Ardagh Glass Finance plc - Irish Stock Exchange
Ardagh Glass Finance plc - Irish Stock Exchange
Ardagh Glass Finance plc - Irish Stock Exchange
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IMPORTANT INFORMATION<br />
This Offering Memorandum is confidential and has been prepared by the Issuer solely for use in<br />
connection with the proposed offering of the Senior Notes described in this Offering Memorandum.<br />
This Offering Memorandum is personal to each offeree and does not constitute an offer to any other<br />
person or to the public generally to subscribe for or otherwise acquire Senior Notes. Distribution of<br />
this Offering Memorandum to any person other than the prospective investor and any person retained<br />
to advise such prospective investor with respect to the purchase of Senior Notes is unauthorized, and<br />
any disclosure of any of the contents of this Offering Memorandum, without the Issuer’s prior written<br />
consent, is prohibited. Each prospective investor, by accepting delivery of this Offering Memorandum,<br />
agrees to the foregoing and to make no photocopies of this Offering Memorandum or any documents<br />
referred to in this Offering Memorandum.<br />
Citigroup Global Markets Limited and J&E Davy trading as Davy (the ‘‘initial purchasers’’) make<br />
no representation or warranty, express or implied, as to the accuracy or completeness of the<br />
information contained in this Offering Memorandum. Nothing contained in this Offering Memorandum<br />
is, or shall be relied upon as, a promise or representation by the initial purchasers as to the past or<br />
future.<br />
The Issuer and the Parent Guarantor accept responsibility for the information contained in this<br />
Offering Memorandum. To the best of the Issuer’s and the Parent Guarantor’s knowledge and belief,<br />
the information contained in this Offering Memorandum with regard to the Parent Guarantor and its<br />
subsidiaries and the Senior Notes is in accordance with the facts and does not omit anything likely to<br />
affect the import of such information. However, the information set out under the headings ‘‘<strong>Exchange</strong><br />
Rates’’, ‘‘Summary’’, ‘‘Operating and Financial Review and Prospects’’ and ‘‘Business’’ includes extracts<br />
from information and data, including industry and market data, released by publicly available sources in<br />
Europe and elsewhere. While we accept responsibility for the accurate extraction and summarization of<br />
such information and data, we have not independently verified the accuracy of such information and<br />
data and we accept no further responsibility in respect thereof.<br />
Unless the context indicates otherwise, when we refer to ‘‘we’’, ‘‘us’’, ‘‘<strong>Ardagh</strong>’’, ‘‘<strong>Ardagh</strong> <strong>Glass</strong><br />
Group’’ and ‘‘our’’, for the purposes of this Offering Memorandum, we are referring to the Parent<br />
Guarantor and its subsidiaries (including any of their predecessors).<br />
The information set out in relation to sections of this Offering Memorandum describing clearing<br />
arrangements, including the section entitled ‘‘Book-Entry; Delivery and Form’’, is subject to any change<br />
in or reinterpretation of the rules, regulations and procedures of Euroclear or Clearstream Banking<br />
currently in effect. While the Issuer and the Parent Guarantor accept responsibility for accurately<br />
summarizing the information concerning Euroclear and Clearstream Banking, they accept no further<br />
responsibility in respect of such information. In addition, this Offering Memorandum contains<br />
summaries believed to be accurate with respect to certain documents, but reference is made to the<br />
actual documents for complete information. All such summaries are qualified in their entirety by such<br />
reference. Copies of documents referred to herein will be made available to prospective investors upon<br />
request to us or the initial purchasers.<br />
By receiving this Offering Memorandum, you acknowledge that you have had an opportunity to<br />
request from the Issuer for review, and that you have received, all additional information you deem<br />
necessary to verify the accuracy and completeness of the information contained in this Offering<br />
Memorandum. You also acknowledge that you have not relied on the initial purchasers in connection<br />
with your investigation of the accuracy of this information or your decision whether to invest in the<br />
Senior Notes.<br />
The Issuer and the initial purchasers reserve the right to reject all or a part of any offer to<br />
purchase the Senior Notes, for any reason. The Issuer and the initial purchasers also reserve the right<br />
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