Acquisition of Coca-Cola Beverages Africa, bringing together two leading bottlers in Africa to drive sustainable, profitable growth

• Coca-Cola HBC reaches an agreement to acquire Coca-Cola Beverages Africa, creating the second largest Coca-Cola bottling partner by volume globally , with leading market positions across Africa and Europe
• Coca-Cola Beverages Africa operates in 14 markets across Africa, representing c.40% of Coca-Cola system volumes sold across the continent
• Acquisition materially expands Coca-Cola HBC’s existing African presence, driving further scale and diversification in high growth markets with compelling long-term demographics, unlocking opportunities for growth
• Combination enhances Coca-Cola HBC’s vision of being the leading 24/7 beverage partner, with a portfolio of global and local brands to win in the marketplace
• Creates a platform to drive growth by leveraging both companies’ expertise in emerging markets
• Enhances shareholder value, with expected low-single digit EPS accretion from the first full year following completion
• Coca-Cola HBC intends to pursue a secondary listing on the Johannesburg Stock Exchange to underpin its commitment to both South Africa and the African continent
• Completion targeted by the end of 2026, subject to approvals

Zug, Switzerland, 21 October 2025. Coca-Cola HBC AG (“Coca-Cola HBC”) announces that it has entered into a definitive sale and purchase agreement to acquire a 75% shareholding in Coca-Cola Beverages Africa Pty Ltd ("CCBA") from The Coca-Cola Company ("The Coca-Cola Company" or "TCCC") and Gutsche Family Investments Pty Ltd ("GFI") for a combined purchase price of US$2.6 billion (together, the "Acquisition"), implying an equity value for 100% of CCBA of US$3.4 billion. The Acquisition is being funded through a new bridge financing facility to cover the cash consideration and Coca-Cola HBC shares issued to GFI representing 5.47% of Coca-Cola HBC's enlarged issued and outstanding share capital. In addition, Coca-Cola HBC and TCCC have agreed to enter into an option agreement enabling Coca-Cola HBC to purchase, or TCCC to sell, the remaining 25% equity interest in CCBA still owned by TCCC following Completion.

Strategic rationale for the Acquisition 

• Materially expands Coca-Cola HBC’s existing African presence, bringing together two leading bottlers in the continent. CCBA will add 14 African markets in addition to Coca-Cola HBC's business in Nigeria since 1951 and Egypt since 2022. Following Completion, Coca-Cola HBC will represent two-thirds of Africa’s total Coca-Cola system volume¹ and cover over 50%² of the continent’s population, solidifying Coca-Cola HBC’s long-term commitment to Africa – a key driver of future growth. The Acquisition would result in pro forma 2024 volumes for the combined group of 4.0 billion unit cases, revenues of €14.1 billion and EBIT of €1.4 billion³.
• Drives further diversification of Coca-Cola HBC’s geographic footprint, with increased exposure to high growth markets. CCBA’s markets have compelling demographics and macroeconomic prospects, including growing populations and economies. With over 60% of the population in CCBA’s markets aged under 30, these markets offer significant potential for consumer recruitment and growth in per capita consumption.
• Consistent with the pillars of Coca-Cola HBC’s growth strategy and vision of being the leading 24/7 beverage partner. CCBA is a leading player in the non-alcoholic ready-to-drink (NARTD) category across its key markets, with a winning portfolio of over 40 global and local brands. CCBA has a strong track record of performance, and has deep commitment to investing in talent, sustainability and the communities in which it operates.
• Clear opportunity to leverage Coca-Cola HBC’s expertise in emerging markets, to unlock further growth. Coca-Cola HBC has a proven track record of operating in Africa, with a long-term presence in Nigeria and the successful integration of Egypt, which adds to CCBA’s significant experience in the continent. The Acquisition creates a platform for Coca-Cola HBC to share best practices, roll-out its leading bespoke capabilities and invest further in CCBA, to drive growth.
• Further strengthens Coca-Cola HBC's long-term strategic partnership with The Coca-Cola Company. TCCC and Coca-Cola HBC have been longstanding partners, and the Acquisition reflects a joint vision to continue to create value for all stakeholders for the long-term.

Financial effects of the Acquisition 

• Expected to be low-single digit EPS accretive from the first full year following Completion.
• Leverage post Completion expected to be towards the top end of Coca-Cola HBC’s
  medium-term target range of 1.5-2.0x Net debt to EBITDA, with no expected impact to credit rating and a clear commitment to sustainably maintaining a strong investment grade profile.
• Coca-Cola HBC’s existing capital allocation priorities remain unchanged, and as a result of the Acquisition, Coca-Cola HBC will cancel the share buyback programme with immediate effect.

^{1 Based on 2024 volumes according to company information}

^{2 Source: Company information; 2024 total CCBA reported volumes combined with 2024 Coca-Cola HBC reported volumes in Nigeria and Egypt, divided by total Coca-Cola system volumes in Africa}

^{3 Source: United Nations World Population Prospects (2024); 2024 total population of CCBA countries combined with Nigeria and Egypt, as a percentage of total Africa population}

^{4 Note Comparable EBIT is used for Coca-Cola HBC standalone, while for CCBA EBIT excl. Ghana is used, converted to Euros. Refer to Appendix 4 for further details.}

Enquiries

About CCBA

CCBA is the eighth largest Coca-Cola bottling partner in the world by revenue, and the largest in Africa. Headquartered in Johannesburg, CCBA is deeply rooted in South Africa’s economic and social fabric, and is a leading company in the NARTD industry. More broadly, CCBA has a significant presence on the continent accounting for c.40% of all Coca-Cola products sold in Africa by volume. With over 14,000 employees⁵ in Africa, CCBA services millions of consumers with a host of global and local brands.

The CCBA group was initially formed in July 2016 after the combination of the Southern and East Africa bottling operations of the non-alcoholic ready-to-drink beverages businesses of The Coca-Cola Company, SABMiller plc and GFI. CCBA operates in 14 territories in Africa, with its largest markets being South Africa, Uganda, Kenya, Ethiopia, and Mozambique, as well as Tanzania, Namibia, Comoros, Mayotte, Zambia, Botswana, Eswatini, Lesotho and Malawi. CCBA has 37 bottling plants and 106 production lines that service over 800,000 outlets.

About The Coca-Cola Company

The Coca-Cola Company is a total beverage company with products sold in more than 200 countries and territories. The company’s purpose is to refresh the world and make a difference. The Coca-Cola Company sells multiple billion-dollar brands across several beverage categories worldwide. The Coca-Cola Company’s portfolio of sparkling soft drink brands includes Coca-Cola, Sprite and Fanta. Their water, sports, coffee and tea brands include Dasani, smartwater, vitaminwater, Topo Chico, BODYARMOR, Powerade, Costa, Georgia, Fuze Tea, Gold Peak and Ayataka. Their juice, value-added dairy and plant-based beverage brands include Minute Maid, Simply, innocent, Del Valle, fairlife and AdeS.

The Coca-Cola Company is constantly transforming its portfolio, from reducing sugar in drinks to bringing innovative new products to market. The Coca-Cola Company seeks to positively impact people’s lives, communities and the planet through water replenishment, packaging recycling, sustainable sourcing practices and carbon emissions reductions across its value chain. Together with its bottling partners, it employs more than 700,000 people, helping bring economic opportunity to local communities worldwide. Learn more at www.coca-colacompany.com and follow us on Instagram, Facebook and LinkedIn.

About GFI

GFI is a private company incorporated under the laws of South Africa. The Gutsche family’s association with The Coca-Cola Company started in 1940 when PR Gutsche joined the SA Bottling Company Proprietary Limited as an employee. In 1956, the Gutsche family became a minority shareholder of SA Bottling Company Proprietary Limited and in 1960 became the sole shareholder. From 1960 to 1995, the company grew and acquired more territory within South Africa and started expansion into East Africa in 1994. At this time, the company became known as Coca-Cola Sabco Proprietary Limited and was a subsidiary of GFI. On the formation of CCBA in July 2016, GFI contributed its majority shareholding in several sub-Sahara African bottling businesses and held approximately 33.5% of CCBA.

About Coca-Cola HBC

Coca-Cola HBC is a growth-focused consumer packaged goods business and strategic bottling partner of The Coca-Cola Company. We open up moments that refresh us all, by creating value for our stakeholders and supporting the socio-economic development of the communities in which we operate. With a vision to be the leading 24/7 beverage partner, we offer drinks for all occasions around the clock and work together with our customers to serve 750 million consumers across a broad geographic footprint of 29 countries. Our portfolio is one of the strongest, broadest and most flexible in the beverage industry, with consumer-leading beverage brands in the sparkling, adult sparkling, juice, water, sport, energy,
ready-to-drink tea, coffee, and premium spirits categories. These include Coca-Cola, Coca-Cola Zero Sugar, Fanta, Sprite, Schweppes, Kinley, Costa Coffee, Caffè Vergnano, Valser, FuzeTea, Powerade, Cappy, Monster Energy, Finlandia Vodka, The Macallan, Jack Daniel’s and Grey Goose. We foster an open and inclusive work environment amongst our 33,000 employees and believe that building a more positive environmental impact is integral to our future growth. We rank among the top sustainability performers in ESG benchmarks such as the Dow Jones Best-in-Class Indices, CDP, MSCI ESG, FTSE4Good and ISS ESG.

Coca-Cola HBC is listed on the London Stock Exchange (LSE: CCH) and on the Athens Exchange (ATHEX: EEE). For more information, please visit https://www.coca-colahellenic.com/

Important notices

The information contained in this announcement is for background purposes only and does not purport to be full or complete. The information in this announcement is subject to change.

This announcement has been prepared in accordance with the EU Market Abuse Regulation, the UK Market Abuse Regulation, the UK Listing Rules and the Disclosure Guidance and Transparency Rules of the FCA. Information disclosed may not be the same as that which would have been prepared in accordance with the laws of jurisdictions outside England.

This announcement contains forward-looking statements that involve risks and uncertainties. These statements may generally, but not always, be identified by the use of words such as ‘believe’, ‘outlook’, ‘guidance’, ‘intend’, ‘expect’, ‘anticipate’, ‘plan’, ‘target’ and similar expressions to identify
forward-looking statements. All statements other than statements of historical facts, including, among others, statements regarding completion of the Acquisition, the financial effects of the Acquisition, business strategy for Coca-Cola HBC and for CCBA (post-Completion), future dealings with The Coca-Cola Company, budgets, projected levels of consumption and production, projected raw material and other costs, estimates of capital expenditure, free cash flow, effective tax rates and plans and objectives of management for future operations, are forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect current expectations and assumptions as to future events and circumstances that may not prove accurate. Coca-Cola HBC's actual results and events could differ materially from those anticipated in the forward-looking statements for many reasons, including the risks described in this announcement.

Although Coca-Cola HBC believes that, as of the date of this announcement, the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that future results, level of activity, performance or achievements of Coca-Cola HBC or CCBA will meet these expectations. Moreover, neither Coca-Cola HBC, nor its directors, employees, advisors nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. Save as required by law or regulation or the rules of the UK Financial Conduct Authority to update these forward-looking statements, Coca-Cola HBC will not necessarily update any of these forward-looking statements to conform them either to actual results or to changes in expectations. No statement in this announcement is intended to be a profit forecast.

No person has been authorised to give any information or make any representations with respect to the Acquisition other than the information contained in this announcement and, if given or made, such information or representations must not be relied upon as having been authorised by or on behalf of
Coca-Cola HBC, its directors, or any other person involved in the Acquisition. Neither Coca-Cola HBC, its directors nor any such person takes any responsibility or liability for, and can provide no assurance as to the reliability of, any other information that may be given.

Goldman Sachs Bank Europe SE, Amsterdam Branch ("GS") which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the UK is acting as financial adviser to Coca-Cola HBC and no one else in connection with the matters set out in this announcement. In connection with such matters, GS, its affiliates, and its or their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the contents of this announcement or any other matter referred to herein.

UBS AG London Branch ("UBS") which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the UK is acting as financial adviser and sponsor to Coca-Cola HBC and no one else in connection with the matters set out in this announcement. In connection with such matters, UBS, its affiliates, and its or their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the contents of this announcement or any other matter referred to herein.

The contents of this announcement are not to be construed as legal, business or tax advice and none of Coca-Cola HBC, GS or UBS undertakes any obligation with respect to the recipient thereof. Any person should consult its own legal adviser, financial adviser or tax adviser for legal, financial or tax advice respectively.

Neither the content of Coca-Cola HBC’s website (or any other website) nor the content of any website accessible from hyperlinks on Coca-Cola HBC's website (or any other website) is incorporated into, or forms part of, this announcement.

^{5 Refers to permanent employees}