short-term debt finance. Forecasts are produced to assist management in identifying liquidity requirements and maintaining adequate reserves.

The group's financial assets are cash and cash equivalents and trade and other receivables.

The group's credit risk is primarily attributable to its trade receivables for beer sales. The amounts presented in the balance sheet are net of an allowance for the expected credit loss. An allowance for impairment is made where there is an identified loss event which is evidence of a reduction in the recoverability of cash flows.

Beer sales are concentrated towards a number of key customers. Credit risk is managed through maintaining good customer relationships and the monitoring of credit levels and settlement periods.

The credit risk on liquid funds is limited because the counter party is a bank with an investment grade credit rating assigned by international credit rating agencies.

Interest rates are based on a fixed rate over the base rate. The group considers its exposure to be limited as changes in the rate, based on the long term view, are expected to be minimal. There would need to be a significant movement in the base rate to create a material risk.

All classes of shares rank equally in terms of rights to receive dividends, rights to participate in a distribution of the assets of the company and voting at general meetings, except that Preferred C shares have an 18% compounding liquidation preference in the event of certain conditions.

Equity for Punks members are entitled to certain additional rights in relation to product purchases and other membership benefits.

At the year-end £nil (2023: £nil) of share capital and share premium remains unpaid.

At the year-end there were 877,700 (2023: 945,700) share options granted and not exercised.

Treasury shares represent the cost of BrewDog PLC shares purchased in the market and held by BrewDog PLC.

The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries.

During the previous year, the BrewDog Group initiated the BrewDog Employee Benefit Trust Limited (EBT), the entity holds shares gifted by James Watt which are granted to employees at set time periods.

Options granted under the EBT are exercisable upon an exit event which is determined as either i) when BrewDog PLC goes to an IPO (Initial Public Offering) or, ii) a majority of its shares are sold by the current shareholders, subject to service vesting conditions.

The fair value of the options is estimated at the grant date using the Black-Scholes-Merton (“BSM”) pricing model, taking into account the terms and conditions on which the share options were granted.

The following table details the number, weighted average exercise price (WAEP) and weighted average contractual life (WACL) of share options for the approved and unapproved schemes as at the balance sheet date:

The company operates three share-based payment schemes for the benefit of senior management.

Options granted under the EMI plan are exercisable four to ten years following the date of grant. One award under this scheme has both service vesting conditions, and a non-market performance vesting condition attached to their exercise: annual net profit target of 10%. If not met in any year then an average can be applied over the term to meet the target.

Options granted under the approved CSOP are exercisable four to nine years following the date of grant, subject to service vesting conditions.

Options granted under the unapproved CSOP are generally exercisable between two and five years, with three awards made under this scheme being exercisable on grant. Three awards only have service vesting conditions, the remaining have non market performance vesting conditions attached to their exercise, including achievement of a strong individual performance rating, and sales exceeding, or no less than 10% below, the target for the most recent financial year ending prior to the relevant vesting date. The share options granted will not vest if the vesting conditions have not been met.

The fair value of the options is estimated at the grant date using the Black-Scholes-Merton (“BSM”) pricing model, taking into account the terms and conditions on which the share options were granted.

The following table details the number, weighted average exercise price (WAEP) and weighted average contractual life (WACL) of share options for the approved and unapproved schemes as at the balance sheet date:

The expected life of the share options is based on historical data and current expectations and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is indicative of future trends, which may not necessarily be the actual outcome.

Sales and purchases between related parties are made at normal market prices. Outstanding balances are unsecured and cash settlement terms vary. The company has provided guarantees for a number of related party payables. The company has not made any provision for doubtful debts relating to amounts owed by related parties.

During the year the company entered into transactions, in the ordinary course of business, with related parties. The company has taken advantage of the exemption under paragraph 8(k) of FRS 101 not to disclose transactions with fellow wholly owned subsidiaries.

During year ended 31 December 2022, James Watt, a director, gifted 20% of his shareholding to the BrewDog Employee Benefit Trust Limited, refer to note 29 for further details.

During 2025, purchases at normal market prices were made by Steadman Partners, a company controlled by the directors.

During 2024, purchases at normal market prices were made by Steadman Partners, a company controlled by the directors.

Between the end of the financial year and the date of this report there are two events of note, additional funding has been secured from TSG for £20 Million of which £15 Million has been drawn down to date. Also 10 Bars have been announced for closure due to the ongoing industry challenges, the decision has been made proactively to redefine the bar division's focus for long term profitable growth. No additional transaction or event of a material nature have occurred, in the opinion of the Directors, that is likely to significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in future financial years.