Pampa Energia Announces Assets Acquisition

BUENOS AIRES, Argentina, Jan. 19, 2011./PRNewswire/ -- Pampa Energia S.A. (NYSE: PAM; Buenos Aires Stock Exchange: PAMP) ("Pampa" or the "Company"), the largest integrated electricity company in Argentina that, through its subsidiaries, participates in the generation, transmission and distribution of electricity, announces an assets acquisition.  

Pampa filed today the following relevant event notice informing about this acquisition with the Argentine Securities Commission and with the Buenos Aires Stock Exchange.

To:  BUENOS AIRES STOCK EXCHANGE / ARGENTINE SECURITIES COMISSION

Ref.: Relevant Event. Pampa Energia announces assets acquisition

Dear Sirs,

I address the Argentine Securities Commission and the Buenos Aires Stock Exchange in my capacity as Responsible of Market Relations for Pampa Energia S.A. ("Pampa" or the "Company") to inform that on the date hereof Pampa has accepted an offer from a group of subsidiaries of AEI (the "Sellers"), subject to the fulfillment of certain conditions precedent usual in transactions of this nature, to acquire whether directly or through its subsidiaries 100% of the equity of AESEBA S. A. ("AESEBA"), a company which owns 90% of the equity and voting rights of Empresa Distribuidora de Energia Norte S. A. ("EDEN"), an electric utility with a concession area in the north and center of Buenos Aires province; and 77.2% of the equity and voting rights of Empresa Distribuidora Electrica Regional S. A. ("EMDERSA").  EMDERSA is the controlling company of Empresa Distribuidora San Luis S. A. ("EDESAL"), Empresa Distribuidora de Electricidad de La Rioja S. A. ("EDELAR") and Empresa Distribuidora de Electricidad de Salta S. A. ("EDESA"), among other companies.  The agreed price, which will be paid at the closing of this transaction, which cannot occur before a 45 day period from today, is US$ 90 million for the equity of EMDERSA and US$ 50 million for the equity of AESEBA.

Also, Pampa will acquire from AEI 100% of the outstanding bonds issued on April 22, 1997 (the "Bonds") by Compania de Inversiones de Energia S. A. ("CIESA"), the controlling company of Transportadora de Gas del Sur ("TGS") and other credits against CIESA (the "CIESA Debt"), together with the rights over certain current lawsuits related to the Bonds and certain CIESA's debt restructuring agreements. The Bonds had a principal repayment due on April 22, 2002 and the nominal value of the outstanding Bonds is US$ 199.6 million plus accrued interests, which together with the other liabilities acquired adds up to around US$ 322 million. The acquisition of the CIESA Debt and of the rights mentioned above will be done for the amount of US$ 136 million – which will also be paid at the closing of this transaction, which cannot occur before a 45-day period from today-, with the intention to implement the restructuring agreement executed on September 1, 2005 between CIESA, Petrobras Argentina S. A., Petrobras Hispano Argentina S. A., Enron Pipeline Company Argentina S. A. ("EPCA"), ABN AMRO Bank N. V. Sucursal Argentina and the financial creditors, under which the latter would obtain 50% of CIESA's equity, which would control 51% of TGS.  In this way, CIESA would finally end the default process to which it was subject for eight years; something that the Company hopes could result in tangible benefits for CIESA, TGS, the shareholders of both companies and the users of the public service provided by TGS under the terms of its license.

Lastly, as part of the transaction reported here, the Company informs that it has obtained an option to acquire the rights over the lawsuit initiated by Ponderosa Assets L. P. and Enron Creditors Recovery Corp. (the "Plaintiffs") against the Republic of Argentina before the International Centre for Settlement of Investment Disputes ("ICSID") of the World Bank.

Kind regards,

Romina Benvenuti

Responsible of Market Relations

SOURCE Pampa Entergia S.A.