SOURCE: ABERTIS INFRAESTRUCTURAS, S.A.

December 05, 2006 03:31 ET

ABERTIS TO TAKE A 32% IN EUTELSAT

BARCELONA, SPAIN -- (MARKET WIRE) -- December 5, 2006 -- Barcelona - December 5, 2006

The EUR 1,070Mn deal will make Abertis the largest shareholder in Eutelsat.

With revenues of EUR 791Mn and EBITDA of EUR 617Mn, Eutelsat is the world's third largest satellite operator, with a market share of 30% in Europe and 13% worldwide.

Eutelsat operates a fleet of 23 satellites, providing coverage to 90% of the world's population and service to 2,100 television channels and 970 radio broadcasters.

The deal, to be executed via abertis telecom, will project abertis' telecommunications business internationally, provide complementary technology to abertis telecom's terrestrial technology thanks to Eutelsat's satellite network and consolidate abertis' dynamic presence in France as a diversified transport and telecommunications infrastructure operator.

The deal is not expected to have any impact on Abertis' single A rating from Standard & Poor's and Fitch Ratings.

Barcelona, December 5, 2006.- abertis, through its telecommunications subsidiary, abertis telecom, has reached an agreement with investment funds Texas Pacific Group, Spectrum, Cinven and Goldman Sachs -all minority shareholders in Eutelsat Communications−, to acquire a 32% stake in the European satellite operator, in a transaction that will make it the company's largest shareholder.

The transaction, which sizes EUR 1,070Mn, entails the payment of EUR 15.5 per share. abertis plans to finance the deal with a syndicated bridge loan. The deal is subject to approval by anti-trust authorities.

With its fleet of 23 satellites in geostationary orbit, Eutelsat is the leading European satellite provide with a market share of 30%, and the third largest player worldwide with a global market share of 13%.

The signal from Eutelsat's satellites, whose orbit positioning is unique (exclusive rights thereto) reaches 90% of the world's population and offers total or partial coverage on all continents. It provides signal transmission and broadcasting services to over 2,100 television channels and 970 radio broadcasters. 53 million households in Western Europe receive the TV signal directly from Eutelsat satellites.

In its last fiscal year, ended June 30, 2006, Eutelsat recorded revenues of EUR 791Mn, EBITDA of EUR 617Mn (78% margin) and net profit, before extraordinary items, of EUR 102Mn. In the last four years the company has invested EUR 830Mn. In relation to key financial indicators, it is important to highlight Eutelsat's long-term customer order backlog, which currently stands at EUR 4,000Mn.

Operating activities break down as follows: 68% of Eutelsat's revenues are generated from radio and TV signal distribution services and 17% from data transmission for private networks, corporate TV channels and mobile services. The remaining 12% is accounted for by Internet access services, corporate IP networks and GSM coverage for remote areas and maritime services.

Eutelsat owns a 27.7% stake in Hispasat, the Spanish satellite service provider.

A strategic step forward for Abertis Telecom

The investment by abertis telecom in Eutelsat marks a very significant qualitative jump in abertis' telecommunications subsidiary's growth strategy. It is a major step in terms of international expansion, marking abertis telecom's first foray beyond Spain and underpinning the abertis group's strategic commitment across its businesses to France. The deal marks an equally important quantum leap in terms of technology. Eutelsa's technology complements abertis telecom's strong presence in terrestrial signal transmission with a satellite transmission network.

A satellite operator's profile is similar to that of an infrastructure operator, characterised by high levels of capital intensity, long-term returns and stable cash flows. Customer relations are also long-term in nature and notably stable.

Against this backdrop, Eutelsat is destined to become a noteworthy component of abertis' core equity investments, within the framework of an investment model based on the principle of commitment to, and invigoration of, growth-oriented industrial projects, guided by a vision of stability and a long-term investment horizon.

"Cementing our European initiative"

The CEO of abertis, Salvador Alemany, has highlighted the strategic value of this investment to the company as it will significantly boost abertis telecom's international profile. Telecommunications is the infrastructure group's second largest business unit.

"The investment by abertis, via abertis telecom, in Eutelsat represents a major and clearly very decisive step in our strategy of sector and geographical diversification. It brings greater visibility, of a complementary nature, to our activity in the telecommunications sector, in addition to reinforcing our position as an integrated infrastructure operator in the fields of transportation, mobility and telecommunications".

Salvador Alemany goes on to remark, "I am particularly pleased we have reached this agreement in France, where we also closed the acquisition of the toll road operator sanef this year. Our presence in France and the strategic focus we are placing on our neighbouring country, together with the merger process underway with autostrade, reinforces yet again the European identity of the abertis story and the solidity and conviction with which we wish to continue to grow from Europe to the rest of the world".

Impact on key Abertis indicators

The proportional addition (32%) of the main financial indicators of Eutelsat to those of abertis will cement abertis telecom's position as the second largest business within abertis with revenues and EBITDA that would account for 18% and 16% of the group total, respectively. When we factor in the merger with autostrade, this activity would still be the second largest contributor, accounting for 9% and 8% of revenues and EBITDA, respectively.

Breakdown of revenues

+----------+-----------------+--------------+--------------------+
|          |Without Eutelsat |With Eutelsat |With Eutelsat and   |
|          |                 |              |Autostrade merger   |
+----------+-----------------+--------------+--------------------+
|Motorways |             76% |          70% |84%                 |
+----------+-----------------+--------------+--------------------+
|Telecom   |             11% |          18% |9%                  |
+----------+-----------------+--------------+--------------------+
|Airports  |              8% |           8% |4%                  |
+----------+-----------------+--------------+--------------------+
|Car parks |              4% |           3% |2%                  |
+----------+-----------------+--------------+--------------------+
|Logistics |              1% |           1% |1%                  |
+----------+-----------------+--------------+--------------------+
Breakdown of Ebitda
+----------+-----------------+--------------+--------------------+
|          |Without Eutelsat |With Eutelsat |With Eutelsat and   |
|          |                 |              |Autostrade merger   |
+----------+-----------------+--------------+--------------------+
|Motorways |             85% |          77% |88%                 |
+----------+-----------------+--------------+--------------------+
|Telecom   |              8% |          16% |8%                  |
+----------+-----------------+--------------+--------------------+
|Airports  |              4% |           4% |2%                  |
+----------+-----------------+--------------+--------------------+
|Car parks |              2% |           2% |1%                  |
+----------+-----------------+--------------+--------------------+
|Logistics |              1% |           1% |1%                  |
+----------+-----------------+--------------+--------------------+
Regarding Eutelsat

Eutelsat provides television transmission and broadcasting services as well as corporate network, positioning and mobile communications services. It also provides backbone Internet and broadband access services for terrestrial, maritime and aerial applications. It has a workforce of 480 comprising 27 different nationalities.

The company is uniquely positioned to grow in the High Definition TV (HDTV) market in Europe and for the rapid roll out of digital television and pay services in Central and Eastern Europe, Africa and the Middle East.

Eutelsat Communications is listed on the French equities markets and is part of the following Euronext Paris indices: SBF 120, SBF 250, CAC MID 100, CAC Small 90, CAC AllShares and IT CAC.

Pro forma for the transaction, Eutelsat's shareholder structure will be as follows:

abertis telecom 32%

Eurazeo and others 25.5%

Others including free float 42.5%

Eutelsat's satellite network

23 satellites serving 90% of the world's population

Relations with Investors

Institucional Inv. & analysts

Tel. +34 93 230 51 26/ 50 57

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Tel. 902 30 10 15

inverstorrelations@abertis.com

Communication

Tel. +34 93 230 50 84/94

Tel. +34 91 574 81 00

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