Largest Argentine Electricity Distributor in $376 Million IPO

April 30, 2007

Cleary Gottlieb represented Empresa Distribuidora y Comercializadora Norte S.A. in its $376 million initial public offering. The IPO consisted of 303,295,900 Class B shares sold in an international offering and 81,208,416 Class B shares sold by the Edenor employee stock participation program in an Argentine offering. In addition, the underwriters exercised an option to purchase 57,706,040 Class B shares to cover over-allotment. The IPO, under which Edenor offered 49% of its outstanding capital stock, priced on April 25 and closed on April 30.

The offering priced at $17 and the shares traded up on their first day of trading to close at $18.60. Citigroup and JPMorgan were the lead underwriters for the international offering, and Raymond James was the lead underwriter for the Argentine offering. The shares are listed on the NYSE under the symbol “EDN.”

The IPO represents an important milestone in Edenor’s recovery process following the Argentine economic crisis of 2001. In September 2005, a group of investors led by Grupo Dolphin, a leading Argentine private equity group, acquired a controlling stake in Edenor, following which Edenor successfully restructured all of its $537 million of defaulted debt, in April 2006, and Edenor’s parent holding company, Electricidad Argentina S.A., successfully restructured substantially all of its $96 million of defaulted debt, in June 2006. Cleary Gottlieb represented Grupo Dolphin and its co-investors in the 2005 acquisition, and both Edenor and EASA in their respective debt restructurings.

Edenor is the largest electricity distributor in Argentina and one of the largest electricity distributors in Latin America. Edenor holds an exclusive concession to distribute electricity to the northwest of the greater Buenos Aires metropolitan area and the north of the City of Buenos Aires, an area comprising a total of 4,637 square kilometers and a population of approximately seven million people.