NOTICE OF INTENT TO SOLE SOURCE Legal Services for Transaction / Restructuring Counsel

**THIS IS A NOTICE OF INTENT TO AWARD A SOLE SOURCE CONTRACT TO DENTONS EUROPE LLP ** This is a notice issued as required by FAR 5.203. DFC intends to award this sole source contract under the authority of FAR 13.106-1(b) and negotiate a purchase order with Dentons Europe LLP. The International Development Finance Corporation (DFC) intends to negotiate a sole source purchase order. Dentons is uniquely qualified to represent DFC due to its’ continuing work on the existing restructuring of the Borrower.

The DFC Loan represents approximately 7% of the Borrower’s existing senior debt. A majority of the Borrower’s international lenders (if not all except DFC) have already engaged Dentons’ to represent their interests in both the interim and long-term restructuring of the Borrower’s capital structure. Among other work, Dentons has already drafted and negotiated a non-binding term sheet with the Borrower in respect of a proposed restructuring, which DFC has already approved and signed.

Dentons continues to work on such restructuring, including drafting transaction documents for immediate and necessary interim restructuring steps. Dentons is familiar with the Borrower, the Borrower’s advisors, the Borrower’s creditors, and the proposed transaction documentation. Importantly, as it is already representing the majority of, if not each, of the other creditors, DFC can take advantage of the substantial economic efficiencies afforded by having shared counsel with the creditor group.

The North American Industry Classification System (NAICS) code for this acquisition is 54119. This notice of intent is not a request for proposals or quotes; however, all responsible and capable sources may submit statements of capabilities, which, if received within seven calendar days of publication of this notice, shall be considered by DFC. A determination by the Government not to open the requirement to competition based upon the responses to this notice is solely within the discretion of the Government.

This notice does not restrict the Government in any way to an ultimate acquisition approach. Information received will be considered solely for the purpose of determining whether to conduct a competitive procurement. THIS IS NOT A REQUEST FOR PROPOSAL AND IS NOT TO BE CONSIDERED AS A COMMITMENT BY THE GOVERNMENT.