Saturday, September 26, 2020
Funding News

The Republic of Argentina Announces Results of Invitation to Exchange

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 93.40% 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)

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(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.

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