Argentine Toll-Road Company in Refinancing

May 23, 2007

Cleary Gottlieb represented Autopistas del Sol S.A. in the refinancing of its 7% notes due 2009 through a series of liability management transactions. Ausol first issued $155 million of new 11.5% notes due 2017, $112.8 million of which were offered for cash and $42.2 million of which were offered in exchange for Ausol´s outstanding step-up notes due 2014. Ausol then applied the proceeds from the new notes to repurchase its 7% notes due 2009 in a cash tender offer. The issuance was conditioned on the consent of the 7% and step-up notes holders to amendments to those debt securities. On May 22, Ausol obtained their consent and the amendments became effective. The transactions closed on May 23.

Ausol, an Argentine toll-road operator, originally issued the 7% notes due 2009 in 2004 under the terms of a pre-packaged restructuring plan.