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Ardagh Glass Finance plc - Irish Stock Exchange

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CAPITALIZATION<br />

The following table shows our unaudited total cash and capitalization as at September 30, 2009, on<br />

a historical basis and as adjusted to give effect to this offering and the application of the net proceeds<br />

therefrom, as described under ‘‘Use of Proceeds’’. The information set out below should be read in<br />

conjunction with the consolidated financial statements of <strong>Ardagh</strong>, in each case together with the notes<br />

thereto, included elsewhere in this Offering Memorandum.<br />

As at September 30, 2009<br />

Actual Adjustments As Adjusted<br />

(in E millions) (1)<br />

Cash (2) .............................................. 84.8 (6.5) 78.3<br />

Debt (3)<br />

Anglo Senior Secured Facility—Term Debt (4) .................. 210.3 — 210.3<br />

Anglo Senior Secured Facility—Revolving Credit Facility (5) ........ — — —<br />

2009 Notes (6) ......................................... 294.6 — 294.6<br />

GE Commercial <strong>Finance</strong> Facility (7) .......................... 0.7 — 0.7<br />

Total Senior Secured Debt .............................. 505.6 — 505.6<br />

2007 Notes ........................................... 310.0 — 310.0<br />

2003 Notes (8) ......................................... 175.0 (175.0) —<br />

Senior Notes offered hereby .............................. — 180.0 180.0<br />

Other borrowings ...................................... 0.2 — 0.2<br />

Deferred financing costs (6) ................................ (31.6) (5.0) (36.6)<br />

Total debt (6) .......................................... 959.2 — 959.2<br />

Total shareholders’ funds ................................ (13.5) (6.5) (20.0)<br />

Total capitalization ..................................... 945.7 (6.5) 939.2<br />

(1) Sterling denominated borrowings have been translated at an exchange rate of A1.00 = £0.9166, the<br />

exchange rate used in preparing <strong>Ardagh</strong>’s balance sheet on that date.<br />

(2) In the near-term, it is our intention to make a restricted payment of A20.0 million to our ultimate<br />

holding company <strong>Ardagh</strong> <strong>Glass</strong> Group S.A. The proceeds of such restricted payment will then be<br />

used by <strong>Ardagh</strong> <strong>Glass</strong> Group S.A. to buy back a portion of its own shares.<br />

(3) Debt includes both short-term and long-term debt and is presented before deferred financing costs.<br />

(4) On an historical and as adjusted basis, <strong>Ardagh</strong> would have undrawn availability under this facility<br />

of A27.5 million.<br />

(5) As of September 30, 2009, we had undrawn availability under this facility of A150.0 million.<br />

(6) Original issue discount has been deducted from debt and not included in deferred financing costs<br />

for purposes of this presentation.<br />

(7) The GE Commercial <strong>Finance</strong> Facility is secured.<br />

For further details relating to the debt instruments described above, see ‘‘Operating and Financial<br />

Review and Prospects—External Financings’’ and ‘‘Description of Other Indebtedness’’. We have<br />

not incurred any short-term or long-term debt since September 30, 2009.<br />

(8) We intend to redeem all of the 2003 Notes with the proceeds of the Senior Notes. The amount of<br />

2003 Notes included above reflects the outstanding principal balance net of accrued interest and<br />

debt financing costs. The total amount that will be repaid upon redemption will be A181.5 million,<br />

which represents the principal amount of A175.0 million, plus A5.2 million of early redemption<br />

premium and A1.3 million of other early redemption costs relating to the period of redemption<br />

notice.<br />

36

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