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Ardagh Group Achieves Significant Bondholder Support

Date: August 9, 2025
In a significant step forward for its financial restructuring, Ardagh Group S.A. has announced that, as of August 8, 2025, it has garnered the support of more than 90% of the holders of its senior secured notes (SSNs) and senior unsecured notes (SUNs). This milestone is crucial as it signals strong confidence among bondholders regarding the company’s strategic direction and future prospects.

Ardagh Group, a leader in the manufacturing of metal and glass packaging, confirmed that over 90% of holders under its SSN Indentures and SUN Indentures have entered into the transaction support agreement dated July 28, 2025. Additionally, more than 75% of holders of the senior secured toggle notes due in 2027, referred to as PIK Notes, have also joined in this agreement.

Transaction Support Agreement Details

The transaction support agreement (TSA) is a critical component of Ardagh's capital restructuring strategy, allowing for a comprehensive recapitalization plan aimed at strengthening the company’s balance sheet and leveraging its operational efficiencies.

As part of the TSA, Ardagh Group encourages all remaining holders of the SSNs, SUNs, and PIK Notes to accede to the agreement by the early bird deadline of August 12, 2025. By doing so, these holders can benefit from the Early Consent Consideration provided within the TSA. This incentive offers a significant exchange opportunity, enhancing recovery for bondholders that choose to participate.

Key Features of the Early Consent Consideration

The Early Consent Consideration summary illustrates a structured approach to encouraging bondholders to engage in the recapitalization. Here are the main elements:
1. Existing SSNs: Holders opting into the TSA before the deadline will exchange their current SSNs at par for new Exchange SSNs. Non-consenting holders will face a less advantageous exchange ratio, which is set at $800 in principal for every $1,000 of their existing SSNs.
2. Existing SUNs: Both consenting and non-consenting SUN holders will share a pro rata allocation of 70% of the 92.5% allocation of EquityCo Shares. Furthermore, consenting SUN holders who act before the Early Consent deadline will enjoy an additional 30% share of this allocation.
3. Existing PIK Notes: Similarly, all holders of PIK Notes will receive a pro rata portion of 70% of the 7.5% EquityCo Shares allocation, with an extra 30% for those consenting by the deadline.

This strategic move is essential for Ardagh Group as it works towards improving its capital structure and overall competitive stance within the packaging industry. The company operates 58 production facilities across 16 countries, emphasizing its capacity for large-scale manufacturing and commitment to sustainability through recyclable packaging solutions.

About Ardagh Group

Ardagh Group is a global leader in providing sustainable packaging solutions with a significant focus on metal and glass products. In 2024, the company reported sales of approximately $9.1 billion and employs about 19,000 staff worldwide. With its strong emphasis on innovation and sustainability, Ardagh continues to lead in the packaging arena, supporting brand owners across various sectors.

Conclusion

As Ardagh Group progresses with its plans, securing over 90% support from bondholders marks a significant milestone that could signal a promising path for the company’s future. Remaining bondholders are encouraged to participate in this pivotal agreement, ensuring they do not miss out on potential benefits that can enhance their investment recovery.

For further information regarding the Agreed Recapitalization Transaction and steps to accede to the TSA, interested parties are advised to contact Kroll Issuer Services Limited.