Impress €1 billion refinancing

Impress Holdings B.V. (the “Company”) announced today that it is commencing a private offering of €730 million equivalent principal amount of Euro Senior Secured Floating Rate Notes and US Dollar Senior Secured Floating Rate Notes, and €270 million of Senior Subordinated Notes. In addition the Company will continue to have access to its existing €80 million revolving credit facility.

A portion of the proceeds of the offering, which is being arranged by JP Morgan Securities Ltd, will be used to repay the term debt outstanding under Impress' existing interim financing facilities. This includes the funds drawn down to finance the Company’s recently completed acquisition, separately announced yesterday, of the European aerosol and food can operations of US Can.

The remaining €480 million of net proceeds will be loaned to Impress Coöperatieve U.A., the newly formed holding company of the Impress group. The proceeds of the loan, together with the proceeds of an offering of depositary receipts representing €80 million aggregate nominal value of Participation Interests, will be primarily used to acquire the Company’s existing preference and ordinary shares from existing shareholders.

Impress Group
Impress is a global market leader in the consumer metal packaging industry. It is the second largest European supplier of food cans, worldwide leader in the seafood can market, European leader in cans for paints and coatings and the second largest European producer of aerosol cans.

Following the purchase of US Can's European operations, Impress has pro forma worldwide sales of approximately €1.6billion. It employs approximately 7,700 people in 50 facilities in 17 countries in Europe, North America, Japan and the Seychelles.

For further Information, please contact:

John Geake, Chief Financial Officer
t: + 31 622 933 235
e: john.geake@nl.impgroup.com

Paul Johns, Director Treasury & Tax
t: +44 7799 132563
e: paul.johns@nl.impgroup.com

Notice
This announcement is not an offer for sale of securities in the United States. The securities referred to herein may not be sold in the United Stares absent registration or an exemption from registration under the US Securities Act of 1933, as amended. Impress Holdings B.V. does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Australia or Japan.

The securities offered will be offered (and may only be traded amongst) 'Professional Market Parties' within the meaning, and as further described in section 1, paragraph E of the Dutch ministerial regulation of June 26, 2002, as amended from time to time, implementing, inter alia, section 6 paragraph 2 of the Dutch 1992 Act of Supervision of the Credit System (Wet toezicht kredietwezen 1992), as amended from time to time, and furthermore in reliance upon an exemption from the applicable provisions of the Dutch Act of Supervision of the Securities Trade 1995 (Wet toezicht effectenverkeer 1995).