Transportadora de Gas del Sur : TGS files SC 14D-9

Contacts in Buenos Aires Contact in New York

Investor Relations

Leandro Perez Castaño, Finance & IR Manager

[e-mail] Carlos Almagro, Investor Relations [e-mail]

Tel: [phone]

Media Relations

Mario Yaniskowski

Tel: [phone] ext. 1238

Lucía Domville [e-mail] Tel: [phone]

TGS Files SC 14D-9 FOR IMMEDIATE RELEASE: Friday January 13, 2017 Buenos Aires, Argentina - Transportadora de Gas del Sur S.A. ("TGS" or the "Company") (NYSE: TGS, MERVAL:TGSU2) announced that it has filed with the Securities and Exchange Commission (the "SEC") a Schedule 14D-9 Solicitation/Recommendation Statement (the "Schedule 14D-9") under Section 14(d)(4) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Schedule 14D- 9 has been filed with respect to the tender offer commenced on December 30, 2016 by Grupo Inversor Petroquímica S.L., a limited company organized under the laws of Spain, WST S.A., a corporation organized under the laws of Argentina and PCT LLC, a limited liability company organized under the laws of the State of Delaware, United States of America (such entities collectively, the "Offerors"). The Offerors are offering to purchase

(i) Class B Shares issued by TGS and owned by U.S. holders (within the meaning of Rule 14d-1(d) under the Exchange Act) ("U.S. Holders") and (ii) American Depositary Shares (the "ADSs"), each representative of five Class B Shares (the "U.S. Offer"). The U.S. Offer is being made in conjunction with an offer that will be launched by the Offerors in Argentina for Class B Shares (the "Argentine Offer" and, together with the U.S. Offer, the "Offers"). In no event will the Offerors purchase more than 194,651,345 Class B Shares (including Class B Shares represented by ADSs) in total in the Offers. The U.S. Offer is being made upon the terms and subject to the conditions set forth in the U.S. offer to

purchase dated December 30, 2016 (the "U.S. Offer to Purchase") and the documents related thereto.

The Offerors have filed with the SEC a Tender Offer Statement on Schedule TO (the "Tender Offer Statement"). U.S. Holders of Class B Shares and ADS holders are urged to read the Tender Offer Statement (which includes the U.S. Offer to Purchase) and the Schedule 14D-9. U.S. Holders of Class B Shares and ADS holders may access the Tender Offer Statement and the Schedule 14D-9 free of charge on the SEC's website at www.sec.gov. The Schedule 14D-9 is also posted on the Company's website at www.tgs.com.ar.

TGS is Argentina's leading transporter of natural gas, as it operates a natural gas pipeline system with a current firm contracted capacity of approximately 2.8 Bcf/d. The Company is also Argentina's leading processor of natural gas and one of the largest marketers of Liquids. TGS is listed on both, the New York and Buenos Aires stock exchanges, under the ticker symbols TGS and TGSU2, respectively. TGS's controlling shareholder is Compañía de Inversiones de Energía S.A. ("CIESA"), which holds 51% of the Company's common stock. CIESA is under co-control of: (i) Petrobras Argentina S.A. and a subsidiary (jointly named as "Pampa Group"), which altogether hold 50% of CIESA's Common Stock and (ii) CIESA Trust (whose trustee is The Royal Bank of Scotland N.V. Sucursal Argentina) who has a trust shareholding of 40%. The remaining 10%is held by PEPCA S.A. (formerly EPCA S.A.). The Pampa Group is controlled by Pampa Energía S.A. and PEPCA S.A., a company whose shareholders are Grupo Inversor Petroquímica S.L., WST

S.A. and PCT LLC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9

Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934

TRANSPORTADORA DE GAS DEL SUR S.A.

(Name of Subject Company)

GAS TRANSPORTER OF THE SOUTH INC.

(Translation of Registrant's Name into English)

TRANSPORTADORA DE GAS DEL SUR S.A.

(Names of Persons Filing Statement)

Ordinary Class B Shares par value Ps. 1 ("Class B Shares") and American Depositary Shares, each representing rights to five Class B Shares

(Title of Class of Securities)

Ordinary Class B Shares (ISIN ARP9308R1039)

American Depositary Shares (893870204)

(CUSIP Number of Class of Securities)

Leandro Pérez Castaño Tel.: [phone] Don Bosco 3672 5th Floor

C1206ABF, City of Buenos Aires Argentina [e-mail]

Copy to:

Robert S. Risoleo 1700 New York Ave. NW, Suite 700 Washington, DC 20006 [phone]

(Name, address, and telephone numbers of person authorized to receive notices and communications on behalf of the persons filing statement)

Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

INTRODUCTION

Transportadora de Gas del Sur S.A. (the "Company" or "TGS") is filing this Solicitation/Recommendation Statement on Schedule 14D-9 in connection with the tender offer by Grupo Inversor Petroquímica S.L., a limited company organized under the laws of Spain ("GIP"), WST S.A., a corporation (sociedad anónima) organized under the laws of Argentina ("WST"), and PCT LLC, a limited liability company organized under the laws of Delaware, United States of America ("PCT" and, together with GIP and WST, the "Offerors"). The Offerors are offering to purchase up to a total of 194,651,345 outstanding Class B Shares of common stock, one peso ("Ps.") nominal amount each per share (the "Class B Shares"), held by U.S. holders (within the meaning of Rule 14d- 1(d) under the Securities Exchange Act of 1934, as amended), including Class B Shares represented by American Depositary Shares (each American Depositary Share representing rights to five (5) Class B Shares) ("ADSs" and, together with the Class B Shares, the "TGS Securities"), which represent 24.5% of the capital stock of the Company, other than those held by the Offerors or their affiliates, in cash at a price of Ps. 18.39 per Class B Share (payable in U.S. dollars) and Ps. 91.95 per ADS (payable in U.S. dollars), in each case based on the Ps./U.S. dollar selling exchange rate reported by Banco de la Nación Argentina at the close of business on the Argentine Business Day (as defined below) prior to January 31, 2017 (the "Expiration Date"), as may be extended (for reference, equivalent to approximately U.S.$ 1.17 per Class B Share and U.S.$ 5.84 per ADS based on the selling exchange rate of Ps. 15.75 per U.S. $1.00 reported by Banco de la Nación Argentina on December 27, 2016 (with one (1) ADS representing five (5) Class B Shares) (the "Offer Price"), in each case without interest thereon, net of (i) any applicable brokerage fees or commissions and (ii) applicable withholding taxes, including Argentine capital gains tax, upon the terms and subject to the conditions set forth in the U.S. offer to purchase dated December 30, 2016 (the "U.S. Offer to Purchase") and the related documents (together with the U.S. Offer to Purchase, the "U.S. Offer"). Argentine Business Day means any day on which the Mercado de Valores de Buenos Aires, S.A. and Argentine financial entities are open for trading.

Item 1. Subject Company Information.

1. Name and Address.

   The name of the subject company is Transportadora de Gas del Sur S.A., a corporation (sociedad anónima) incorporated and organized under the laws of Argentina. The Company's principal executive offices are located at Don Bosco 3672, 5th Floor, C1206ABF, City of Buenos Aires, Argentina. The Company's telephone number is (54 11) 4865-9050 Ext. 1093.

2. Securities.

The title of the class of equity securities to which this statement relates are (i) the Class B Shares and (ii) the ADSs, each as defined above. As of November 30, 2016, a total of 389,302,689 Class B Shares, including 32,288,758 ADSs, were issued and outstanding.

The principal market on which the Class B Shares are traded is the Buenos Aires Stock Exchange. Class B Shares are listed under the ticker symbol "TGSU2." The principal market on which the ADSs are traded is the New York Stock Exchange. The ADSs trade under the ticker symbol "TGS."

Item 2. Identity and Background of Filing Person.

1. Name and Address.

   The name, business address and business telephone number of the Company, which is the person filing this statement, are set forth above in Item 1 "Subject Company Information - Name and Address."

2. Tender Offer.

The Offerors are offering to purchase up to a total of 194,651,345 outstanding Class B Shares held by U.S. holders (within the meaning of Rule 14d-1(d) under the Securities Exchange Act of 1934, as amended), including Class B Shares represented by ADSs, which represent 24.5% of the capital stock of the Company, other than

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