Hicks Acquisition Company I, Inc. and Blackstone-Led Group Sign Definitive Agreement for Graham Packaging Transaction

Business Wire, July 2, 2008

DALLAS -- Hicks Acquisition Company I, Inc. (AMEX: TOH) ("Hicks Acquisition"), a Dallas-based special purpose acquisition company ("SPAC") founded and headed by Thomas O. Hicks, announced today that it has signed a definitive agreement pursuant to which Graham Packaging Holdings Company ("Graham Packaging" or the "Company") will go public through a transaction with Hicks Acquisition. Graham is controlled by The Blackstone Group and the Graham Group (together, the "Current Graham Equity Holders").

Hicks Acquisition announced earlier this week that it had reached an agreement in principle for the contemplated transaction, subject to the execution of such definitive agreement. As previously indicated, the transaction, valued at approximately $3.2 billion, is believed to be the largest ever between a SPAC and an industrial company.

Following completion of the transaction, the combined enterprise will be renamed Graham Packaging Company and will apply for listing on the New York Stock Exchange. Blackstone has agreed, to the extent necessary to avoid a change of control under the credit agreement, that it will maintain the largest ownership stake for at least two years as it continues to play an important role in guiding the Company strategically and operationally.

Details of the Transaction

In connection with the transaction, the Current Graham Equity Holders will receive $350 million of cash held in trust, 35.0 million common shares, and 2.8 million warrants upon completion of the transaction. The purchase consideration includes a transfer of value to the Current Graham Equity Holders of approximately 2.8 million Founder's shares and warrants. In exchange, the Hicks-led sponsor will retain, through a series of transactions, Earnout Units, the shares of which have a trigger price of $13.75 and the warrants of which will become exercisable at a strike price of $10.00 and a trigger price of $15.00. Shares of Hicks Acquisition will become shares of the newly public Graham Packaging.

Graham Packaging Holdings Company has received a legal opinion from its outside counsel, Simpson Thacher & Bartlett LLP, that the proposed transaction will not result in a change of control, or otherwise constitute a breach of its obligations, under its credit agreement or its bond indentures.

The transaction is structured as an "IPO Reorganization" which is specifically contemplated by, and permitted under, the credit agreement, which provides that a change in control is not triggered so long as the Blackstone funds retain a voting stake larger than that held by any other holder. Upon completion of this initial public offering, the Company's equity interests not retained by the Current Graham Equity Holders will be widely held by the public shareholders of Hicks Acquisition Co. and, thus, no person or group will have the 50%-or-greater voting power that would trigger a change of control under the Indentures.

Hicks Acquisition was advised with regard to the transaction by Citi and the law firm of Akin Gump Strauss Hauer & Feld LLP. Houlihan Lokey served as a financial advisor to the independent directors of Hicks Acquisition. Graham Packaging was advised with regard to the transaction by Deutsche Bank Securities Inc., Blackstone Advisory Partners, and the law firm of Simpson Thacher & Bartlett LLP.

About Hicks Acquisition Company I, Inc.

Hicks Acquisition is a special purpose acquisition company, launched in October 2007 in an initial public offering that was at the time, at $552 million of gross proceeds, the largest SPAC IPO. Founded by Thomas O. Hicks, Hicks Acquisition was formed for the purpose of acquiring, or acquiring control of, through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination, one or more businesses or assets. It currently has no operating businesses.

About The Blackstone Group

Blackstone (NYSE: BX) is one of the world's leading investment and advisory firms with total assets under management of approximately $113 billion. Blackstone seeks to create positive economic impact and long-term value for its investors, the companies it invests in, the companies it advises and the broader global economy. The firm accomplishes this through the commitment of its extraordinary people and flexible capital. Blackstone's alternative asset management businesses include the management of corporate private equity funds, real estate funds, hedge funds, funds of funds, debt funds, collateralized loan obligation vehicles (CLOs) and closed-end mutual funds. The Blackstone Group also provides various financial advisory services, including mergers and acquisitions advisory, restructuring and reorganization advisory and fund placement service. Further information is available at www.blackstone.com.

No Assurances

There can be no assurance that the transaction will be completed, nor can there be any assurance, if the transaction is completed, that the potential benefits of combining the companies will be realized. The description of the transaction as contained herein and in the press release issued by Hicks Acquisition on the morning of June 30, 2008, is only a summary and is qualified in its entirety by reference to the definitive agreement relating to the transaction, a copy of which will be filed by Hicks Acquisition with the SEC as an exhibit to a Current Report on Form 8-K.