Reorganization Agreement (9965B)

TIDM50ML

RNS Number : 9965B

Obrascon Huarte Lain, S.A.

24 April 2012

London Stock Exchange

Madrid, April 25(th) 2012

Ref.: Notification of Significant Event: Reorganization Agreement

Dear Sirs,

The company, OBRASCON HUARTE LAIN, S.A. (OHL), in compliance with current legislation, hereby reports the following Significant Event:

Abertis Infraestructuras, S.A. ("Abertis") and Obrascon Huarte Lain, S.A. ("OHL") have signed a letter of intent which provides for a corporate reorganisation in order for the integration of Obrascon Huarte Lain Brasil, S.A. ("OHL Brasil"), a company listed in Brazil, into Abertis, by means of which OHL would become one of the reference shareholders of Abertis.

The reorganisation would consist of a partial spin-off of OHL Concesiones S.A., of which Abertis would be the beneficiary. OHL Concesiones is the concessions subsidiary of OHL, which owns 100% of the share capital of Participes en Brasil S.L., which in turn holds 60% of the shares in the listed company OHL Brasil.

The transaction would involve the integration into Abertis of certain assets, namely Participes en Brasil, S.L. and SPI-Sociedade para Participacoes em Infraestrutura, S.A., and certain liabilities related to these entities, and OHL would receive as a result of the reorganisation a 10% participation in the share capital of Abertis. Such liabilities are estimated to amount to approximately EUR530,000,000 (otherwise the necessary adjustments would be made without affecting the percentage of shares of Abertis to be received by OHL).

There is no intention for Abertis to issue new shares in order to carry out the spin-off, as it would exchange its own shares, acquired as the case may be prior to completion of the transaction.

OHL Brasil would, in any event, remain listed in Brazil and would continue to strengthen its development with new projects in the geographic area.

The letter of intent also provides, as a separate transaction from the spin-off, for the acquisition by Abertis in exchange for cash of the concession assets owned by OHL in Chile, which have been valued at approximately EUR200,000,000 for the purpose of the transaction.

The businesses and assets that would be the object of the above transactions represent aggregately 24.02% of the turnover, 23.33% of the total assets and 37.45% of the EBITDA of the consolidated OHL group at close of business 2011.

The transactions referred to herein are subject to various formalities and procedures standard for this kind of processes, which include, among others, the negotiation of relevant contracts, the intention of the parties being to inform in more detail the various aspects and conditions of the transactions once they have been finalised. Nevertheless, the letter of intent highlights its non-binding nature and the need for approval of the transactions by the Boards of Directors of OHL and Abertis.

Yours faithfully,

Jose Maria del Cuvillo Peman

Vice-Secretary of the Board of Directors

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