Press Release Second Extension of Expiration Time


The Republic of Argentina Extends Expiration of its Prospectus Supplement (as defined below)

Buenos Aires, Argentina:  The Republic of Argentina (the “Republic”) today announced that it has extended further the expiration of its invitation (the “Invitation”) made to holders of certain eligible bonds (the “Eligible Bonds”) listed in the Prospectus Supplement dated April 21, 2020 (as amended and supplemented from time to time, the “Prospectus Supplement”) to submit orders to exchange their Eligible Bonds for new bonds pursuant to the terms and subject to the conditions described in the Prospectus Supplement from 5:00 p.m., New York City time, on May 22, 2020, to 5:00 p.m., New York City time, on June 2, 2020 (the “Expiration”), unless further extended or early terminated. Accordingly, assuming that the Republic, among other things, does not further extend the Expiration or terminate the Invitation early, the Invitation Period (as defined in the Prospectus Supplement) is extended through the new Expiration, the Results Announcement Date (as defined in the Prospectus Supplement) shall be on June 3, 2020 or as early as practicable thereafter, and the Execution Date, the Effective Date and the Settlement Date, each as defined in the Prospectus Supplement, shall be on June 8, 2020 or as early as practicable thereafter.

The Republic continues to receive investors’ views and suggestions over different paths to improve recoveries. The Republic is analyzing these suggestions with a view to maximizing investor support while preserving its debt sustainability goals. Argentina firmly believes that a successful debt restructuring will contribute to stabilizing the current economic condition, alleviating the medium and long-term constraints on Argentina’s economy created by its current debt burden and returning the country’s economic trajectory to long term growth. Argentina and its advisors intend to take advantage of this extension to continue discussions and allow investors to continue contributing to a successful debt restructuring.

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The Republic has engaged BofA Securities, Inc. and HSBC Securities (USA) Inc. to act as dealer managers for the Invitation and Lazard to act as financial advisor. 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 a base prospectus) and the Prospectus Supplement with the Securities and Exchange Commission to register the New Bonds (as defined in the Prospectus Supplement) 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 with the Securities Exchange Commission 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 (as defined in the Prospectus Supplement), or custodians for such holders, of Eligible Bonds may obtain a copy of the prospectus and the 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 prospectus and the accompanying Prospectus Supplement.

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 is being 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 Proposed Modifications (as defined in the Prospectus Supplement).  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 (as defined in the Prospectus Supplement) 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.

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.

 

The steps taken by Argentina to restore debt sustainability


The Fernández administration has pledged to address Argentina’s public debt sustainability challenges while promoting an economic growth model for the country that is inclusive, fair and long-lasting.

In just five months and in an international environment marked by an unprecedented global crisis resulting from the COVID-19 pandemic, the government proactively managed local currency debt through 17 public tenders. To date, we have refinanced a total of 315bn pesos substantially reducing interest rates and lengthening the maturity profile.

The recent reprofiling of the Lecaps, Bogato and Boncer 2020, and the Bono Dual AF20 (including in last week’s USD denominated LETES transactions) also represent important steps in our efforts to reach a debt profile that is aligned with Argentina’s debt service capacity.

With respect to our external bond debt, on April 21, 2020, Argentina invited holders of those bonds to participate in an exchange that pursues the same goals that we have promoted with our other debt constituents: creating breathing room for our economy to recover, stretching out payments so that we can mitigate the refinancing risk and its negative implications, and reducing the overall financing cost to levels that are more adequately tailored to Argentina’s medium and long-term foreign exchange generation capacity. The proposal is founded on the support expressed by a broad spectrum of Argentina’s society (governors, congress people and more than 1,400 mayors, business men and women and union leaders, including opposition representatives) to financial obligations that the country can in good faith commit to honor. Argentina’s invitation also received the (unprecedented) backing of more than 130 internationally renowned economists from different lines of thought and of more than 170 Argentine economists.

While many of our bondholders supported Argentina’s invitation, other significant groups of creditors did not. Among those that rejected Argentina’s offer, several have indicated that there are better alternatives that can be reconciled with the objectives that this administration has set for itself and for the Argentine people.

We remain open to discussing all contributions designed to help Argentina achieve its goals and at the same time enhance creditor recoveries. We will consider in good faith any debt-restructuring proposal that meets the sustainability objectives we need to secure, including combinations of interest rates, capital reduction, grace periods and extension of maturities different from those we have proposed.

With the cooperation of private sector creditors and the official sector, Argentina can weather this period of turmoil avoiding the social, political and economic distress that sadly afflicted the Republic at the beginning of this Century. Argentina firmly believes that through engagement with its creditor community remedial measures can be identified at a time when such measures will still be adequate to stabilize the situation and return the country’s economy to long term growth and its debt to a sustainable footing.

Recognizing that all parties have more to gain if creditors are given further opportunities to contribute to a successful debt restructuring, Argentina has extended the deadline for the invitation relating to its external debt to May 22, 2020.

Press Release RoA: Extension of expiration time


The Republic of Argentina Extends Expiration of its Prospectus Supplement (as defined below)

Buenos Aires, Argentina: The Republic of Argentina (the “Republic”) today announced that it has extended the expiration of its invitation (the “Invitation”) made to holders of certain eligible bonds (the “Eligible Bonds”) listed in the Prospectus Supplement dated April 21, 2020 (as amended and supplemented from time to time, the “Prospectus Supplement”) to submit orders to exchange their Eligible Bonds for new bonds pursuant to the terms and subject to the conditions described in the Prospectus Supplement from 5:00 p.m., New York City time, on May 8, 2020, to 5:00 p.m., New York City time, on May 22, 2020 (the “Expiration”), unless further extended or early terminated. Accordingly, assuming that the Republic, among other things, does not further extend the Expiration or terminate the Invitation early, the Invitation Period (as defined in the Prospectus Supplement) is extended through the new Expiration, the Results Announcement Date (as defined in the Prospectus Supplement) shall be on May 25, 2020 or as early as practicable thereafter, and the Execution Date, the Effective Date and the Settlement Date, each as defined in the Prospectus Supplement, shall be on May 27, 2020 or as early as practicable thereafter.

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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 Prospectus Supplement with the Securities and Exchange Commission to register the New Bonds (as defined in the Prospectus Supplement) 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 with the Securities Exchange Commission 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 (as defined in the Prospectus Supplement), or custodians for such holders, of Eligible Bonds may obtain a copy of the prospectus and the 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 prospectus and the accompanying Prospectus Supplement.

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 is being 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 Proposed Modifications (as defined in the Prospectus Supplement). 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 (as defined in the Prospectus Supplement) 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.

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.

Creditor Engagement


ARGENTINE REPUBLIC
Background on the process (including creditor engagement) leading to RoA’s Exchange Offer launched on 22 April 2020

Argentina’s macroeconomic situation has deteriorated significantly over the last two years. As a result, the first steps of President Alberto Fernandez’ administration (the “Authorities”) were aimed at addressing the macroeconomic imbalances. This required a special focus on the debt issue, which had reached unsustainable levels in the context of a shutdown of international credit markets for Argentina.

The Authorities have developed a comprehensive debt management strategy from their first weeks in office which included (i) maintaining a transparent, good faith and constructive dialogue with creditors through an orderly process and (ii) remaining current on interest payments, even using international reserves, for so long as the country could responsibly afford these payments.

The objective of the Authorities’ debt management strategy, as presented to Congress by Minister Guzman on 21 January 2020, is to restore debt sustainability. This entails conforming Argentina’s debt trajectory to the country’s realistic medium and long-term growth expectations and path of primary fiscal and trade balances that are consistent with a trajectory of economic growth that is socially acceptable. The Covid-19 crisis has had an immediate substantial impact on this trajectory, and the authorities are currently assessing its effects in the months and years ahead.

Minister Guzman and his team held substantial and open discussions with the IMF on Argentina’s debt situation ever since December 2019. As a result of these discussions, the IMF issued on 22 February a statement on Argentina’s unsustainable debt trajectory and the IMF staff published on 20 March 2020 a technical note on debt sustainability.

Since December 2019, Minister Guzman and his team also interacted with a number of creditors of Argentina who enquired about the current situation. In order to promote a transparent and orderly process for a constructive dialogue with creditors, Minister Guzman initiated a formal restructuring process with a public presentation on Argentina’s macroeconomic framework on 20 March 2020.

Formal discussions with creditors started with an open-ended engagement with creditors upon request on Minister Guzman’s public presentation of Argentina’s macroeconomic framework, which would serve as basis for the envisaged debt operation.

  • These discussions started with a first round of video interactions on 24 March 2020 between senior officials of the Ministry of Economy and each of the three self-assembled creditor ad-hoc groups (the Bondholder Group, The Argentina Creditor Committee and the Exchange Bond Holder Group) as well as selected creditors, who requested to participate.
  • A second round of video interactions led by Minister Guzman with the principals of each of the three creditor ad-hoc groups and representatives of the largest bondholder took place on 27 March 2020. These interactions allowed to (i) discuss the content of the public presentation on the macroeconomic framework, objectives and perimeter of the envisaged debt operation) and (ii) listen to the creditors’ views on key expectations for the upcoming debt operation.

Following these formal discussions on the macroeconomic framework, the Ministry of Economy continued on its transparent engagement process with creditors and published debt sustainability principles for the upcoming debt operation on 31 March 2020.

Based on the feedback received through several rounds of informal discussions between creditors and the Authorities’ advisors, the Ministry of Economy decided to engage in restricted discussions with the three ad-hoc creditor groups.

  • After customary Non Disclosure Agreements were signed with the three groups (a step that was necessary to allow for a more candid exchange of views and information), a confidential document setting out Argentina’s restructuring guidelines was shared with each of the groups starting 10 April 2020. These guidelines sought to provide an updated approach based on the feedback received in the first round of discussions. It also provided an illustrative restructuring scenario that could serve as a framework for negotiations.
  • Restricted video conference discussions between Minister Guzman and his team, and the three groups were organized on Saturday 11 April 2020.
    • One of the investor groups shared their reactions to the restructuring guidelines by submitting a “counterproposal”.
      • This counterproposal was based on the assumption that Argentina only faces short term liquidity constraints and proposed to resolve them through (i) a partial and decreasing cash coupon relief over the first four years before going back to contractual levels; (ii) a compensation of the coupon relief with payments in kind and (iii) a 4 year maturity extension for the bonds maturing before 2028.
      • This counterproposal was fundamentally incompatible with the Authorities’ macroeconomic framework and did not acknowledge the necessity of long-term cash flow relief to ensure the sustainability of Argentina’s public debt.

Taking into consideration the views expressed during the various discussions with creditors and their advisors, and bearing in mind the mandate given by Argentina’s Congress with regard to the limited availability of reserves to continue servicing debt, the authorities announced the terms of Argentina’s proposal on 17 April 2020. Creditors in the groups that were restricted per the NDAs were released of confidentiality and trading restrictions.

Argentina’s invitation to exchange and the related consent solicitation was formally launched on 22 April 2020 and is set to expire on 8 May 2020.

  • This proposal offer followed a structured process which included the publication at the end of March of the principles to be followed in designing the restructuring. The proposal reflects the diminished public debt repayment capacity in the wake of several years of fiscal adjustment and in the midst of a deep macroeconomic crisis as well as an unprecedented health crisis that severely deepened the contraction of the economy.
  • This proposal is the outcome of the government’s engagement process within a framework designed to achieve sustainable debt payment capacity. It reflects the Republic’s good faith efforts in the process and its candid determination to make sustainable commitments, as well as the intention to achieve an orderly resolution of the ongoing sovereign debt crisis. The Republic of Argentina remains open to a constructive dialogue with its creditors, reiterating that it can only pursue responsibly a debt operation that ensures the long-term sustainability of Argentina’s public debt.

Argentina announced on 27 April its intention to hold meetings with investors to present and explain the terms of the debt operation launched on 22 April 2020 and collect feedback from investors. Starting from 28 April, Argentina held a series of bilateral virtual meetings with international and regional investors including real money investors and hedge funds, which included the participation of Minister Guzman and his senior team at the Ministry of Economy.