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2015-03-27

Constantia Flexibles Group GmbH: Notice pursuant to § 5(5) of the Terms and Conditions of the Deeply Subordinated 2013 Hybrid Bonds of Constantia Flexibles Gr

Constantia Flexibles Group GmbH / Notice pursuant to § 5(5) of the Terms and
Conditions of the Deeply Subordinated2013 Hybrid Bonds of Constantia
Flexibles Group GmbH . Processed and transmitted by NASDAQ OMX Corporate
Solutions.The issuer is solely responsible for the content of this
announcement.
ISIN: AT0000A107A5

The interests in Constantia Flexibles Group GmbH ("Constantia
") were acquired in a transaction that constitutes a "Change of Control" under
the terms and conditions (the "Terms and Conditions
") of the Fixed and Floating Rate Deeply Subordinated 2013 Hybrid Bonds of
Constantia, ISIN AT0000A107A5 (the "Hybrid Bonds
"), which "Change of Control" occurred on March 26, 2015. At such time,
Constantia's long term senior unsecured debt carried no rating and no
"Investment Grade Rating" will be obtained thereafter, which results in a
"Change of Control Event" under the Terms and Conditions.

Consequently, Constantia hereby gives notice in accordance with § 5(5)(b) in
conjunction with § 13(2) of the Terms and Conditions that a "Change of
Control Event" occurred on March 26, 2015. The "Change of Control Event
Effective Date" shall be on May 27, 2015.

Constantia hereby gives notice that it intends to exercise its call right
pursuant to § 5(5)(c) of the Terms and Conditions with respect to the Hybrid
Bonds on account of such "Change of Control Event" effective as of May 27,
2015. This will be announced separately in due time according to the Terms
and Conditions. Redemption of the Hybrid Bonds would then take place on the
"Change of Control Event Effective Date" specified above.

Constantia Flexibles Group GmbH

Vienna, March 27, 2015

Contact and Questions:

Constantia Flexibles Group GmbH
Daniel Smith

Head of Communications

Rivergate, Handelskai 92

A-1200 Wien, Österreich
Mobile: +49 172 441 8030
E-Mail:daniel.smith@cflex.com
Homepage:www.cflex.com

THIS NOTICE CONSTITUTES NEITHER AN OFFER TO SELL NOR A SOLICITATION TO BUY ANY
SECURITIES OF CONSTANTIA FLEXIBLES GROUP GMBH. THIS NOTICE AND THE
INFORMATION CONTAINED HEREIN ARE NOT FOR DISTRIBUTION IN OR INTO THE UNITED
STATES OF AMERICA AND MUST NOT BE DISTRIBUTED TO U.S. PERSONS (AS DEFINED IN
REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED ("SECURITIES
ACT")) OR TO PUBLICATIONS WITH A GENERAL CIRCULATION IN THE UNITED STATES.
THIS NOTICE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN
OFFER TO PURCHASE ANY SECURITIES OF CONSTANTIA FLEXIBLES GROUP GMBH IN THE
UNITED STATES. THE SECURITIES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT AND MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE
UNITED STATES OR TO U.S. PERSONS ABSENT REGISTRATION UNDER OR AN APPLICABLE
EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT.

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This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Constantia Flexibles Group GmbH via Globenewswire

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