Ardagh Glass Finance plc - Irish Stock Exchange

RISK FACTORS
An investment in the Senior Notes involves a high degree of risk. You should carefully consider the
following risks, together with other information provided to you in this Offering Memorandum, in deciding
whether to invest in the Senior Notes. The occurrence of any of the events discussed below could materially
adversely affect our business, financial condition or results of operations. If these events occur, the trading
prices of the Senior Notes could decline, and we may not be able to pay all or part of the interest or
principal on the Senior Notes, and you may lose all or part of your investment. Additional risks not
currently known to us or that we now deem immaterial may also harm us and affect your investment.
This Offering Memorandum contains ‘‘forward looking’’ statements that involve risks and uncertainties.
Our actual results may differ significantly from the results discussed in the forward looking statements.
Factors that might cause such differences include those discussed below and elsewhere in this Offering
Memorandum. See ‘‘Forward-Looking Statements’’.
Risks Relating to our Debt and the Senior Notes
Our substantial debt could adversely affect our financial health and prevent us from fulfilling our
obligations under the Senior Notes.
We have a substantial amount of debt and significant debt service obligations. As at September 30,
2009, on a pro forma basis, after giving effect to the issuance of the Senior Notes and the application
of the net proceeds of this offering as described under ‘‘Use of Proceeds’’, we would have had (i) total
debt (before deducting financing costs) of A995.8 million, of which A180.0 million would have been debt
incurred in this offering, (ii) debt of A505.6 million of the Guarantors which would rank senior in right
of payment to the Guarantees and (iii) A815.8 million of debt which will mature prior to the maturity
of the Senior Notes. In addition, our main credit facilities permitted additional borrowings of up to
A215.9 million and all of these borrowings would effectively rank senior to the Senior Notes.
Our substantial debt could have important negative consequences for us and for you as a holder of
the Senior Notes. For example, our substantial debt could:
• require us to dedicate a large portion of our cash flow from operations to service debt and fund
repayments on our debt, thereby reducing the availability of our cash flow to fund working
capital, capital expenditures and other general corporate purposes;
• increase our vulnerability to adverse general economic or industry conditions;
• limit our flexibility in planning for, or reacting to, changes in our business or the industry in
which we operate;
• limit our ability to raise additional debt or equity capital in the future;
• restrict us from making strategic acquisitions or exploiting business opportunities;
• make it difficult for us to satisfy our obligations with respect to the Senior Notes and our other
debt; and
• place us at a competitive disadvantage compared to our competitors that have less debt.
In addition, a portion of our debt bears interest at variable rates that are linked to changing
market interest rates. Although we may hedge a portion of our exposure to variable interest rates by
entering into interest rate swaps, we cannot assure you that we will do so in the future. As a result, an
increase in market interest rates would increase our interest expense and our debt service obligations,
which would exacerbate the risks associated with our leveraged capital structure.
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