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FCC enters Eastern Europe by acquiring .A.S.A., the region's leading waste management operator, from EdF Group

17/11/2005

FCC enters Eastern Europe by acquiring .A.S.A., the region's leading waste management operator, from EdF Group

Fomento de Construcciones y Contratas, S.A ("FCC") has entered into a definitive agreement with EDEV and Vero Holding, members of the EdF Group, to acquire .A.S.A Abfall Service AG (".AS.A") - a leading waste management company in Central and Eastern Europe, with operations in Austria, Czech Republic, Slovakia, Hungary, Romania and Poland.

The purchase price for the entire share capital of A.S.A. is ?229 million. This amount is after deduction of net debt as per 31 December 2004. Should the net debt be different at closing, an adjustment to the above purchase price will be made.

The completion of this transaction, which is expected for the beginning of 2006, is subject to the following conditions: French governmental approvals, corporate approvals from EdF Group and anti-trust clearance.

Upon completion, the acquisition of .A.S.A will position Grupo FCC as a leading player in the waste management sector in Eastern Europe - a region with significant growth potential. .A.S.A. has an experienced management team with proven ability to grow organically and to carry out successful acquisitions expanding the business into new markets.

About .A.S.A.

.A.S.A., headquartered in Himberg, close to Vienna, is a leading provider of comprehensive waste management services - including collection, transport, disposal, landfilling, sorting and recycling - to municipal, commercial, industrial and private customers in the region.

.A.S.A. has operations in Austria, Czech Republic, Slovakia, Hungary, Poland and Romania, with plans to expand in other countries in Eastern Europe. .A.S.A. currently operates 20 landfills of which 17 are owned by .A.S.A Group and 3 are municipally owned.

.A.S.A. collects, treats and disposes household waste from more than 2.5 million inhabitants and approximately 1.5 million tonnes of commercial, industrial and hazardous waste from over 54,000 commercial and industrial customers.

.A.S.A. has more than 2,300 employees and expects to reach revenues of ?184 million and an EBITDA margin of 17% in 2005. .A.S.A.'s net financial debt, as of 31st December 2004, was ?49.5 million.

About FCC

FCC, is one of the leading construction and service groups in terms of both business volume and profitability. The group's activities are highly diversified with 53% of its revenues generated from activities other than construction, most notably solid waste collection and disposal, water supply, water treatment, cement manufacturing and real estate development.

In 2004, FCC reported revenues of ?6.3 billion, of which ?2.3 billion corresponded to its Services division. Approximately 10% of its revenues correspond to the group's international activities, which are mainly carried out in the European Union, the United States and Latin America.

The transaction is in line with FCC's strategic plan, as stated last April and supported by FCC's major shareholder, Esther Koplowitz, President of the group's Strategic Committee. The plan aims at increasing growth and profitability in core strategic areas such as services through international acquisitions.

.A.S.A. will serve as an ideal platform in Eastern Europe for FCC to develop its waste management services operations as well as its other core lines of business, such as water management, operation and construction of water treatment plants and other services. .A.S.A. is not only a highly profitable business but is also a leader in its industry and enjoys a unique position in the sector with a presence throughout Eastern Europe.

The sale of .AS.A has been conducted through an auction process in which Rothschild acted as financial advisor to FCC and Merrill Lynch to EdF Group.

Once the necessary conditions to close the transaction are fulfilled, an official filing will be registered in the Madrid Stock Exchange Commission (CNMV).