Frigoglass S.a.i.c. · ATHEX:FRIGO
Frigoglass S.a.i.c — Debt Investor Presentation (March 2023)
18 slides from Frigoglass S.a.i.c's debt investor presentation, Mar 6, 2023
Slide 1: Investor Update
Investor Update 6 March 2023 2019
Slide 2: Introduction
Introduction ▪ Frigoglass S.A.I.C. (“Frigoglass”) announces that it has reached an agreement with the committee of holders representing 58% of its existing €260 million SSNs due 2025 (the “Noteholders Committee ”), with the support of its major indirect shareholder, Truad Verwaltungs A.G. (“Truad”),
Slide 3: Overview of Transaction Components
Overview of Transaction Components 1 ▪ 2025 Notes to be reduced by €110 million (42% of amount outstanding) effectively exchanged for: ‒ 85% of the pro forma equity in New DebtCo(1) De-Leveraging of Balance ▪ €150 million of 2025 Notes to be exchanged for Reinstated Notes Sheet ‒ Reinstated Notes to
Slide 4: Deleveraging of Balance Sheet
Deleveraging of Balance Sheet Existing Capital Structure (as at Dec-22) Pro Forma Capital Structure Net Debt (Dec-22)(1): €311M Net Debt (Dec-22)(1): €231M Net Leverage (LTM EBITDA): 7.1x Net Leverage (LTM EBITDA): 5.3x 370 300 Senior Secured 260 Reinstated Notes 150 Notes(4) In Q1-23 an additional
Slide 5: Pro Forma Capital Structure
Pro Forma Capital Structure Summary Capitalisation Pro Forma for the Transaction €M Face Value Outstanding Leverage Instrument Dec-22 Adj. Pro Forma Status Quo Pro Forma In Q1-23 an additional €20M of ICM Local Facilities(1) 35 - 35 Bridge Notes was drawn, resulting Glass Local Facilities 40 - as of
Slide 6: Simplified Pro Forma Corporate Structure
Simplified Pro Forma Corporate Structure Existing Corporate Structure Pro Forma Corporate Structure Truad Public New Senior Secured Existing Noteholders(1) Existing Shareholders Verwaltungs AG Shareholders Noteholders(1) 95.0% 5.0% 48.4% 51.6% New TopCo(1) Frigoglass S.A.I.C. 85.0% 15.0% Frigoglass
Slide 7: New Instrument Terms
( New Instrument Terms ) GLASS PACKAGING IS 145” RECYCLABLE ENDLESSLY, WITH NO LOSS TO PURSTY
Slide 8: New Senior Secured Notes | Indicative Key Terms
New Senior Secured Notes | Indicative Key Terms Noteholders (underwritten by entities affiliated with Noteholder Committee and offered to all Noteholders pro rata Providers to their existing holdings of the 2025 Notes) Issuers New DebtCo Facility Senior secured obligations, in the form of notes Amou
Slide 9: Reinstated Notes | Indicative Key Terms
Reinstated Notes | Indicative Key Terms Issuers New DebtCo Facility Senior secured obligations, in the form of notes Amount €150 million Maturity 5 year tenor from the Restructuring Effective Date ▪ Prior to 31 December 2023: 2.0% cash + 9.0% PIYC (1.0% less if fully paid in cash) Margin ▪ 1 January
Slide 10: Business Plan
C Business Plan ) GLASS PACKAGING IS 145” RECYCLABLE ENDLESSLY, WITH NO LOSS TO PURSTY
Slide 11: Fundamentally a Strong Business
Fundamentally a Strong Business Supportive Long-Term Industry Trends 1 • Beverage consumption trends favourable to Frigoglass Group’s business • Active in selected emerging markets where macro and demographic dynamics are supporting growth prospects Clear Leader Across ICM Markets Served • Market le
Slide 12: Romania Plant Reconstruction
Romania Plant Reconstruction All reconstruction milestones currently on track, with operations expected to resume in March 2023 Rebuild Update ▪ Plant to be operational in March 2023 ▪ Total cost anticipated at c.€42 million, in-line with our initial expectations Insurance Proceeds Overview ▪ €42 mi
Slide 13: Group Business Plan
Group Business Plan €M Actual Projections (New Frigoglass Group) Key Observations 2020A 2021A 2022A(1) 2023E 2024E 2025E ▪ Financial projections reflect New DebtCo and Sales 333 384 473 471 450 489 its subsidiaries on a pro forma basis for the Transaction o/w ICM 251 279 309 281 299 325 o/w Glass 82
Slide 14: Next Steps
C Next Steps ) GLASS PACKAGING IS 145” RECYCLABLE ENDLESSLY, WITH NO LOSS TO PURSTY
Slide 15: Timetable & Immediate Next Steps for Noteholders
Timetable & Immediate Next Steps for Noteholders March 2023 April 2023 Mo Tu We Th Fr Sa Su Mo Tu We Th Fr Sa Su 27 28 1 2 3 4 5 1 2 6 7 8 9 10 11 12 3 4 5 6 7 8 9 13 14 15 16 17 18 19 10 11 12 13 14 15 16 20 21 22 23 24 25 26 17 18 19 20 21 22 23 27 28 29 30 31 24 25 26 27 28 29 30 31 Key Dates 28
Slide 16: Additional Information for Noteholders
Additional Information for Noteholders Description Contact Information ▪ Lock-Up Agreement Lock-Up Agreement & Accession ▪ Term Sheets Agreement ▪ Accession Agreement CONTACT THE INFORMATION AGENT FOR ASSISTANCE: Kroll Issuer Services Limited The Shard 32 London Bridge Account Holder Letter(1) ▪ Acc
Slide 17: Disclaimer
Disclaimer This presentation has been prepared by Frigoglass S.A.I.C. (the “Company”) for informational purposes only. Neither the Company, its affiliates nor their respective directors, officers, employees or agents (the “Company Group”) gives any representation or warranty, express or implied, as
Slide 18: Exponentially Innovative
Exponentially Innovative naan == (|lluminated MREeen)ieenene Saal . TerPartter hs a eeeee eeeees To, 7
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