Barr (A.G.) Regulatory News (BAG)

IMMEDIATE RELEASE 5 December 2022

A.G. BARR p.l.c.

("A.G. BARR" or "the Group")

A.G. BARR produces and markets some of the UK's best known drinks brands, including IRN-BRU, Rubicon and Funkin. Acquisition of Boost Drinks Holdings Limited ("Boost")

A.G. BARR is pleased to announce the acquisition of Boost ("the Acquisition"), an established branded drinks business, for an initial consideration of £20 million, on a debt free cash free basis. The Acquisition is entirely funded from the Group's strong net cash position. The business is being acquired from Boost founder Simon Gray and his wife Alison.

Strategic highlights

● This earnings accretive acquisition further demonstrates A.G. BARR's growth strategy focused on developing its portfolio in high growth and functional categories

● The Boost brand, founded in 2001, primarily operates in the high growth functional beverage category spanning energy, sport and protein, with a strong market position in the UK independent retail channel

● Significant potential exists for further growth and development of the product portfolio as well as opportunities for Boost to leverage the Group's established scale and capability as follows:

○ expertise in innovation and new product development

○ access to channel development opportunities and new routes to market; and 

○ operational infrastructure

● Boost operates an asset light business model outsourcing production, warehousing and logistics

● Exclusive sales and distribution partnership with the fruit drinks brand Rio

● Experienced management team, led by Boost founder Simon Gray, will continue to lead the business, operating within the Group as a standalone business unit

Transaction details

● A.G. BARR has acquired 100% of Boost's issued share capital for an initial consideration of £20 million1, funded from the Group's cash reserves

● Additional consideration of up to £12 million, dependent on future revenue and profitability performance of the Boost business over a two year period from completion, payable in cash at the end of that period

● The Acquisition is expected to be EPS accretive in the first full year of ownership. Overall Group operating margin will be diluted in the short term however it is expected that this will recover in the medium term

● For the year ended 31 December 2021 Boost's unaudited statutory revenue and profit before tax were £42.1 million and £1.9 million respectively with gross assets of £12.5 million

Roger White, Chief Executive Officer, A.G. BARR

"Today's announcement is further evidence of our strategy to continue to grow the business through targeted acquisitions, with a particular focus on developing within high growth and functional categories. "Boost is one of the UK's most recognisable functional drinks brands, and we are delighted to welcome the team into the A.G. BARR Group. The Boost portfolio offers premium taste and performance at a competitive price, with a strong market position in the UK independent retail channel. With A.G. BARR's proven track record of acquiring and developing attractive brands such as Rubicon and Funkin, I look forward to working with Simon and the team to ensure Boost continues to grow and develop under our ownership."

Simon Gray, Founder & Chief Executive Officer, Boost Drinks

"I'm hugely excited to embark on the next phase of Boost's growth with A.G. BARR. Over the past 20 years Boost has proven its popularity with consumers who want great tasting, high performing functional drinks that offer great value for money and I am sure that as part of the A.G. BARR Group we will maintain our strong growth trajectory". For more information, please contact:

1. Adjusted for cash, debt and working capital