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Notes:<br />
(1) The financial information in respect of <strong>Vesuvius</strong> has been extracted, without material adjustment, from the<br />
historical financial information for <strong>Vesuvius</strong> prepared in line with the Basis of Preparation set out in the<br />
notes to the consolidated financial statements in Part IX: “Historical Financial Information” of this<br />
document.<br />
(2) Approximately £30 million of cash costs associated with the Demerger are expected to be incurred, of which<br />
£18 million are to be borne by <strong>Vesuvius</strong>, with approximately £12 million to be borne by Alent. These totals<br />
include professional fees associated with the Demerger and tax costs resulting from the Demerger, but<br />
exclude debt-refinancing costs which are required by accounting standards to be capitalised; the latter being<br />
approximately £2 million to be borne by <strong>Vesuvius</strong> and approximately £3 million to be borne by Alent.<br />
(3) As described in paragraph 9 of Part XIII of this document, a one-off cash payment, currently estimated at<br />
approximately £32 million, will be made into Cookson Group’s UK defined benefit plan (“the UK Plan”) at<br />
Demerger (“mitigation payment”). This payment effectively represents accelerated funding into the UK<br />
Plan as a consequence of an agreement by Cookson with the UK Plan Trustee whereby the UK Plan<br />
liabilities of the Alent employers who participated in the UK Plan will be discharged in full on the<br />
Demerger; the UK Plan remaining fully with Cookson (<strong>Vesuvius</strong>) following the Demerger.<br />
(4) On Demerger, the net debt of Cookson Group immediately prior to the Demerger will be apportioned to<br />
<strong>Vesuvius</strong> and Alent broadly in proportion to the contribution each has made to Cookson Group’s total<br />
EBITDA for the 12 months prior to the date of the Demerger. The same principle has been followed in<br />
arriving at the apportionment of net debt in the pro forma statement above. <strong>Vesuvius</strong> accounted for<br />
approximately 68.2 per cent. of Cookson Group’s EBITDA for the 12 months to 30 June 2012. Applying<br />
that percentage to each of Cookson Group’s net debt as at 30 June 2012 of £450.5 million, the estimated<br />
demerger costs totalling £30 million and additional pension contributions of £32 million gives total pro<br />
forma net debt for <strong>Vesuvius</strong> of £349.3 million – comprising £403.4 million of non-current interest bearing<br />
borrowings, £18.0 million of current interest bearing borrowings less £72.1 million of cash and short term<br />
deposits. To achieve this net debt position, an allocation of £233.6 million of non-current interest-bearing<br />
borrowings to Alent is required.<br />
(5) A pro forma statement of financial performance for <strong>Vesuvius</strong> has not been presented for the year ended<br />
31 December 2011. The Directors believe that, had the Demerger occurred at the beginning of the last<br />
financial year, the earnings of <strong>Vesuvius</strong> would have reduced as a result of costs associated with the<br />
Demerger, compared to the earnings of <strong>Vesuvius</strong> set out in Part IX of this document. This statement should<br />
be taken to mean that the earnings per share of <strong>Vesuvius</strong> will not necessarily match or increase the historical<br />
reported profit of <strong>Vesuvius</strong>. The cumulative impact of the adjustments noted above would be to decrease<br />
profit after tax for the period ended 30 June 2012. These statements are for the purposes of pro forma<br />
information only, no forecast is intended or implied.<br />
(6) No account has been taken of the trading results of <strong>Vesuvius</strong> since 30 June 2012.<br />
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