IMPSA in $325 Million Liability Management Transaction and Global Bond Offering

October 19, 2010

Cleary Gottlieb represented UBS and Bank of America Merrill Lynch as joint dealer managers and joint lead managers in the combined liability management transaction and global bond offering by Industrias Metalúrgicas Pescarmona (IMPSA), an Argentine company. The transaction consisted of a bond offering of $275,000,000 10.375% senior guaranteed notes due 2020 issued and sold by WPE International Coöperatief, a Dutch wholly owned subsidiary of IMPSA, and guaranteed by IMPSA and Wind Power Energia, a Brazilian wholly owned subsidiary of IMPSA. The proceeds of the offering were primarily used to fund a concurrent cash tender offer to purchase IMPSA’s 11.25% Notes due 2014. The bond offering was conducted as a private placement under Rule 144A of the Securities Act of 1933 and outside of the United States in reliance on Regulation S. The transaction launched on September 13 and closed on September 30.

The bond offering was reopened on October 14 for an additional $50,000,000. The transaction priced on October 14 and closed on October 19. The proceeds from the additional offering were primarily used to refinance IMPSA’s short-term debt.

IMPSA is one of the world’s leading renewable energy companies providing comprehensive integrated hydro and wind solutions in Latin America and Southeast Asia with 110 projects in 26 countries and a cumulative capacity of approximately 22,678 MW. IMPSA designs, manufactures and sells turbines and other power equipment and provides a broad range of services to hydro and wind power businesses, and also develops, operates and owns wind and hydro power generation projects.