The Argentine Republic announces the results of the exchange of external public debt under foreign law


Buenos Aires, Argentina:  The Republic of Argentina (the “Republic”) announces that it has obtained the consents required to exchange and or modify 99.01% of the aggregate principal amount outstanding of all series of eligible bonds issued under the 2005 Indenture (the “2005 Indenture Eligible Bonds”) and 2016 Indenture (the “2016 Indenture Eligible Bonds” and, together with the 2005 Indenture Eligible Bonds, the “Eligible Bonds”) pursuant to the terms of its invitation (the “Invitation”) described in the prospectus supplement dated April 21, 2020, as most recently amended and restated on August 17, 2020 (the “Prospectus Supplement”).  

As of 5:00 p.m., New York City time, on August 28, 2020, holders of 93.55% of the aggregate principal amount Outstanding of all Eligible Bonds have accepted the Republic’s Invitation to exchange their Eligible Bonds for new bonds to be issued by the Republic (the “New Bonds”), and gave their consent to the actions proposed in the Invitation, including to authorize and direct the Trustee, where applicable, to modify the Eligible Bonds of the relevant series that remain outstanding after giving effect to the exchange offers by substituting them for the relevant amounts of New Bonds. The Republic has accepted all valid Tender Orders delivered pursuant to the Invitation.  The written consents given by holders of Eligible Bonds pursuant to the Invitation are sufficient to render the Proposed Modifications (as defined below) effective for each of the following series (the “Modified Series”):

1. USD 2033 Discount Bonds I (US040114GL81) 7. USD 2021 Bonds (US040114GW47; USP04808AA23) 13. USD 6.625% 2028 Bonds (US040114HF05; USP04808AJ32) 19. Euro 2023 Bonds (XS1715303340)
2. USD 2033 Discount Bonds II and III (XS0501194756; XS0501195050) 8. USD 2022 Bonds (US040114HK99; USP04808AL87) 14. USD 2036 Bonds (US040114HG87; USP04808AK05; US040114HE30) 20. CHF 2020 Bonds (CH0361824458)
3. USD Par 2038 Bonds I (US040114GK09) 9. USD 2023 Bonds (US040114HP86) 15. USD 2046 Bonds (US040114GY03; USP04808AE45; US040114GU80) 21. Euro 2027 Bonds (XS1503160498)
4. Euro 2033 Discount Bonds I (XS0205545840) 10. USD 2026 Bonds (US040114GX20; USP04808AC88; US040114GS35) 16. USD 2048 Bonds (US040114HR43) 22. Euro 2028 Bonds (XS1715303779)
5. Euro 2033 Discount Bonds II and III (XS0501195134; XS0501195308) 11. USD 2027 Bonds (US040114HL72; USP04808AM60) 17. USD 2117 Bonds (USP04808AN44; US040114HM55; US040114HN39) 23. Euro 2047 Bonds (XS1715535123)
6. Euro Par 2038 Bonds I (XS0205537581) 12. USD 5.875% 2028 Bonds (US040114HQ69) 18. Euro 2022 Bonds (XS1503160225)

____________

(1) In accordance with the Invitation, the Republic has excluded the following series from the list of designated series:  USD Par 2038 Bonds II and III (XS0501195647; XS0501195720) and Euro Par 2038 Bonds II and III (XS0501195993; XS0501196025).  

Upon execution of the Supplemental Indentures and satisfaction (or waiver) of all other conditions to the Invitation, the Eligible Bonds of the Modified Series that remain outstanding after giving effect to the exchange offers will be substituted for the relevant amounts of (i) New USD 2038 Bonds (in the case of USD Discount Bonds), (ii) New Euro 2038 Bonds (in the case of Euro Discount Bonds), (iii) New USD 2041 Bonds (in the case of USD Par Bonds), (iv) New Euro 2041 Bonds (in the case of Euro Par Bonds), (v) New USD 2046 Bonds (in the case of any 2016 Indenture Eligible Bonds denominated in USD), or (vi) New Euro 2046 Bonds (in the case of any 2016 Indenture Eligible Bonds denominated in euros or CHF) (with respect to each series of Eligible Bonds, the “Proposed Modifications”).  The Proposed Modifications will be conclusive and binding on all holders of such Modified Series that have not participated in the exchange offer, whether or not they have consented to the Proposed Modifications. 

After giving effect to the Acceptance Priority Procedures described in the Invitation, the Republic intends to issue (i) U.S.$2,635,028,874 aggregate principal amount of the New USD 2029 Bonds, (ii) €90,389,736 aggregate principal amount of the New Euro 2029 Bonds, (iii) U.S.$16,090,612,138 aggregate principal amount of the New USD 2030 Bonds, (iv) €1,165,590,836 aggregate principal amount of the New Euro 2030 Bonds, (v) U.S.$20,501,717,804 aggregate principal amount of the New USD 2035 Bonds, (vi) €298,795,262 aggregate principal amount of the New Euro 2035 Bonds, (vii) U.S.$11,405,065,289 aggregate principal amount of the New USD 2038 Bonds, (viii) €809,336,807 aggregate principal amount of the New Euro 2038 Bonds, (ix) U.S.$10,482,111,279 aggregate principal amount of the New USD 2041 Bonds, (x) €1,572,601,941 aggregate principal amount of the New Euro 2041 Bonds, (xi) U.S.$2,091,997,126 aggregate principal amount of the New USD 2046 Bonds, and (xii) €248,126,086 aggregate principal amount of the New Euro 2046 Bonds, in each case, to be delivered as consideration for the Eligible Bonds to be exchanged or modified and substituted pursuant to the Invitation.

U.S.$27,826,578 of the New USD 2029 Bonds and €956,071 of the New Euro 2029 Bonds will constitute Expense Reimbursement Bonds and (i) will be applied to compensate the Supporting Creditors for fees and expenses of their advisors in connection with the Invitation, and (ii) reduce pro rata the principal amounts of New USD 2029 Bonds and/or New Euro 2029 Bonds that each holder would otherwise be entitled to receive pursuant to the Invitation.

The execution date, the effective date and the settlement date for the Invitation is scheduled to occur on September 4, 2020 or as early as practicable thereafter.

For more information on the amounts of valid Tender Order received and accepted see Annex A. For more information on the Proposed Modifications see Annex B.

Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Prospectus Supplement.

The Republic launched the Invitation to obtain the relief needed to regain the sustainability of the Republic’s external debt.  The Republic has also proposed a comprehensive approach to address the financial situation that has given rise to the relief sought in the Invitation to its creditors under other foreign-currency denominated debt.  On August 26, 2020, the Republic approached the International Monetary Fund with a view to initiating consultations seeking agreement on a new IMF-supported program to replace the 2018 Stand By Support Agreement.

The Republic engaged BofA Securities, Inc. and HSBC Securities (USA) Inc. to act as dealer managers for the Invitation. Any questions or requests for assistance regarding the Invitation may be directed to BofA Securities, Inc. at +1 (888) 292-0070 (toll free) or +1 (646) 855-8988 (collect) or HSBC Securities (USA) Inc. at +1 (888) HSBC-4LM (toll free) and +1 (212) 525-5552 (collect). 

Lazard acted as financial advisor and D.F. King acted as exchange, tabulation and information agent for the Republic’s Invitation. 

* * * *

Questions regarding this press release may be directed to DF King at its email address (argentina@dfkingltd.com) or telephone number (+1 (800) 341-6292 (Toll Free)/+1 (212) 269-5550 (collect)/ +44 20 7920 9700).

 

Annex A

The tables below reflect the aggregate principal amounts of valid Tender Orders received (prior to the application of the Acceptance Priority Procedures) and accepted to exchange Eligible Bonds for (i) New USD 2038 Bonds and New USD 2041 Bonds (Table 1A), (ii) New Euro 2038 Bonds and New Euro 2041 Bonds (Table 1B), (iii) New USD 2030 Bonds, New USD 2035 Bonds and New USD 2046 Bonds (Table 2A), and (iv) New Euro 2030 Bonds, New Euro 2035 Bonds and New Euro 2046 Bonds (Table 2B). 

Table 1A: Valid Tender Orders to Exchange Eligible Bonds for New USD 2038 Bonds and New USD 2041 Bonds Received and Accepted

Eligible Bonds Aggregate Original Principal Amount of Valid Tender Orders Received and Accepted for New USD 2038 Bonds  Aggregate Original Principal Amount of Valid Tender Orders Received and Accepted for New USD 2041 Bonds 
USD 2033 Discount Bonds I U.S.$2,929,952,937 U.S.$18,904,908
USD 2033 Discount Bonds II and III U.S.$883,786,091 U.S.$5,368,243
USD Par 2038 Bonds I N/A U.S.$4,960,857,548
USD Par 2038 Bonds II and III N/A U.S.$55,936,856
Euro 2033 Discount Bonds I €1,912,461,789 N/A
Euro 2033 Discount Bonds II and III €1,690,025,833 N/A
Euro Par 2038 Bonds I N/A €3,554,340,088
Euro Par 2038 Bonds II and III N/A €782,647,458

Table 1B: Valid Tender Orders to Exchange Eligible Bonds for New Euro 2038 Bonds and New Euro 2041 Bonds Received and Accepted

Eligible Bonds Aggregate Original Principal Amount of Valid Tender Orders Received and Accepted for New Euro 2038 Bonds  Aggregate Original Principal Amount of Valid Tender Orders Received and Accepted for New Euro 2041 Bonds 
Euro 2033 Discount Bonds I €117,876,947 €3,818,628
Euro 2033 Discount Bonds II and III €75,092,214 €1,348,047
Euro Par 2038 Bonds I N/A €341,184,772
Euro Par 2038 Bonds II and III N/A €86,964,930

Table 2A: Valid Tender Orders to Exchange Eligible Bonds for New USD 2030 Bonds, New USD 2035 Bonds and New USD 2046 Bonds Received and Accepted

Eligible Bonds Aggregate Original Principal Amount of Valid Tender Orders Received for New USD 2030 Bonds, prior to application of Acceptance Priority Procedures  Aggregate Original Principal Amount of Valid Tender Orders Accepted for New USD 2030 Bonds, after application of Acceptance Priority Procedures  Aggregate Original Principal Amount of Valid Tender Orders Received for New USD 2035 Bonds, prior to application of Acceptance Priority Procedures  Aggregate Original Principal Amount of Valid Tender Orders Accepted for New USD 2035 Bonds, after application of Acceptance Priority Procedures Aggregate Original Principal Amount of Valid Tender Orders Received and accepted for New USD 2046 Bonds 
USD 2021 Bonds U.S.$4,340,296,000 U.S.$4,340,296,000 U.S.$78,245,000 U.S.$78,245,000 U.S.$4,560,000
USD 2022 Bonds U.S.$2,716,614,000 U.S.$2,716,614,000 U.S.$88,421,000 U.S.$88,421,000 U.S.$5,142,000
USD 2023 Bonds U.S.$1,707,832,000 U.S.$1,707,832,000 U.S.$13,555,000 U.S.$13,555,000 U.S.$4,101,000
USD 2026 Bonds U.S.$5,912,899,000 U.S.$2,087,832,502 U.S.$479,511,000 U.S.$479,511,000 U.S.$7,890,000
USD 2027 Bonds U.S.$3,393,343,000 U.S.$1,198,182,449 U.S.$263,472,000 U.S.$263,472,000 U.S.$13,341,000
USD 5.875% 2028 Bonds U.S.$3,922,502,000 U.S.$1,385,027,406 U.S.$227,004,000 U.S.$227,004,000 U.S.$27,523,000
USD 6.625% 2028 Bonds U.S.$868,600,000 U.S.$306,700,877 U.S.$105,154,000 U.S.$105,154,000 U.S.$8,190,000
USD 2036 Bonds U.S.$1,371,640,000 U.S.$484,323,269 U.S.$339,202,000 U.S.$339,202,000 U.S.$18,080,000
USD 2046 Bonds N/A N/A U.S.$2,578,012,000 U.S.$2,578,012,000 U.S.$95,993,000
USD 2048 Bonds N/A N/A U.S.$2,856,986,000 U.S.$2,856,986,000 U.S.$77,560,000
USD 2117 Bonds N/A N/A U.S.$2,434,533,000 U.S.$2,434,533,000 U.S.$210,063,000
Euro 2022 Bonds €905,034,000 €905,034,000 N/A N/A N/A
Euro 2023 Bonds €851,218,000 €851,218,000 N/A N/A N/A
CHF 2020 Bonds CHF254,295,000 CHF254,295,000 N/A N/A N/A
Euro 2027 Bonds N/A N/A €790,528,000 €790,528,000 N/A
Euro 2028 Bonds N/A N/A €613,761,000 €613,761,000 N/A
Euro 2047 Bonds N/A N/A N/A N/A €464,030,000
USD 2033 Discount Bonds I N/A N/A N/A N/A U.S.$1,590,021
USD 2033 Discount Bonds II and III N/A N/A N/A N/A U.S.$681,695
USD Par 2038 Bonds I N/A N/A N/A N/A U.S.$46,043,785
USD Par 2038 Bonds II and III N/A N/A N/A N/A U.S.$5,182,763

Table 2B: Valid Tender Orders to Exchange Eligible Bonds for New Euro 2030 Bonds, New Euro 2035 Bonds and New Euro 2046 Bonds Received and Accepted

Eligible Bonds Aggregate Original Principal Amount of Valid Tender Orders Received for New Euro 2030 Bonds, prior to application of Acceptance Priority Procedures  Aggregate Original Principal Amount of Valid Tender Orders Accepted for New Euro 2030 Bonds, after application of Acceptance Priority Procedures  Aggregate Original Principal Amount of Valid Tender Orders Received for New Euro 2035 Bonds, prior to application of Acceptance Priority Procedures  Aggregate Original Principal Amount of Valid Tender Orders Accepted for New Euro 2035 Bonds, after application of Acceptance Priority Procedures Aggregate Original Principal Amount of Valid Tender Orders Received and accepted for New Euro 2046 Bonds 
Euro 2022 Bonds €290,082,000 €290,082,000 €15,313,000 €15,313,000 €1,800,000
Euro 2023 Bonds €134,398,000 €134,398,000 €5,588,000 €5,588,000 €4,526,000
CHF 2020 Bonds CHF79,530,000 CHF79,530,000 CHF15,800,000 CHF15,800,000 CHF820,000
Euro 2027 Bonds €355,030,000 €355,030,000 €42,864,000 €42,864,000 €3,800,000
Euro 2028 Bonds €348,417,000 €348,417,000 €22,302,000 €22,302,000 €2,249,000
Euro 2047 Bonds N/A N/A €207,325,000 €207,325,000 €14,480,000
Euro 2033 Discount Bonds I N/A N/A N/A N/A €1,653,542
Euro 2033 Discount Bonds II and III N/A N/A N/A N/A €119,814
Euro Par 2038 Bonds I N/A N/A N/A N/A €2,044,898
Euro Par 2038 Bonds II and III N/A N/A N/A N/A €514,338

 

Annex B

2005 Indenture Bonds Proposed Modifications

For each series of 2005 Indenture Eligible Bonds listed in Table 3, the Proposed Modifications obtained valid consents from holders of (x) not less than 85% of the aggregate principal amount of the affected series listed in Table 3 Outstanding and (y) not less than 66⅔% of the aggregate principal amount of each such series (taken individually) then Outstanding.  

Table 3: Consents Received for 2005 Indenture Eligible Bonds for the purpose of Modifications made in reliance upon Section 7.3 of the 2005 Indenture

Eligible Bonds Principal Amount Outstanding Principal Amount that has Consented to the Proposed Modifications Percentage of Aggregate Principal Amount Outstanding that has Consented to the Proposed Modifications
USD 2033 Discount Bonds I U.S.$3,857,694,668 U.S.$3,732,792,329 96.76%
USD 2033 Discount Bonds II and III U.S.$1,234,766,616 U.S.$1,178,601,169 95.45%
Euro 2033 Discount Bonds I €3,107,569,662 €2,794,245,001 89.92%
Euro 2033 Discount Bonds II and III €2,661,472,438 €2,431,005,404 91.34%
USD Par 2038 Bonds I U.S.$4,938,658,529 U.S.$4,648,872,080 94.13%
Euro Par 2038 Bonds I €5,034,912,168 €3,897,569,758 77.41%
Total U.S.$21,760,432,764 U.S.$19,464,455,289 89.45%

____________

(1) In accordance with the Invitation, the Republic has excluded the following series from the list of designated series:  USD Par 2038 Bonds II and III (XS0501195647; XS0501195720) and Euro Par 2038 Bonds II and III (XS0501195993; XS0501196025).

For the purposes of determining whether the Requisite Consents have been received, the Outstanding principal amount of Eligible Bonds denominated in euros have been converted into U.S. dollars using the exchange rate determined by the Dealer Managers based on the price as shown on the FXC page displayed on the Bloomberg Pricing Monitor, at or around 12:00 p.m. (noon) New York City time on April 21, 2020 (€1 equals U.S.$1.08565). Accordingly, the aggregate principal amount Outstanding of 2005 Indenture Eligible Bonds denominated in euros was U.S.$11,729,312,951.

2016 Indenture Bonds Proposed Modifications

For each series of 2016 Indenture Eligible Bonds listed in Table 4, the Proposed Modifications obtained valid consents from holders of (x) more than 66⅔% of the aggregate principal amount of the series listed in Table 3 and Table 4 Outstanding and (y) more than 50% of the aggregate principal amount of series listed in Table 4 (taken individually) Outstanding.

Table 4: Consents Received for 2016 Indenture Eligible Bonds for the purpose of Modifications made in reliance upon Section 11.4 of the 2016 Indenture

Eligible Bonds Principal Amount Outstanding Principal Amount that has Consented to the Proposed Modifications Percentage of Aggregate Principal Amount Outstanding that has Consented to the Proposed Modifications
USD 2021 Bonds U.S.$4,484,000,000 U.S.$4,407,101,000 98.29%
USD 2022 Bonds U.S.$3,250,000,000 U.S.$2,810,177,000 86.47%
USD 2023 Bonds U.S.$1,750,000,000 U.S.$1,725,488,000 98.60%
USD 2026 Bonds U.S.$6,454,850,000 U.S.$6,355,150,000 98.46%
USD 2027 Bonds U.S.$3,750,000,000 U.S.$3,670,156,000 97.87%
USD 5.875% 2028 Bonds U.S.$4,250,000,000 U.S.$4,177,029,000 98.28%
USD 6.625% 2028 Bonds U.S.$965,000,000 U.S.$946,944,000 98.13%
USD 2036 Bonds U.S.$1,727,000,000 U.S.$1,705,922,000 98.78%
USD 2046 Bonds U.S.$2,617,685,000 U.S.$2,541,690,000 97.10%
USD 2048 Bonds U.S.$3,000,000,000 U.S.$2,934,546,000 97.82%
USD 2117 Bonds U.S.$2,689,176,000 U.S.$2,583,772,000 96.08%
Euro 2022 Bonds €1,250,000,000 €1,212,229,000 96.98%
Euro 2023 Bonds €1,000,000,000 €995,730,000 99.57%
CHF 2020 Bonds CHF400,000,000 CHF350,445,000 87.61%
Euro 2027 Bonds €1,250,000,000 €1,192,222,000 95.38%
Euro 2028 Bonds €1,000,000,000 €986,729,000 98.67%
Euro 2047 Bonds €750,000,000 €685,835,000 91.44%
Total 2016 Indenture Eligible Bonds U.S.$41,615,421,000 U.S.$40,270,412,969 96.77%
Total Eligible Bonds (2016 Indenture Eligible Bonds plus 2005 Indenture Eligible Bonds) U.S.$63,375,853,764 U.S.$59,734,868,258 94.25%

For the purposes of determining whether the requisite consents have been received, the Outstanding principal amount of Eligible Bonds denominated in euros and CHF has been converted into U.S. dollars using the exchange rate determined by the Dealer Managers based on the price as shown on the FXC page displayed on the Bloomberg Pricing Monitor, at or around 9:00 a.m. New York City time on the Expiration (€1 equals U.S.$1.1878 and CHF1 equals U.S.$1.1044). Accordingly, the aggregate principal amount Outstanding of: (i) all 2016 Indenture Eligible Bonds denominated in euros was U.S.$6,235,950,000 and (ii) the 2016 Indenture Eligible Bonds denominated in Swiss francs was U.S.$441,760,000.


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The Republic of Argentina formally begins consultations for a new Program with the International Monetary Fund


President Alberto Fernández maintained a telephone communication this morning with the managing director of the organization, Kristalina Georgieva, in which the Minister of Economy, Martín Guzmán, and the Argentine representative before the International Monetary Fund, Sergio Chodos also participated.

The Republic of Argentina formally began consultations with the International Monetary Fund (IMF) today in order to agree on a new program with the multilateral credit organization, with the central premise that “there is no stabilization possible without economic recovery.”

President Alberto Fernández, together with the Minister of Economy, Martín Guzmán, and the representative of the Southern Cone before the IMF, Sergio Chodos, maintained a dialogue this morning from the Quinta de Olivos (presidential residence) with Kristalina Georgieva, to begin negotiations aimed at reaching a new understanding with the organism.

During the conversation with Georgieva, the President stressed the need for the future Program between Argentina and the IMF to observe the goals of economic recovery and of solving the most pressing social problems.

After the meeting in Olivos, Guzmán and Chodos went to the Palacio de Hacienda (Ministry of Economy building) to sign, together with the head of the Central Bank, Miguel Pesce, a letter addressed to the managing director of the IMF formally beginning the dialogue.

After sending the letter, Guzmán emphasized: “Stabilization is not possible without economic recovery.”

For his part, Pesce highlinghted that “it is necessary that the next program takes into account both stability and the growth of the economy, credit and the local capital market.”

 

 


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The Republic of Argentina Announces Amendment to Invitation to Exchange


Buenos Aires, Argentina:  The Republic of Argentina (the “Republic”) today announced the improved terms and conditions of the Republic’s invitation to certain holders of its foreign currency external bonds to exchange those instruments for new bonds to be issued by the Republic (the “Invitation”), initially set forth in its prospectus supplement dated as of April 21, 2020, as first amended and restated on July 6, 2020.

Argentina has revised the terms and conditions of the Invitation mainly to:

  1. set the interest and principal payment dates on the New Bonds on January 9 and July 9 instead of March 4 and September 4 of each relevant year;
  2. amend the principal payment dates of (i) the New Bonds to be delivered as Accrued Interest Consideration and Additional Consent Consideration, which will begin amortizing in January 2025 and mature in July 2029, (ii) the New USD 2030 Bonds and New Euro 2030 Bonds, which will begin amortizing in July 2024 and mature in July 2030, with the first installment being in an amount equivalent to one half of each remaining installment, and (iii) the New USD 2038 Bonds and New Euro 2038 Bonds, which will begin amortizing in July 2027 and mature in January 2038;
  3. amend the foreign exchange rate to €1 = S.$1.1855 and CHF1 = U.S.$1.0988 and €0.9269, for the purposes of determining the principal amount of U.S. dollar-denominated New Bonds to be received by each Holder of euro-denominated and Swiss franc- denominated Eligible Bonds that elects to receive U.S. dollar-denominated New Bonds, and also to exclude such elections from the acceptance priority procedures and the caps applicable to the New USD 2030 Bonds and New USD 2035 Bonds, and reduce the caps applicable to the New Euro 2030 Bonds and the New Euro 2035 Bonds as a result of such elections;
  4. amend the modification provisions of the New Bonds to expand the list of reserve matter modifications and specify the future circumstances under which the Republic may re- designate the series of debt securities affected by a reserve matter modification or, if applicable, conduct a “uniformly applicable” modification subsequent to a cross-series modification with two-tier voting or a restructuring exchange offer;
  5. add an undertaking by the Republic to publish certain debt information on an annual basis;
  6. conform the description of the Form of the Terms and Conditions of the New Bonds included to the modifications described in 4 and 5 above;
  7. update  the  “Background  to  the  Invitation”  and  “Related  Actions  to  Achieve  Debt Sustainability Section” with recent developments; and
  8. provide that to compensate the Ad Hoc Group of Argentine Bondholders, the Exchange Bondholder Group and the Argentina Creditor Committee (the “Supporting Creditors”) for fees and expenses of their advisors in connection with the Invitation, the total aggregate principal amount of New USD 2029 Bonds and New Euro 2029 Bonds that Holders and Ineligible Holders would otherwise be entitled to receive pursuant to the Invitation will be reduced by U.S.$28.96 million (using a foreign exchange rate of €1=U.S.$1.1855, and allocated ratably between New USD 2029 Bonds and New Euro 2029 Bonds based on the final aggregate principal amount of each such series of New Bonds to be issued in connection with the Invitation) (the “Expense Reimbursement Bonds”). The Expense Reimbursement Bonds will be divided equally among the three groups and will be delivered to such accounts as the representatives of each of the Supporting Creditors (i.e., White & Case LLP for the Ad Hoc Group of Argentine Bondholders, Quinn Emanuel Urquhart & Sullivan LLP for the Exchange Bondholder Group and Clifford Chance US LLP for the Argentina Creditor Committee) will indicate in writing to the Information Agent prior to the Settlement Date. For the avoidance of doubt, the Republic will not bear any expenses of the Supporting Creditors or their advisors in connection with the Invitation, as the Expense Reimbursement Bonds will (i) not increase the total amount of New USD 2029 Bonds and New Euro 2029 Bonds to be issued by the Republic pursuant to the Invitation and (ii) reduce pro rata the principal amount of New USD 2029 Bonds and/or New Euro 2029 Bonds that each Holder and Ineligible Holder would otherwise be entitled to receive pursuant to the Invitation.

Since the Invitation was first launched on April 21, 2020, the Republic held numerous rounds of interactions with representatives of the investor community and their advisors. Throughout this process, the Republic took note of investors’ varying and wide range of views on different economic and documentation aspects of the Invitation. The Republic and representatives of the Ad Hoc Group of Argentine Bondholders, the Argentina Creditor Committee and the Exchange Bondholder Group and certain other significant holders reached an agreement that would allow members of the creditor groups and such other holders to support Argentina’s debt restructuring proposal and grant Argentina significant debt relief. The revisions to the Invitation have been made in furtherance of this agreement.

The Republic will extend the expiration of the Invitation from 5:00 p.m., New York City time, on August 24, 2020, until 5:00 p.m., New York City time, on August 28, 2020 (the “Expiration”). The results announcement date shall be on August 31, 2020 or as early as practicable thereafter, and the execution date, the effective date and the settlement date shall remain on September 4, 2020 or as early as practicable thereafter.

The Republic has filed with the Securities and Exchange Commission (“SEC”) a revised prospectus supplement dated August 17, 2020 setting forth the modifications to the Invitation described herein (the “Amended Prospectus Supplement”).

The Republic encourages all investors to consider the revised terms of its Invitation and join the Republic in creating a sustainable path for the recovery of Argentina’s economy.

Holders who delivered their tender orders to the Invitation prior to the date of the Amended Prospectus Supplement and do not revoke such tender order prior to Expiration shall be considered to have accepted the terms and conditions of the Invitation, as amended. References to tendering Holders in the Invitation shall include Holders who delivered (and did not revoke) a tender order prior to the date of the Amended Prospectus Supplement.

Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in the Amended Prospectus Supplement.

The Republic has engaged BofA Securities, Inc. and HSBC Securities (USA) Inc. to act as dealer managers for the Invitation. D.F. King is acting as exchange, tabulation and information agent. Any questions or requests for assistance regarding the Invitation may be directed to BofA Securities, Inc. at +1 (888) 292-0070 (toll free) or +1 (646) 855-8988 (collect) or HSBC Securities (USA) Inc. at +1 (888) HSBC- 4LM (toll free) and +1 (212) 525-5552 (collect).

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The Republic has filed registration statements (including the prospectus) and the Amended Prospectus Supplement with the SEC, registering the New Bonds for the offerings to which this communication relates. Before you invest, you should read the prospectus in those registration statements, the Amended Prospectus Supplement, and other documents the Republic has filed or will file with the SEC for more complete information about the Republic and such offerings. You may get these documents for free by visiting EDGAR on the SEC website at http://www.sec.gov. Alternatively, Holders, or custodians for such Holders, of Eligible Bonds may obtain a copy of the prospectus and the Amended Prospectus Supplement by contacting the dealer managers by calling any one of the numbers above or D.F. King at its email address (argentina@dfkingltd.com) or telephone number (+1 (800) 341-6292 (Toll Free)/+1 (212) 269-5550 (collect)/ +44 20 7920 9700) or by download, following registration, via: https://sites.dfkingltd.com/argentina.

Important Notice

The distribution of materials relating to the Invitation may be restricted by law in certain jurisdictions. The Invitation is void in all jurisdictions where it is prohibited. If materials relating to the Invitation come into your possession, you are required by the Republic to inform yourself of and to observe all of these restrictions. The materials relating to the Invitation, including this communication, do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a jurisdiction requires that the Invitation be made by a licensed broker or dealer and a dealer manager or any affiliate of a dealer manager is a licensed broker or dealer in that jurisdiction, the Invitation shall be deemed to be made by the dealer manager or such affiliate on behalf of the Republic in that jurisdiction.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. The offering of these securities will be made only by means of the Amended Prospectus Supplement and the accompanying prospectus.

Forward-Looking Statements

All statements in this press release, other than statements of historical fact, are forward-looking statements. These statements are based on expectations and assumptions on the date of this press release and are subject to numerous risks and uncertainties which could cause actual results to differ materially from those described in the forward-looking statements. Risks and uncertainties include, but are not limited to, market conditions and factors over which the Republic has no control. The Republic assumes no obligation to update these forward-looking statements and does not intend to do so, unless otherwise required by law.

For the purposes of this announcement, “Ineligible Holder” shall mean each beneficial owner located within a Relevant State (as defined below) who is not a “qualified investor” (as defined below) or any other beneficial owner located in a jurisdiction where the announcement is not permitted by law or offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

No offer of any kind will be made to Ineligible Holders.

Notice to Investors in the European Economic Area and the United Kingdom

The announcement is not being directed to any retail investors in the European Economic Area (“EEA”) and EEA retail investors will not be given the opportunity to state their views on the Proposed Modifications. As a result, no “offer” of new securities is being made to retail investors in the EEA. Any holder who does not deliver a written consent is effectively not consenting to the Proposed Modifications. Therefore, it will be necessary for other (non-retail) investors representing a greater nominal principal amount Outstanding to consent to the Proposed Modifications. If the Proposed Modifications become effective, then, in accordance with the terms of such Eligible Bonds, the Eligible Bond will be substituted for New Bonds, and such substitution will affect all Holders and Ineligible Holders, regardless of whether they consented or if they were entitled to participate in the Invitation.

This announcement is only directed to beneficial owners of Eligible Bonds who are within a Member State of the European Economic Area or the United Kingdom (each, a “Relevant State”) if they are “qualified investors” as defined in Regulation (EU) 2017/1129 (as amended or superseded, the “Prospectus Regulation”).

The New Bonds are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in a Relevant State. For these purposes, a “retail investor” means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Regulation. Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the New Bonds or otherwise making them available to retail investors in a Relevant State has been prepared and therefore offering or selling the New Bonds or otherwise making them available to any retail investor in a Relevant State may be unlawful under the PRIIPs Regulation. References to Regulations or Directives include, in relation to the UK, those Regulations or Directives as they form part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 or have been implemented in UK domestic law, as appropriate.

For the purposes of section 21 of the Financial Services and Markets Act 2000, to the extent that this announcement constitutes an invitation or inducement to engage in investment activity, such communication falls within Article 34 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Financial Promotion Order”), being a non-real time communication communicated by and relating only to controlled investments issued, or to be issued, by the Republic of Argentina.

Other than with respect to distributions by the Republic of Argentina, this announcement is for distribution only to persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Promotion Order, (ii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which the announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

Terms of the exchange offer of public debt in foreign currency under foreign law


Buenos Aires, August 16, 2020. Following the announcement of August 4, 2020, the National Executive Power issued, on August 16, Decree 676/2020, approving the terms of the proposed restructuring of Argentina’s debt agreed with the representatives of the Ad Hoc Group of Argentine Bondholders, the Argentina Creditor Committee and the Exchange Bondholder Group and other holders (together, the “Supporting Creditors”).

In representations subsequent to the announcement, the Supporting Creditors indicated their support for the Republic’s proposal, now incorporated in this decree, thus contributing to the debt relief sought by Argentina.

The proposal reflects the financial terms announced on August 4 and also reflects the conclusions of the work carried out within the framework of the dialogue with representatives of the creditors, other members of the international financial community, the International Monetary Fund, member countries of the G-20 and our partners in the G-24.

The dialogue held by the representatives of the Republic sought to strengthen the contractual framework embodied in 2014 at the international level. The work carried out made it possible to reach consensus on adjustments to model contractual framework adopted by the international community aimed at facilitating the creation of the will that forms the basis of any successful restructuring.

The added contractual tools are intended to strengthen the equitable and effective nature of existing sovereign debt restructuring mechanisms.

With this step, and the publication of the offer documentation in the SEC on August 17, Argentina meets its commitment to restore public debt sustainability within the framework of an orderly process.  The implementation of the agreement reached with the Supporting Creditors will create conditions to bring public finances into balance, give certainty to the private sector and provide the country with a new platform for growth once the pandemic is over.

At the same time, in accordance with the provisions of Annex II of Law No. 27,556, Decree 676/2020 approves the adaptations to Annexes II and III of said Law, which include the “Terms and Conditions of the Offer under Eligible Bonds” and the “Conditions of Issuance of the New Bonds”, thus giving equal treatment to bondholders under local law with respect to bondholders under foreign law.

 

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The Republic has filed registration statements (including the prospectus) and intends to file the Amended Prospectus Supplement with the Securities and Exchange Commission to register the securities for the offerings to which this communication relates. Before you invest, you should read the prospectus in those registration statements and other documents the Republic has filed or will file with the Securities Exchange Commission for more complete information about the Republic and such offerings. You may obtain these documents for free by visiting EDGAR on the SEC website at http://www.sec.gov.

Important Notice

The distribution of materials relating to the Republic’s proposal may be restricted by law in certain jurisdictions. The making of the proposal is void in all jurisdictions where it is prohibited. If materials relating to the proposal come into your possession, you are required by the Republic to inform yourself of and to observe all of these restrictions. The materials relating to the proposal, including this communication, do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a jurisdiction requires that the proposal be made by a licensed broker or dealer and a dealer manager or any affiliate of a dealer manager is a licensed broker or dealer in that jurisdiction, the proposal shall be deemed to be made by the dealer manager or such affiliate on behalf of the Republic in that jurisdiction.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. The offering of these securities will be made only by means of the Amended Prospectus Supplement and the accompanying prospectus.

Forward-Looking Statements

Statements in this press release, other than statements of historical fact, are forward-looking statements. These statements are based on expectations and assumptions on the date of this press release and are subject to numerous risks and uncertainties which could cause actual results to differ materially from those described in the forward-looking statements. Risks and uncertainties include, but are not limited to, market conditions and factors over which the Republic has no control. The Republic assumes no obligation to update these forward-looking statements and does not intend to do so, unless otherwise required by law.

For the purposes of this announcement, “Ineligible Holder” shall mean each beneficial owner located within a Relevant State (as defined below) who is not a “qualified investor” (as defined below) or any other beneficial owner located in a jurisdiction where the announcement is not permitted by law or offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. No offer of any kind will be made to Ineligible Holders.

 

Notice to Investors in the European Economic Area and the United Kingdom

Notice to EEA retail investors. The announcement is not being directed to any retail investors in the European Economic Area (“EEA”) and EEA retail investors will not be given the opportunity to state their views on the proposal. As a result, no “offer” of new securities is being made to retail investors in the EEA. Any holder who does not deliver a written consent is effectively not consenting to the proposal. Therefore, it will be necessary for other (non-retail) investors representing a greater nominal principal amount outstanding to consent to the proposal. If the proposed modifications become effective, then, in accordance with the terms of such bonds, the bond will be substituted for new bonds, and such substitution will affect all holders, regardless of whether they consented or if they were entitled to participate in the proposal. 

This announcement is only directed to beneficial owners of bonds who are within a Member State of the European Economic Area or the United Kingdom (each, a “Relevant State”) if they are “qualified investors” as defined in Regulation (EU) 2017/1129 (as amended or superseded, the “Prospectus Regulation”).

The new bonds are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in a Relevant State. For these purposes, a “retail investor” means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Regulation. Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the new bonds or otherwise making them available to retail investors in a Relevant State has been prepared and therefore offering or selling the new bonds or otherwise making them available to any retail investor in a Relevant State may be unlawful under the PRIIPs Regulation. References to Regulations or Directives include, in relation to the UK, those Regulations or Directives as they form part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 or have been implemented in UK domestic law, as appropriate.

United Kingdom

For the purposes of section 21 of the Financial Services and Markets Act 2000, to the extent that this announcement constitutes an invitation or inducement to engage in investment activity, such communication falls within Article 34 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Financial Promotion Order”), being a non-real time communication communicated by and relating only to controlled investments issued, or to be issued, by the Republic of Argentina.

Other than with respect to distributions by the Republic of Argentina, this announcement is for distribution only to persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Promotion Order, (ii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which the announcement relates is available only to relevant persons and will be engaged in only with relevant persons.