EMAIL DETAILS

DRAFT RESPONSE

Lorenzo-

I want to make sure you have all the facts surrounding my meeting on October 12th with Rafael del Pino of Ferrovial and any subsequent follow up.

As we told you, my assistant, Anne Marie, got a call from Mr. del Pino's office a few days before the meeting saying that Mr. del Pino would be in Washington, DC on October 12th and wanted to know if I had time to meet. Since I hadn't met or heard from anyone at Ferrovial in a couple of years, I assumed that Fernando or someone at Transatlantic had suggested to him that he come to see me while in DC. A no point did I ever expect that if anything came of the meeting that we wouldn't share anything with Transatlantic or Fernando. I met with Mr. del Pino, Mr. Meiras, the CEO and Mr. Diaz-Rato, the CEO of Cintra. The meeting was mostly a meeting to touch base and we talked about a wide range of issues including politics, European debt and infrastructure spending worldwide - mostly pleasantries. During the meeting they mentioned that they were in DC working on trying to secure a TIFIA loan from the Department of Transportation for a toll road they are constructing in Texas and asked if we could be helpful. I told them that we couldn't help them as that would be lobbying but that perhaps we could provide them with some strategic advice. I know Eric mentioned the meeting to you as well and at that point neither he nor I thought much would come of it.

Subsequent to the meeting, Mr. del Pino sent me a one-page description of the issue in Texas and asked for help. A few days after the meeting, I asked Eric to follow up directly with their appointed contact, the CEO of Cintra US, Nicolas Rubio, to see what they needed and see if we could be helpful. Eric mentioned to him that we couldn't lobby but perhaps we could provide strategic advice. We found out that two close friends of ours were actively involved in the project and one was registered to lobby for Cintra on the project and another was Ferrovial's equity partner. They are both well connected at the Department of Transportation and had a great strategy for getting the TIFIA loan which also led us to believe that we couldn't add that much value. That said, Cintra asked us for a proposal on how we could help - we told them that if we were to provide strategic advice we typically work on a retainer and success fee basis. Cintra told Eric that they would consider that, but after about a couple of days got back to Eric to say that the Texas Department of Transportation (who would be the ultimate recipient of the TIFIA loan) had decided to get more involved in directing the lobbying effort. Therefore, Cintra wasn't going to engage anyone else in the effort and would let TX DOT take the lead on all these engagements. Nicolas Rubio told Eric that there would perhaps be other things we could work on together with them and said he'd be back in touch when he is in DC in the future.

Again, to be clear, had Cintra indicated any interest in moving forward we never entertained the idea of not working with Transatlantic and Fernando on this effort and apologize if there was any miscommunication that caused Fernando to feel otherwise.

Best,

Hunter


Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
eschwerin@rosemontseneca.com
P Consider the environment before printing this email.

Begin forwarded message:

From: Pio Mortera Nales <pio@transatlanticeg.com>
Subject: RE: Visita Rafael del Pino
Date: November 7, 2011 11:41:37 AM EST
To: Lorenzo Roccia <lorenzo@transatlanticeg.com>, "'hbiden@rosemontseneca.com'" <hbiden@rosemontseneca.com>, "'eschwerin@rosemontseneca.com'" <eschwerin@rosemontseneca.com>, Abel Navarro Homet <abel@transatlanticeg.com>

Hi Lorenzo,

Of course, this is the translation:

"Lorenzo,

I know that Rafael del Pino and Iñigo Meirás met with you in Washington but I have heard nothing about this meeting from you.

As I organized the initial meeting and as our collaboration agreement states, Ferrovial is one of my contacts for Transatlantic. Knowing this it would have been more than appropriate for you to have let me know about it. Never in my professional career have I been involved in a situation such as this one, and even less so with someone from my own "family".

I beg you to please clarify this situation as soon as possible or, as occurred with Talgo, I will be forced to transmit to Ferrovial that I do not have any link to Transatlantic and that I do not recommend for them to do any business with Transatlantic.

Thank you

Fernando"

Regards,


Pío Mortera Nales
Ingeniero Industrial

c/ Juan de Mena 19, 1º D
28014, Madrid, Spain
T. ES: +34 91 781 31 60 - T. US: +1 917 463 4643
M. ES: +34 600 574 212 - F. ES: +34 91 429 56 20
e-mail: pio@transatlanticeg.com


-----Mensaje original-----
De: Lorenzo Roccia
Enviado el: lunes, 07 de noviembre de 2011 17:14
Para: 'hbiden@rosemontseneca.com'; 'eschwerin@rosemontseneca.com'; Abel Navarro Homet
CC: Pio Mortera Nales
Asunto: Fw: Visita Rafael del Pino

FYI-
Pio can you please translate the below text from Fernando to Hunter and Eric.
Thanks.

----- Original Message -----
From: Fernando de Cordova <fdc@capitalvolution.com>
To: Lorenzo Roccia
Cc: Abel Navarro Homet
Sent: Mon Nov 07 08:39:45 2011
Subject: Visita Rafael del Pino

Lorenzo,

Se que Rafael del Pino e Iñigo Meiras estuvieron en Washington con vosotros pero no me has comentado nada.
Dado que yo organizé la reunión inicial y que en nuestro acuerdo de colaboración, Ferrovial es uno de mis contactos para Transatlantic; habría sido lo normal que me hubierais comunicado algo al respecto. Nunca en mi vida profesional me he visto en una situación similar y menos con alguien de mi misma "familia".
Te ruego me aclares la situación lo antes posible o sinó al igual que ocurrió con Talgo, me veré obligado a comunicarles (Ferrovial) que yo no tengo vinculo alguno con Trasatlantic y que no recomiendo hacer nigun negocio con Trasatlantic.

Gracias

Fernando


Fernando F. de Córdova

CapitalVolution

Mobile: +34 610 797 505

email: fdc@capitalvolution.com

www.capitalvolution.com <http://www.capitalvolution.com/>