British American Tobacco p l c : B.A.T. International Finance p.l.c. FY2024 Accounts

Docusign Envelope ID: 7F1F7046-15A6-4FC1-9C50-351AFE7B6C0D

B.A.T. INTERNATIONAL FINANCE P.L.C.

2024 Annual Report and Financial Statements

Docusign Envelope ID: 7F1F7046-15A6-4FC1-9C50-351AFE7B6C0D

B.A.T. INTERNATIONAL FINANCE P.L.C.

ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2024

Contents
Strategic Report	2
Directors' Report	5
Independent Auditor's report to the members of B.A.T. International Finance p.l.c. for the year
	8
ended 31 December 2024
Group Income Statement for the year ended 31 December 2024	14
Group Statement of Comprehensive Income for the year ended 31 December 2024	14
Group Statement of Changes in Equity for the year ended 31 December 2024	15
Group Statement of Financial Position at 31 December 2024	16
Group Cash Flow Statement for the year ended 31 December 2024	17
Group Notes on the Financial Statements for the year ended 31 December 2024	18
Parent Company Statement of Financial Position - B.A.T. International Finance p.l.c	46
Parent Company Statement of Changes in Equity - B.A.T. International Finance p.l.c	47
Parent Company Notes on the Financial Statements - B.A.T. International Finance p.l.c	48

Notice of Meeting

Notice is hereby given that the Annual General Meeting of B.A.T. International Finance p.l.c. will be held at Globe House, 4 Temple Place, London, WC2R 2PG on 20 February 2025 at 2.00pm for the transaction of the following business:

1. To receive the financial statements for the year ended 31 December 2024 and the reports of the Directors and the Auditor thereon.
2. To re-elect Directors.
3. To reappoint the Auditor.
4. To authorise the Directors to determine the Auditor's remuneration.

By Order of the Board

Ruth Wilson, Secretary 12 February 2025

Note: A member entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of them. Such proxy need not be a member of the Company.

Secretary and Registered Office

Ruth Wilson

Globe House

4 Temple Place

London WC2R 2PG

Registered Number 01060930

Independent Auditor

KPMG LLP

Chartered Accountants and Statutory Auditor

15 Canada Square, London, E14 5GL

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B.A.T. International Finance p.l.c.

Strategic Report

The Directors present their Strategic Report on B.A.T. International Finance p.l.c. (the "Company") and its subsidiaries (the "Group") for the year ended 31 December 2024.

Principal activities

The principal activities of the Group and the Company comprise the raising of finance for British American Tobacco p.l.c. and its subsidiaries (the "BAT Group"), the management of financial risks arising from the BAT Group's underlying operations and the management of the BAT Group's cash resources. The Group's treasury operations and management of financial risks are described fully in Note 12 on pages 30to 37. All these activities are carried out under defined policies, procedures and limits. It is intended that the Group will continue to undertake business relating to these activities.

Review of the year ended 31 December 2024

The Group's profit for the financial year attributable to the Company's shareholders amounted to £1,141 million (2023: £1,204 million). Total equity has increased by £1,186 million (2023: £1,131 million).

As at 31 December 2024, the Group had access to a £5.4 billion revolving credit facility. With effect from March 2024, the Group exercised the first of the one-year extension options on the 2.5 billion 364-day tranche of the revolving credit facility, with the second one-year extension subsequently exercised in February 2025. Effective March 2025, therefore, the £2.5 billion 364-day tranche will be extended to March 2026.. Additionally, £2.85 billion of the five-year tranche remains available until March 2025, with £2.7 billion extended to March 2026 and £2.5 billion extended to March 2027.

During 2024, the Group extended short-term bilateral facilities totalling £2.4 billion. As at 31 December 2024, £nil was drawn on a short-term basis with £2.4 billion undrawn and still available under such bilateral facilities. Cash flows relating to bilateral facilities that have maturity periods of three months or less are presented on a net basis in the Group's cash flow statement.

In January 2025, the Group entered into a medium-term facility of £503 million equivalent which was fully drawn.

Activities during the year:

In March 2024, the Group repaid a £229 million bond at maturity;

In April 2024, the Group accessed the Euro market under its EMTN Programme, raising a total of €900 million;

To optimise the Group's debt capital structure using available liquidity and to reduce gross and net debt, the Group completed capped cash debt tender offers in May 2024, targeting series of low-priced, long-dated GBP- and EUR-denominated bonds, pursuant to which the Group repurchased bonds prior to their maturity in a principal amount of £692 million; and

In October 2024, the Group repaid €850 million bond at maturity.

The Directors expect the Group's activities to continue on a similar basis in the foreseeable future.

Key performance indicators

Given the nature of the Group's activities, the Group's capital base is managed within the overall framework of the BAT Group and the Company's Directors consider that key performance indicators based solely on the Group's results are not necessary or appropriate for an understanding of the Group's specific development, performance, or position of its business. However, key performance indicators relevant to the BAT Group are disclosed in the Strategic Report in British American Tobacco p.l.c.'s 2024 Annual Report and Form 20-F ("BAT ARA & 20-F") and do not form part of this report.

Principal risks and uncertainties

The Board of British American Tobacco p.l.c. reviews and agrees the overall treasury policies and procedures, delegating appropriate authority to the Company. Any significant change to agreed policies is subject to prior approval by the Board of British American Tobacco p.l.c.. Clear parameters have been established, including levels of authority, on the type and use of financial instruments the Group can use to manage the financial risks facing the BAT Group. Such instruments are only used if they relate to an underlying exposure; speculative transactions are expressly forbidden under the BAT Group's treasury policy.

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B.A.T. International Finance p.l.c.

Strategic Report (continued)

The Group's treasury position is monitored by the BAT Group Corporate Finance Committee ("CFC"), which meets regularly and is chaired by the Chief Financial Officer, who is is a Director of the Company. Regular reports are provided to senior management and the treasury operations are subject to periodic independent reviews and audits, both internal and external. Details of the risks mitigated are detailed in Note 12 of the Group's financial statements.

Governance on climate strategy

As a member of the BAT Group, the Company adheres to the BAT Group's climate-related strategy. Details of the BAT Group's climate-related financial disclosures consistent with the recommendations and recommended disclosures of the Task Force on Climate-related Financial Disclosures (TCFD) are set out on pages 120 to 136 of the BAT ARA & 20-F.

Energy & Carbon Reporting (ECR)

As the Company is a subsidiary of British American Tobacco p.l.c. which prepares a group report, ECR details are included in pages 120 to 136 of the BAT ARA & 20-F for the year ended 31 December 2024.

UK Companies Act 2006: Section 172(1) statement

The Company is part of the BAT Group and is ultimately owned by British American Tobacco p.l.c.. As set out above in the Company's Strategic Report, the Company's principal activities comprise the raising of finance for the BAT Group, the management of financial risks arising from BAT Group operations and the management of BAT Group's cash resources.

Under Section 172(1) of the UK Companies Act 2006 (the "Act") and as part of the Directors' duty to the Company's shareholders to act as they consider most likely to promote the success of the Company, the Directors must have regard for:

• the likely long-term consequences of decisions;
• the need to foster business relationships with the Company's wider stakeholders;
• the impact of the Company's operations on the environment and communities in which it operates; and
• the desirability of maintaining a reputation for high standards of business conduct.

Consideration of these factors and other relevant matters is embedded into all Board decision-making and risk assessments throughout the year.

The Company's key stakeholders are BAT Group undertakings, including its shareholders, financial institutions it engages with in relation to the Company's financial activities and investors in its issued securities. The Company does not have any employees, or customers or other suppliers outside of the BAT Group.

The Company engages with other BAT Group undertakings, including its shareholders through regular meetings, intra-group management activities and ongoing dialogue. There is also regular engagement within the BAT Group on finance-related matters which is taken into account in the Company's decision-making. Primary ways in which the Company engages directly or indirectly, as part of the BAT Group, with its key external stakeholders are summarised on pages 18 to 19 of the BAT ARA & 20-F. The Company engages with financial institutions through regular meetings, ongoing dialogue and relationship management conducted by the BAT Group's Treasury and Finance teams.

Where the Directors do not engage directly with the Company's stakeholders, they are kept updated on stakeholder perspectives, including through the use of management reporting and Board notes relating to matters presented to the Board during the year which set out stakeholder considerations as applicable to matters under consideration. This enables the Directors to maintain an effective understanding of what matters to those stakeholders and to draw on these perspectives in Board decision-making.

In accordance with the BAT Group's overall governance and internal controls framework and in support of the Company's purpose as part of the BAT Group, the Company applies and the Directors have due regard to all applicable BAT Group policies and procedures, including the BAT Group's Statement of Delegated Authorities ("SoDA"), and the BAT Group Standards of Business Conduct, Responsible Marketing Principles, Health and Safety Policy, and Environment Policy as set out on pages 116 to 117 and 173 of the BAT ARA & 20-F.

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B.A.T. International Finance p.l.c.

Strategic Report (continued)

UK Companies Act 2006: Section 172(1) statement (continued)

As a BAT Group company, the Company acts in accordance with the BAT Group's policies in relation to the safeguarding of human rights and community relationships, which are set out on page 116 to 117 of the BAT ARA & 20-F.

Certain authorities for decision-making are delegated to management under the SoDA, part of the BAT Group's governance and internal controls framework through which robust corporate governance, risk management and internal control are promoted within the BAT Group. Application of the SoDA does not derogate from any requirement for Board review, oversight or approval in relation to the Company's activities.

The Directors receive training in relation to their role and duties as a Director on a periodic basis. All newly appointed Directors receive training in respect of their roles and duties on appointment, including on directors' duties under Section 172 of the Act. Director training is provided through the Company Secretary.

The principal decisions made by the Directors during the year included the update to the Euro Medium Term Note Programme under which the Company is an issuer and guarantor of the notes issued by certain other BAT Group companies, entry into amended and new bilateral credit facilities with the Company's external bank group, renewal of intra-group credit facilities provided to other BAT Group companies (as referred to in the Notes on the Accounts below). In making these decisions the Directors considered, amongst other relevant factors, the Company's capital and cash positions, the Company's actual and contingent liabilities and its ability to pay its debts as they fell due, and the interests of its shareholders, investors in its securities and applicable financial institutions.

Principal decisions are those decisions and discussions by the Board that are strategic or material to the Company and those of significance to any of Company's key stakeholders.

On behalf of the Board

Neil Arthur Wadey, Director

12 February 2025

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B.A.T. International Finance p.l.c. - The Group

Directors' Report

The Directors present their report together with the audited financial statements of the Company for the year ended 31 December 2024.

In accordance with Section 414C(11) of the Act, the Directors have provided an indication of likely future developments in the business of the Company in the Strategic Report under the heading "Review of the year ended 31 December 2024".

Dividends

The Directors do not recommend payment of a dividend for the year (2023: £nil).

Board of Directors

The names of the persons who served as Directors of the Company and the Group during the period 1 January

2024 to the date of this report are as follows:

	Appointments in the period	Resignations in the period
Soraya Benchikh	29	May 2024
Caroline Ferland
John Fry
Craig Edward James Harris	28	March 2024
Tadeu Luiz Marroco			29	May 2024
Paul McCrory			28	March 2024
Pablo Daniel Sconfianza
Neil Arthur Wadey

All of the Directors will seek re-election at the forthcoming Annual General Meeting.

Directors' indemnities

Throughout the period from 1 January 2024 to 29 May 2024 in relation to Tadeu Luiz Marroco, and throughout the period from 29 May 2024 to the date of this report in relation to Soraya Benchikh, qualifying third party indemnities have been in force under which Tadeu Luiz Marroco and Soraya Benchikh as Directors were, to the extent permitted by law, indemnified by British American Tobacco p.l.c., the ultimate parent undertaking, in respect of all costs, charges, expenses or liabilities which they may incur in or about the execution of their duties to the Company or as a result of things done by them as Directors on behalf of the Company.

Throughout the period from 1 January 2024 to the date of this report, indemnities have been in force for each of the Company's other Directors under which they, as Directors of the Company are, to the extent permitted by law, indemnified in respect of all costs, charges, expenses or liabilities which they may incur in or about the execution of their duties to the Company or as a result of things done by them as Directors on behalf of the Company since their appointment. Whilst these indemnity provisions have been in place during the period, they have not been utilised (2023: not utilised).

Research and development

No research and development expenditure has been incurred during the year (2023: £nil).

Auditor

The auditors, KPMG LLP, have expressed their willingness to continue in office until the next Annual General Meeting. Pursuant to section 489 of the Companies Act 2006, a resolution for the re-appointment of KPMG LLP will be proposed at the forthcoming Annual General Meeting.

Employees

The average number of employees employed by the Group during the year was nil (2023: nil).

Statement of Directors' responsibilities in respect of the Annual Report and the Financial Statements

The Directors are responsible for preparing the Strategic Report, the Directors' Report, and the financial statements in accordance with applicable law and regulations.

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B.A.T. International Finance p.l.c. - The Group

Directors' Report (continued)

Applicable law requires the Directors to prepare financial statements for each financial year. Under applicable law they have elected to prepare the financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including Financial Reporting Standard 101 Reduced Disclosure Framework ("FRS 101").

Under applicable law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to:

• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether applicable UK accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;
• assess the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
• use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations or have no realistic alternative but to do so.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Act. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.

Under applicable law and regulations, the Directors are also responsible for preparing Strategic Report and Directors' Report that comply with that law and those regulations.

Responsibility statement of the Directors in respect of the annual financial report

We confirm that to the best of our knowledge:

• the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and
• the Strategic Reportincludes a fair review of the development and performance of the business and the position of the issuer and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

The names of the Directors are listed in this Directors' Reporton page 5. Neither the Company, the Group nor the Directors accept any liability to any person in relation to this Annual Report, except to the extent that such liability could arise under English law. Accordingly, any liability to a person who has demonstrated reliance on any untrue or misleading statement or omission shall be determined in accordance with Section 90A of the Financial Services and Markets Act 2000.

Corporate Governance Statement

The Company and the Group are wholly-owned subsidiaries of British American Tobacco p.l.c.. Therefore, there is no requirement for any further disclosure under paragraph 13(2)(c) and (d) of Schedule 7 to the Large and Medium-sized and Group (Accounts and Reports) Regulations 2008 ("Schedule 7"), nor are there any restrictions on the voting rights of the shares held (Schedule 7, 13(2)(f)).

There are no specific rules regarding the appointment and replacement of Directors other than the provisions sett out in the Company's Articles of Association ("Articles"), nor are there any pertaining to the amendment of those Articles.

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B.A.T. International Finance p.l.c. - The Group

Directors' Report (continued)

Subject to the provisions of the Companies Acts 1985 and 2006 and the Articles, the Directors may issue, offer, allot or grant rights to subscribe for, or convert any security into shares in the Company and the Company may also purchase, or may enter into a contract under which it will or may purchase, its own shares.

The Company and the Group has established internal control and risk management systems in relation to the process for preparing consolidated financial statements. The key features of these internal control and risk management systems are:

• the risk assurance function and management of the BAT Group conduct periodic review of the Group's risks and mitigation;
• management regularly monitors and considers developments in accounting regulations and best; practice in financial reporting, and, where appropriate, reflects developments in the financial statements. Appropriate briefings and/or training are provided to key finance personnel on relevant developments in accounting and financial reporting;
• the Group's consolidation is subject to various levels of review by the Group Finance function;
• the draft financial statements are reviewed by an individual independent from those individuals responsible for preparing the financial statements. The review includes checking internal consistency, consistency with other statements, consistency with internal accounting records and arithmetical accuracy; and
• the BAT Group receives reports from management on significant judgements, changes in accounting policies, changes in accounting estimates and other pertinent matters relating to the consolidated BAT Group financial statements. These are then assessed and applied consistently to the Group.

The above disclosure is made in accordance with Disclosure and Transparency Rule 7.2.

Directors' declaration in relation to relevant audit information

Having made appropriate enquiries, each of the Directors who held office at the date of approval of this report confirms that:

1. to the best of their knowledge and belief, there is no relevant audit information of which the Company's auditor is unaware; and
2. they have taken all steps that a Director might reasonably be expected to have taken in order to make themselves aware of relevant audit information and to establish that the Company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of Section 418 of the Act.

Going concern

The Company represents one of the treasury vehicles of the BAT Group. After reviewing the Company's annual budget, plans and liquidity requirements, the Directors consider that the Company has adequate resources to continue in operational existence for a period of at least 12 months from the date of signing the financial statements and that it is therefore appropriate to continue to adopt the going concern basis in preparing the financial statements.

On behalf of the Board

Neil Arthur Wadey, Director

12 February 2025

B.A.T. International Finance p.l.c. Registered Number 01060930

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B.A.T. International Finance p.l.c. - The Group

Independent Auditor's Report to the members of B.A.T. International Finance p.l.c.

1 Our opinion is unmodified

We have audited the financial statements of B.A.T. International Finance p.l.c. ("the Company") for the year ended 31 December 2024 which comprise the Group income statement, the Group statement of comprehensive income, the Group and parent statements of changes in equity, the Group and parent statements of financial position, the Group cash flow statement, and the related notes, including the accounting policies in note 1.

In our opinion:

• the financial statements give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's profit for the year then ended;
• the Group financial statements have been properly prepared in accordance with UK-adopted international accounting standards;
• the parent Company financial statements have been properly prepared in accordance with UK-adopted international accounting standards and as applied in accordance with the provisions of the Companies Act 2006; including FRS 101 Reduced Disclosure Framework and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) ("ISAs (UK)") and applicable law. Our responsibilities are described below. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion. Our audit opinion is consistent with our report to the audit committee.

We were first appointed as auditor by the directors on 23 March 2015. The period of total uninterrupted engagement is for the 10 financial years ended 31 December 2024. We have fulfilled our ethical responsibilities under, and we remain independent of the Group in accordance with, UK ethical requirements including the FRC Ethical Standard as applied to listed public interest entities. No non-audit services prohibited by that standard were provided.

2 Key audit matters: our assessment of risks of material misstatement

Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the financial statements and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. We summarise below the key audit matters (unchanged from 2023), in decreasing order of audit significance, in arriving at our audit opinion above, together with our key audit procedures to address those matters and, as required for public interest entities, our results from those procedures. These matters were addressed, and our results are based on procedures undertaken, in the context of, and solely for the purpose of, our audit of the financial statements as a whole, and in forming our opinion thereon, and consequently are incidental to that opinion, and we do not provide a separate opinion on these matters.

Hedge Accounting

The Group enters into derivative contracts in order to manage and hedge risks such as interest and foreign exchange rate risk. These arrangements create accounting mismatches which are addressed through designating instruments into fair value or cash flow hedge accounting relationships.

The inherent complexity of hedge accounting including the degree of judgement required in determining highly probable forecast cash flows has led us to identifying our work in response to the inherent risk of error related to hedge accounting as a key audit matter. We have not identified a heightened risk of fraud related to this area.

Refer to page 21 (Accounting policies- Hedge Accounting), page 27 (the Group's Note on Derivative financial instruments) and page 43 (the Group's Note on Total equity- Hedging reserve).

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B.A.T. International Finance p.l.c. - The Group

Independent Auditor's report to the members of B.A.T. International Finance p.l.c. continued

Our procedures included:

• We understood and tested key controls over the designation and ongoing management of hedge accounting relationships, including those over hedge documentation, hedge effectiveness testing and the recording of hedge accounting adjustments.
• We examined selected hedge documentation to assess whether it complies with the requirements of IFRS. In doing so, the focus of our audit work was on the new hedge relationships entered into during the year.
• We tested the effectiveness of the hedge relationships and investigated any material sources of ineffectiveness.
• Where we noted ineffectiveness, we assessed whether appropriate adjustments were made to the value of the bonds.

Our results

From the evidence obtained, we found the Group's application of hedge accounting to be appropriate.

Fair value of derivative instruments

The Group and Company hold significant net financial instruments, comprising cash and cash equivalents, amounts due to and from fellow subsidiaries, loans due to and from fellow subsidiaries and external borrowings via bank loans. Given the nature and activities of the business, the Group and Company also make use of derivative financial instruments to hedge currency risk and interest rate risks. These financial instruments are classified as Level 2, where valuation requires the use of valuation modelling techniques. Such techniques involve a degree of estimation uncertainty.

At 31 December 2024, Derivative financial assets amounted to £645 million (2023: £500 million) and derivative

financial liabilities were £544 million (2023: £544 million). We focus on these balances because of the high volume of transactions passing through the respective accounts, the large number of counterparties involved, and the complexity associated with the valuation of Level 2 financial instruments. We have not identified a heightened risk of fraud related to this area.

Refer to page 21 (Accounting policies- Hedge Accounting) and page 27 (the Group's Note on Derivative financial instruments) and page 51 (the parent Company's Note on Derivative financial instruments).

Our procedures included:

• We performed end to end process walk-throughs to identify the key systems, applications and controls used in the valuation processes. We also tested the design and operating effectiveness of key controls relating to valuation of derivative financial instruments.
• We obtained external confirmation responses to verify the existence and accuracy of derivative financial instruments.
• We independently assessed management's valuation of the derivative financial instruments by involving our own valuation specialists to independently price the financial instruments and challenge the appropriateness of significant deviations outside the range of acceptable values.

Our results

We did not identify any material exceptions with respect to the fair value of derivative instruments.

3 Our application of materiality and an overview of the scope of our audit

The Group is part of a group headed by British American Tobacco p.l.c. ("BAT p.l.c. Group"). Materiality for the Group financial statements as a whole of £170 million (2023: £150 million) has been applied to the audit of the Group. This is lower than the materiality we would otherwise have determined by reference to total assets and represents 0.16% of the Group's total assets (2023: 0.15%) as we have capped materiality in line with component materiality (for the audit of the BAT p.l.c. Group) as communicated by the BAT p.l.c. Group audit team.

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