Argentina’s YPF wraps exchange offer/consent solicitation for 2021 notes

Chicago, Feb. 26 – Argentina’s YPF SA announced the final settlement of its exchange offer for its old 2021 notes in a press release on Friday night.

The offer started Jan. 7 and was amended most recently on Feb. 7.

The late participation deadline for only the 2021 notes from a much broader offer was 11:59 pm on Feb. 25.

According to D.F. King & Co., Inc., tender instructions for $570,000 of notes were validly delivered after the early deadline on Feb. 10 and before the final deadline on Feb. 25.

The company will issue on the late settlement date $469,680 of new secured 2026 notes and pay $161,310 in cash to eligible holders validly tendered notes in this timeframe.

After the issues of new secured 2026 notes on the late settlement date, there will be $775,782,279 of new secured 2026 notes issued.

Amended 2021 offer

As previously reported, the early exchange consideration for the old 2021 notes was modified several times. The final offer was for $699 of new secured 2026 notes and $480 in cash for each $1,000 of old notes. The cash amount does not include interest.

Also previously reported, in the third amendment the company was offering to exchange $824 of new 2026 notes and $283 of cash without interest, as interest has been calculated in the cash consideration (and then before that $949 of 2026 notes and $158 cash, then previously an early exchange consideration of $1,025 of new 8˝% export-backed notes due 2026 and $157 cash or a late exchange consideration of $1,182 of new 8˝% export-backed notes due 2026 for each $1,000 of notes tendered).

For the late exchange consideration, noteholders who tender $1,000 face amount of old notes will receive $824 of new secured 2026 notes and a $283 cash payment, without interest.

The 2026 notes issued as late exchange consideration may not have the same Cusip as the early 2026 notes. YPF cannot guarantee the late-issued notes will be part of the same issue as the early notes or will count as a qualified reopening of the earlier issue, or have the same original issue discount.

The late 2026 notes will constitute a single series with the early 2026 notes.

There was a minimum exchange condition for the 2021 old notes which has been waived.

Extension of 2021 offer

Only for the 2021 notes, YPF extended the early participation deadline to 11:59 p.m. ET on Feb. 10.

The final expiration time was pushed back to 11:59 p.m. ET on Feb. 25 from 11:59 p.m. ET on Feb. 5.

The acceptance date for late acceptance was Feb. 26, from Feb. 8.

And, late settlement just for the 2021 notes is March 1, pushed back from Feb. 11.

Managers and agents

D.F. King & Co., Inc. (800 848-3410, 212 269-5550, ypf@dfking.com, www.dfking.com/ypf) is the information and exchange agent for the exchange offer and consent solicitations.

Citigroup Global Markets Inc. (212 723-6106, 800 558-3745), Santander Investment Securities Inc. (212 940-1442, 855 404-3636), HSBC Securities (USA) Inc. (888 4722-456, 212 525-5552, lmamericas@us.hsbc.com) and Itau BBA USA Securities (212 710-6749, 888 770-4828) are the dealer managers.

YPF is a petroleum and natural gas company based in Buenos Aires.

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