0001047469-17-001127 Sample Contracts

ARDAGH GROUP S.A. Class A Common Shares (par value of €0.01 each) Underwriting Agreement
Underwriting Agreement • March 1st, 2017 • Ardagh Group S.A. • Glass containers • New York

Citigroup Global Markets Inc. As Representative of the several Underwriters listed on Schedule I hereto, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

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SHAREHOLDER AGREEMENT BY AND BETWEEN ARD HOLDINGS S.A. AND ARDAGH GROUP S.A. Dated , 2017
Shareholder Agreement • March 1st, 2017 • Ardagh Group S.A. • Glass containers • Luxembourg

SHAREHOLDER AGREEMENT (this “Agreement”), dated , 2017, by and between ARD HOLDINGS S.A., a société anonyme organized under the laws of Luxembourg (together with any successor thereof, “ARD Holdings”), and ARDAGH GROUP S.A., a société anonyme organized under the laws of Luxembourg (“Listco”).

Contract
Registration Rights Agreement • March 1st, 2017 • Ardagh Group S.A. • Glass containers • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [·], 2017, by and between Ardagh Group S.A., a société anonyme incorporated under the laws of Luxembourg (the “Company”) and ARD Holdings S.A., a société anonyme incorporated under the laws of Luxembourg.

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