Ardagh Metal Packaging S.A. executed the Term Sheet to acquire Gores Holdings V, Inc. (NasdaqCM:GRSV) from Gores Sponsor V LLC, Alec E. Gores and others in a reverse merger transaction for $4.1 billion on January 5, 2021. Ardagh Metal Packaging S.A. entered into a definitive business combination agreement to acquire Gores Holdings V, Inc. in a reverse merger transaction on February 22, 2021. Ardagh will retain an approximately 82% stake, the PIPE investors in the private placement will hold approximately 10% and Gores Holdings V's stockholders and its sponsor will hold remaining in Ardagh Metal Packaging. Ardagh Metal Packaging intends to apply to list its shares on the New York Stock Exchange (“NYSE”) under the new ticker symbol “AMBP”. Oliver Graham, Chief Executive Officer of Ardagh Metal Beverage, will be Chief Executive Officer of Ardagh Metal Packaging. Paul Coulson, Chairman and Chief Executive Officer of Ardagh, will serve as Chairman and Shaun Murphy, Chief Operating Officer of Ardagh, will serve as Vice Chairman of Ardagh Metal Packaging following the closing of the transaction. Alec Gores will resign from his positions.

The transaction is subject to receipt of Gores Holdings V stockholder approval, the satisfaction of the condition to Ardagh's obligations that it receives at least $3 billion in cash from the transactions, all closing conditions to the private placement pursuant to which investors will purchase 60 million Ardagh Metal Packaging Shares for a purchase price of $10 per share (the “PIPE Shares”) shall have been satisfied or waived and the $600 million gross proceeds from the private placement shall have been paid to Ardagh Metal Packaging on the date the Merger is consummated, the Registration Statement of which the Proxy Statement/Prospectus forms a part shall have been declared effective under the Securities Act and no stop order or proceedings for purposes of suspending the effectiveness of the registration statement shall have been initiated by the SEC and not withdrawn, the Ardagh Metal Packaging Shares shall have been approved for listing on NYSE, subject to official notice of issuance, tax opinion and the satisfaction of other customary closing conditions. The special meeting of Gores shareholders to approve the transaction will be held on August 3, 2021. The business combination agreement and the transactions contemplated thereby were unanimously approved by the Board of Directors of Gores Holdings and Ardagh Group S.A. on February 22, 2021. As of July 8, 2021, registration statement has become effective. The transaction was approved at a special meeting of Gores Holdings V stockholders on August 3, 2021. The transaction is expected to close in the second quarter of 2021. As of August 2, 2021, the transaction is expected to close on August 4, 2021.

Deutsche Bank Securities Inc. and Morgan Stanley & Co. LLC are acting as financial advisors and capital markets advisors to Gores Holdings V and as joint lead placement agents on the PIPE. Kyle C. Krpata, Gabriel Gregson, Heather Emmel, Barbra Broudy, Noah Beck, Chayim Neubort, Mark Schwed, Adam Arikat, Amy Rubin, Craig Olshan, Jacky Kelly, Adé Heyliger, Karen Ballack, Alexa Chu Clinton, Alexa Chu Clinton, Annemargaret Connolly, Thomas Goslin, Shawn Cooley, Vadim Brusser, Gary Friedman, Ivor Gwilliams, Thomas Weatherill and James R. Griffin of Weil, Gotshal & Manges, LLP and Loyens & Loeff N.V. are acting as legal advisors to Gores Holdings V. Citigroup is acting as exclusive financial advisor to Ardagh and is acting as joint lead placement agent on the PIPE. Clare O'Brien, Richard Alsop, Trevor Ingram, Alain Dermarkar, Gillian Emmett Moldowan, Jordan Altman, Laurence Bambino, Nathan Tasso, Tomasz Kulawik, Kristen Garry, Derek Kershaw and Mehran Massih of Shearman & Sterling LLP acted as the legal advisors to Ardagh. Morrow & Co., LLC acted as the information agent to Gores Holdings V and would receive a fee of $37,500 for its services. Duff & Phelps, LLC acted as the financial advisor and fairness opinion provider to Gores Holdings V. Pursuant to the terms of its engagement, Duff & Phelps became entitled to a fee of $0.5 million for its services, $0.25 million of which was paid upon Duff & Phelps' delivery of the opinion to GHV's Board of Directors and the remainder of which will become payable upon closing of the Merger. Mark Zimkind of Continental Stock Transfer & Trust Company is acting as transfer agent of Gores. Michael P. Heinz and Keith DeLeon of Sidley Austin LLP represented Deutsche Bank, as financial advisor to Gores Holdings V Inc.