07.03.2014 Views

Ardagh Glass Finance plc - Irish Stock Exchange

Ardagh Glass Finance plc - Irish Stock Exchange

Ardagh Glass Finance plc - Irish Stock Exchange

SHOW MORE
SHOW LESS

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

(c) the portion of net income (but not the loss) of any Person (other than the Parent Guarantor<br />

or a Restricted Subsidiary), including Unrestricted Subsidiaries, in which the Parent Guarantor<br />

or any Restricted Subsidiary has an equity ownership interest, except that the Parent<br />

Guarantor’s or a Restricted Subsidiary’s equity in the net income of such Person for such<br />

period shall be included in such Consolidated Adjusted Net Income to the extent of the<br />

aggregate amount of dividends or other distributions actually paid to the Parent Guarantor or<br />

any Restricted Subsidiary in cash dividends or other distributions during such period;<br />

(d) the net income (but not the loss) of any Restricted Subsidiary to the extent that the<br />

declaration or payment of dividends or similar distributions by such Restricted Subsidiary is<br />

not at the date of determination permitted, directly or indirectly, by operation of the terms of<br />

its charter or any agreement, instrument, judgment, decree, order, statute, rule or<br />

governmental regulation applicable to such Restricted Subsidiary or its shareholders (other<br />

than restrictions contained in the Credit Facilities and related agreements permitted by<br />

clause 2(a) of ‘‘—Certain Covenants—Limitation on Debt’’);<br />

(e) net after-tax gains attributable to the termination of any employee pension benefit plan;<br />

(f) any restoration to net income of any contingency reserve, except to the extent provision for<br />

such reserve was made out of income accrued at any time following the date of the Indenture;<br />

(g) any net gain arising from the acquisition of any securities or extinguishment, under GAAP, of<br />

any Debt of such Person;<br />

(h) the net income attributable to discontinued operations (including, without limitation,<br />

operations disposed of during such period whether or not such operations were classified as<br />

discontinued);<br />

(i) any gains (but not losses) from currency exchange transactions not in the ordinary course of<br />

business;<br />

(j) any extraordinary, exceptional, unusual or nonrecurring loss, expense or charge (including<br />

severance, relocation, plant closure, operational improvement or restructuring costs or reserves<br />

or provisions therefor) relating to, or directly or indirectly resulting from, or incurred in<br />

connection with, any Asset Sale, Investment, acquisition, reorganization, restructuring or<br />

operational improvement initiative, or offering or refinancing of debt or equity securities,<br />

provided that for the purpose of determining the amount available for Restricted Payments<br />

under clause (c)(i) of paragraph (2) of the covenant described under ‘‘—Certain Covenants—<br />

Limitation on Restricted Payments’’, only the non-cash portion of any such loss, expense or<br />

charge shall be excluded;<br />

(k) the non-cash accounting effects of any acquisition, purchase, merger, reorganization or other<br />

similar transaction, including any increase in amortization or depreciation resulting from<br />

adjustments to tangible or intangible assets, the consequence of any revaluation of inventory<br />

or other non-cash charges or effects (including losses on derivatives);<br />

(l) the cumulative effect of a change in accounting principles after the date of the Indenture; and<br />

(m) any charge or expense recorded for non-cash or capitalized interest on Deeply Subordinated<br />

Funding.<br />

‘‘Consolidated EBITDA’’ means, for any period, an amount equal to the sum referred to in<br />

clause (a) of the definition of Consolidated Fixed Charge Coverage Ratio, as calculated in accordance<br />

with the provisos in such definition.<br />

137

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!