Ardagh Glass Finance plc - Irish Stock Exchange

Our credit facilities contain financial covenants which we could fail to meet.
The Amended and Restated Anglo Irish Senior Secured Credit Facility and certain of our other
existing credit facilities require, and our future credit facilities may require, the Parent Guarantor and
certain of its subsidiaries to satisfy specified financial tests and maintain specified financial ratios and
covenants regarding a minimum level of EBITDA to senior debt, a minimum level of EBITDA to total
debt, a minimum level of EBITDA to total senior debt interest payable, a minimum level of EBITDA
to total cash interest payable, a minimum tangible net worth and a maximum amount of capital
expenditures, all as defined in such credit facilities. See ‘‘Description of Other Indebtedness—Amended
and Restated Anglo Irish Senior Secured Credit Facility’’.
The ability of the Parent Guarantor and its subsidiaries to comply with these ratios and to meet
these tests may be affected by events beyond their control and we cannot assure you that they will
continue to meet these tests. The failure of the Parent Guarantor and its subsidiaries to comply with
these obligations could lead to a default under these credit facilities unless we can obtain waivers or
consents in respect of any breaches of these obligations under these credit facilities. We cannot assure
you that these waivers or consents will be granted. A breach of any of these covenants or the inability
to comply with the required financial ratios could result in a default under these credit facilities. In the
event of any default under these credit facilities, the lenders under these facilities will not be required
to lend any additional amounts to us or our operating subsidiaries and could elect to declare all
outstanding borrowings, together with accrued interest, fees and other amounts due thereunder, to be
immediately due and payable. In the event of a default, the relevant lenders could also require us to
apply all available cash to repay the borrowings or prevent us from making debt service payments on
the 2009 Notes or the 2007 Notes, any of which would be an event of default under the Senior Notes.
If the debt under our credit facilities, the 2009 Notes, the 2007 Notes, or the Senior Notes were to be
accelerated, we cannot assure you that our assets would be sufficient to repay such debt in full.
We and our subsidiaries may be able to incur substantially more debt.
Subject to the restrictions in our senior secured credit facilities, the 2009 Indenture, the 2007
Indenture, the Indenture and other outstanding debt, we may be able to incur substantial additional
debt in the future, which could be secured. For example, the Indenture will allow the Parent Guarantor
and its Restricted Subsidiaries (as defined in the Indenture) to grant liens on any of their property or
assets to secure certain other debt that may be incurred under the ‘‘Limitation on Debt’’ covenant in
the Indenture described in ‘‘Description of the Notes—Certain Covenants—Limitation on Debt’’.
As of September 30, 2009, on a pro forma basis, after the application of the net proceeds of this
offering as described under ‘‘Use of Proceeds’’, our main credit facilities permitted additional
borrowings of up to A215.9 million, and all of these borrowings would effectively rank senior to the
Guarantees. Although the terms of these credit facilities and the Indenture contain restrictions on the
incurrence of additional debt, these restrictions are subject to a number of significant qualifications and
exceptions, and debt incurred in compliance with these restrictions could be substantial. To the extent
new debt is added to our currently anticipated debt levels, the substantial leverage related risks
described above would increase. See also ‘‘—Risks Relating to Our Business—Our expansion strategy
may adversely affect our business, financial condition and results of operations’’.
Our ability to generate cash depends on many factors beyond our control, and we may not be able to
generate cash required to service our debt.
Our ability to make scheduled payments on the Senior Notes and to meet our other debt service
obligations or to refinance our debt depends on our future operating and financial performance and
ability to generate cash. This will be affected by our ability to successfully implement our business
strategy, as well as general economic, financial, competitive, regulatory, technical and other factors
beyond our control. If we cannot generate sufficient cash to meet our debt service obligations or fund
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