Títulos Públicos
Re: Títulos Públicos
4 % de cupon contra 2.5%
El BPLE era bueno cuando estaba totalmente desarbitrado con igual bono en Dolares BPLD.
Hoy el mercado es otro. El euro tiene tendencia bajista.
El BPLE era bueno cuando estaba totalmente desarbitrado con igual bono en Dolares BPLD.
Hoy el mercado es otro. El euro tiene tendencia bajista.
Re: Títulos Públicos
12% de tir con 30% de paridad, parecido a lo que vos (y varios) le veíamos al BPLE y BPLD cuando tenía 16% de tir y 24% de paridad or something like that. (no son comparables, parecido a lo que veíamos dije).
Re: Títulos Públicos
Yo me pregunto PARA que comprarlos...
Re: Títulos Públicos
NO hay grandes diferencias...
Santiagooo escribió:Que me dicen? vendo rg12 y compro ra13 ?
Re: Títulos Públicos
Que le ven de bueno al PARA ?
Re: Títulos Públicos
Sin duda cria que lo que decís respecto de un evento default es así y ni vale la pena que lo subas.
Yo me refiero al evento pago del AM11 (+ o -10% de tir anual) y la valorización del 20% en cotización que asignaste al PARA.
Habría que chequear rigurosamente precisamente porque lo que decís tiene mucha lógica a priori.
De todos modos les recuerdo que la volatilidad porcentual de los últimos 40 días da un 9% para el AM11 y un 32% en el PARA.
Uno que quiera asegurarse una tasa en aquél porcentaje de cartera que tiene en dólares y no quiere asignarla a timba o grandes riesgos, quizás se quede con el AM11 porque no podría tener una volatilidad tan stresante como la del PARA.
No se, digo nomás.
Falta comprobar lo que dije en mi post anterior.
Yo me refiero al evento pago del AM11 (+ o -10% de tir anual) y la valorización del 20% en cotización que asignaste al PARA.
Habría que chequear rigurosamente precisamente porque lo que decís tiene mucha lógica a priori.
De todos modos les recuerdo que la volatilidad porcentual de los últimos 40 días da un 9% para el AM11 y un 32% en el PARA.
Uno que quiera asegurarse una tasa en aquél porcentaje de cartera que tiene en dólares y no quiere asignarla a timba o grandes riesgos, quizás se quede con el AM11 porque no podría tener una volatilidad tan stresante como la del PARA.
No se, digo nomás.
Falta comprobar lo que dije en mi post anterior.
-
- Mensajes: 10565
- Registrado: Lun Feb 16, 2009 4:49 pm
Re: Títulos Públicos
Asi que yo tiro numeos al azar ???
Aca hablan del acero en China y de la relacion entre el Euro y el Oso Yogui ... y yo tiro numeros al azar..
Hasta que no se lean los cuatro capitulos que voy a bajar y que los que sabemos tenemos claro no pueden postear de vuelta
SUPPLEMENT
(to Prospectus Dated December 27, 2004)
The Republic of Argentina
Offers to Owners of
EACH SERIES OF BONDS LISTED IN ANNEX A TO THIS PROSPECTUS SUPPLEMENT
(collectively, the “Eligible Securities”)
to exchange Eligible Securities for its
PAR BONDS DUE DECEMBER 2038 (“PARS”),
DISCOUNT BONDS DUE DECEMBER 2033 (“DISCOUNTS ”),
QUASI-PAR BONDS DUE DECEMBER 2045 (“QUASI-PARS”) AND
GDP-LINKED SECURITIES THAT EXPIRE IN DECEMBER 2035 (“GDP-LINKED SECURITIES ”)
collectively, the “New Securities,” on the terms and conditions described in this prospectus supplement.
The GDP-linked Securities will initially be attached to the Pars, Discounts and Quasi-pars.
The aggregate Eligible Amount (as defined below) of all Eligible Securities currently outstanding is U.S.$81.8 billion, comprising
U.S.$79.7 billion of principal and U.S.$2.1 billion of accrued but unpaid interest as of December 31, 2001, basedon exchange rates in
effect on December 31, 2003.
For a discussion of risk factors which you should consider in evaluating this Offer, see “Risk Factors” beginning on page S-29 of this
prospectus supplement and page 17 of the accompanying prospectus.
THE OFFER WILL EXPIRE AT 4:15 P.M. (NEW YORK CITY TIME) ON FEBRUARY 25, 2005, UNLESS
EXTENDED OR EARLIER TERMINATED BY ARGENTINA IN ITS SOLE DISCRETION (THE “EXPIRATION DATE” ).
ONLY LIMITED WITHDRAWAL RIGHTS WILL BE AVAILABLE AND ALL TENDERS WILL BE IRREVOCABLE
EXCEPT UNDER CERTAIN CIRCUMSTANCES AS DESCRIBED IN THIS PROSPECTUS SUPPLEMENT.
The New Securities, other than those governed by Argentine law, will contain provisions regarding acceleration and future modifications to
their terms that differ from those applicable to substantially all of Argentina’s outstanding public external indebtedness. These provisions, which are
commonly referred to as “collective action clauses,” are described in the sections entitled “Description of the Securities—Default and Acceleration of
Maturity” and “Description of the Securities—Modifications” in pages 206 and 207, respectively, of the accompanying prospectus. Under those
provisions, modifications affecting certain reserved matters, including modifications to payment and other important terms, may be made to a single
series of New Securities, other than those governed by Argentine law, with the consent of the holders of 75% of the aggregate principal amount
outstanding of that series, and to multiple series of New Securities with the consent of the holders of 85% of the aggregate principal amount
outstanding of all affected series and 66?% in aggregate principal amount outstanding of each affected series.
Application has been made to list each series of the Pars, Discounts and GDP -linked Securities on the Luxembourg Stock Exchange, and
application will be made to list each series of the New Securities on the Buenos Aires Stock Exchange and on the Mercado Abierto Electrónico.
Argentina intends to make an application to list each series of U.S. dollar- or euro-denominated Pars, Discounts and GDP-linked Securities on a
regulated market organized and managed by Borsa Italiana S.p.A., provided all requirements for such listing are met. See “Plan of Distribution.”
This prospectus supplement and the accompanying prospectus may only be used in the United States, Luxembourg and in the jurisdictions
in which Argentina and the international joint dealer managers are relying either on exemptions from approval by regulatory authorities or approval
of this prospectus supplement and accompanying prospectus on the basis of mutual recognition of the certificate of approval issued by the
Luxembourg Commission de Surveillance du Secteur Financier (which we refer to as the “CSSF”), together with such additional disclosure required
by the regulatory authority in that jurisdiction. Holders of Eligible Securities outside the United States and Luxembourg should carefully read the
sections entitled “Global Offering,” “Certain Legal Restrictions” and “Jurisdictional Restrictions” in this prospectus supplement to determine if they
may rely on this prospectus supplement or participate in the Offer.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these
securities or passed upon the accuracy or adequacy of this prospectus supplement or the prospectus to which it relates. Any
representation to the contrary is a criminal offense.
The international joint dealer managers for the Offer are:
Barclays Capital Merrill Lynch & Co. UBS Investment Bank
PROSPECTUS SUPPLEMENT
(to Prospectus Dated December 27, 2004)
The date of this prospectus supplement is January 10, 2005.
In this prospectus supplement, references to “we,” “our” and “us” are to Argentina.
This prospectus supplement, the accompanying prospectus and the related acceptance notices are
together referred to as the “Offer Materials.” Transactions contemplated by the Offer Materials are referred
to as the “Offer.”
A “series” of Eligible Securities refers to each issue of Eligible Securities listed in Annex A to this
prospectus supplement. A “series” of New Securities refers to each issue of New Securities, including GDPlinked
Securities initially attached to each series of Pars, Quasi-pars and Discounts, as described in this
prospectus supplement.
When we refer to the “Par Brady Bonds and Discount Brady Bonds” in this prospectus supplement,
we mean the following series of Eligible Securities:
· Discount USD L + 0.8125% (BR) due 2023,
· Discount USD L + 0.8125% (RG) due 2023,
· PAR Bonds USD 6% (BR) due 2023,
· PAR Bonds USD 6% (RG) due 2023,
· Discount DEM L+ 0.8125% Due 2023, and
· PAR Bonds DEM 5.87% Due 2023.
TABLE OF CONTENTS
Page
PROSPECTUS SUPPLEMENT
Introduction............................................................................................................................................................................i
Global Offe ring .....................................................................................................................................................................ii
Certain Legal Restrictions...................................................................................................................................................iii
Currency Exchange Rates ...................................................................................................................................................iii
Summary Time Schedule For The Offer..........................................................................................................................S-1
Summary ................................................................................................................................................................................S-3
Risk Factors ...........................................................................................................................................................................S-34
Recent Developments...........................................................................................................................................................S-35
Terms of the Offer ................................................................................................................................................................S-42
Description of the New Securities .....................................................................................................................................S-66
Clearance and Settlement....................................................................................................................................................S-81
Taxation..................................................................................................................................................................................S-85
Plan of Distribution..............................................................................................................................................................S-97
Jurisdictional Restrictions...................................................................................................................................................S-101
Forward-Looking Statements .............................................................................................................................................S-108
Validity of the New Securities............................................................................................................................................S-109
General Information.............................................................................................................................................................S-110
Annex A – Eligible Securities ............................................................................................................................................A-1
Annex B – Principal Payment Schedule for U.S. dollar-denominated Pars and Discounts......................................B-1
Annex C – Eligible Securities: Additional Information.................................................................................................C-1
Annex D-1 – The Chain of a Tender: Eligible Securities Held by a Direct Participant...........................................D-1
Annex D-2 – The Chain of a Tender: Eligible Securities Held through a Securities Intermediary .......................D-2
Annex E – Sample Calculations Related to Exchange Ratios .......................................................................................E-1
Annex F – Sample Calculations Related to Payment on GDP-linked Securities .......................................................F-1
Annex G – Form of Paper Acceptance Notice..................................................................................................................G-1
Prospectus
About This Prospectus.........................................................................................................................................................2
Certain Defined Terms and Conventions..........................................................................................................................2
Forward-Looking Statements .............................................................................................................................................7
Data Dissemination ..............................................................................................................................................................7
Use of Proceeds.....................................................................................................................................................................7
Selected Economic Information.........................................................................................................................................8
Summary ................................................................................................................................................................................9
Risk Factors ...........................................................................................................................................................................17
The Republic of Argentina..................................................................................................................................................27
The Argentine Economy ......................................................................................................................................................32
Foreign Trade and Balance of Payments ...........................................................................................................................68
Monetary System..................................................................................................................................................................94
Public Sector Finances.........................................................................................................................................................124
Public Sector Debt ................................................................................................................................................................157
Description of the Securities ...............................................................................................................................................197
Taxation..................................................................................................................................................................................213
Plan of Distribution..............................................................................................................................................................215
Official Statements ...............................................................................................................................................................217
Validity of the Securities .....................................................................................................................................................217
Authorized Representative..................................................................................................................................................217
Further Information..............................................................................................................................................................217
Where You Can Find More Information ...........................................................................................................................217
-i-
INTRODUCTION
When you make your investment decision, you should rely only on the information contained in this
prospectus supplement and the accompanying prospectus. The Republic of Argentina (“Argentina”) has not
authorized anyone to provide you with information that is different. This document may only be used where
it is legal to offer and sell these securities. The information in this prospectus supplement and the
accompanying prospectus may only be accurate as of the date of this prospectus supplement or the
accompanying prospectus, as applicable.
Argentina is furnishing this prospectus supplement and the accompanying prospectus to you solely for use
in the context of the Offer and for Luxembourg listing purposes. After having made all reasonable queries,
Argentina confirms that:
· the information contained in this prospectus supplement and the accompanying prospectus is true and
correct in all material respects and is not misleading as of the date of this prospectus supplement or the
accompanying prospectus, as applicable;
· it holds the opinions and intentions expressed in this prospectus supplement and the accompanying
prospectus;
· to the best of its knowledge and belief, it has not omitted other facts, the omission of which makes this
prospectus supplement or the accompanying prospectus as a whole misleading as of the date of this
prospectus supplement or the accompanying prospectus, as applicable; and
· it accepts responsibility for the information it has provided in this prospectus supplement and the
accompanying prospectus.
Argentina is a foreign sovereign state. Consequently, it may be difficult for you to obtain or realize upon
judgments of courts in the United States and other jurisdictions against Argentina.
The New Securities that Argentina issues to tendering holders of Eligible Securities in the United States are
being offered under Argentina’s registration statement (file no. 333-117111) initially filed with the United States
Securities and Exchange Commission (the “SEC”) under Schedule B of the Securities Act of 1933, as amended (the
“Act”), on July 2, 2004, and declared effective by the SEC on September 29, 2004. On December 23, 2004,
Argentina filed with the SEC Post-Effective Amendment No. 1 to its registration statement, which was declared
effective by the SEC on December 27, 2004.
The accompanying prospectus provides you with a general description of the securities that Argentina may
offer under its registration statement, and this prospectus supplement contains specific information about the terms
of the Offer and the New Securities. This prospectus supplement also adds, updates or changes information
provided in the accompanying prospectus. Consequently, before you participate in the Offer, you should read this
prospectus supplement and the accompanying prospectus, together with any additional information described under
“General Information—Where You Can Find More Information” in this prospectus supplement.
None of Argentina, any international joint dealer manager, the information agent, the exchange agent or the
Luxembourg exchange agent has expressed any opinion as to whether the terms of the Offer are fair. In addition,
none of the clearing systems through which you may tender your Eligible Securities has expressed any opinion as to
whether the terms of the Offer are fair. None of Argentina, any international joint dealer manager, the information
agent, the exchange agent or the Luxembourg exchange agent makes any recommendation that you tender your
Eligible Securities for exchange or refrain from doing so pursuant to the Offer, and no one has been authorized by
Argentina, any international joint dealer manager, the information agent, the exchange agent or the Luxembourg
exchange agent to make any such recommendation. You must make your own decision as to whether to tender
Eligible Securities in exchange for New Securities or refrain from doing so, and, if you do tender Eligible Securities,
the principal amount of Eligible Securities to tender.
-ii-
All references in this document to the website relating to the Offer (which we refer to as the “Offer
Website”), are to the website created and maintained by the information agent, which can be accessed through the
Internet address http://www.georgesonshareholder.com/argentina. These references are inserted as inactive textual
references to this “uniform resource locator” or “URL” and are for your informational reference only. Access to the
Offer Website by holders in certain non-U.S. jurisdictions will be subject to certain restrictions in compliance with
exemptions from regulatory approval being relied on by Argentina in such jurisdictions. See “Jurisdictional
Restrictions” below. Information on the Offer Website is not incorporated by reference in this document. Argentina
does not assume responsibility for the information that appears on the Offer Website, other than the Offer Materials
and other information that Argentina has authorized for display on the Offer Website under the information agent
agreement.
GLOBAL OFFERING
The Offer is being extended to holders of Eligible Securities in the United States, Luxembourg and
Denmark on the basis of this prospectus supplement and the accompanying prospectus. The Offer is also being
extended on the basis of this prospectus supplement and the accompanying prospectus in certain jurisdictions where
Argentina and the international joint dealer managers are relying on exemptions from regulatory approval by the
relevant authorities. For further information concerning the exemptions in these jurisdictions, see “Jurisdictional
Restrictions.”
The Offer is also being extended to holders of Eligible Securities in Argentina, Germany and Italy on the
basis of separate prospectuses approved by the relevant regulatory authorities in these jurisdictions, and in the
Netherlands and Spain on the basis of prospe ctuses consisting of this prospectus supplement and the accompanying
prospectus, together with such additional disclosure required by the regulatory authorities in the Netherlands and
Spain, as the case may be. Holders in Argentina, Germany, Italy, the Netherlands and Spain should review, and
make their decision to participate in the Offer, solely on the basis of the prospectus approved by the relevant
regulatory authority in that jurisdiction, copies of which may be obtained on the Offer Website. The Offer in
Argentina is being managed by the Argentine joint dealer managers. For further information concerning the Offer
and the prospectuses in these jurisdictions, see “Jurisdictional Restrictions.”
The Offer is only being extended where offers and solicitations are permitted by law, and only in
accordance with the applicable laws, rules and regulations of the relevant jurisdiction.
The Offer being extended under this prospectus supplement and the accompanying prospectus and the
offers being extended on the basis of separate prospectuses approved in the jurisdictions named above constitute one
and the same Offer, subject to the same terms and conditions (as set forth in this prospectus supplement), except as
required by applicable law or as otherwise noted in this prospectus supplement.
Offer in Japan
Subject to regulatory approval, Argentina intends to offer to holders of Eligible Securities in Japan,
concurrently with the Offer or as soon as practicable thereafter, securities with terms that are substantially similar to
those of the Pars, Discounts and GDP-linked Securities, as well as additional securities that are denominated in yen
and governed by Japanese law. The offer in Japan would be extended on terms that are substantially similar to the
terms of this Offer. The details of the offer in Japan will be set forth in a separate prospectus approved by the
relevant regulatory authorities in Japan. We refer to the offer in Japan as the “offer in Japan.”
All calculations for purposes of determining the maximum aggregate principal amount of Pars that
Argentina will issue, and whether the maximum aggregate principal amounts of Pars and Quasi-pars have been
reached (as described under “Terms of the Offer—Limitation on Issuance and Allocation of New Securities—Limits
on and Allocation of Pars” and “Terms of the Offer—Limitation on Issuance and Allocation of New Securities—
Limits on and Allocation of Quasi-pars”), will include Pars and Quasi-pars issued pursuant to the offer in Japan.
However, no amount of Pars or Quasi-pars will be specifically reserved for purposes of the offer in Japan.
Accordingly, should the offer in Japan not occur concurrently with the Offer, Pars or Quasi-pars might not be
available for holders participating in such offer, depending on the demand for Pars or Quasi-pars pursuant to this
Offer.
-iii-
Similarly, the allocation of Pars and Quasi-pars in accordance with the procedures described under “Terms
of the Offer—Limitation on Issuance and Allocation of New Securities—Limits on and Allocation of Pars” and
“Terms of the Offer—Limitation on Issuance and Allocation of New Securities—Limits on and Allocation of Quasipars”
will encompass all tenders of Pars and Quasi-pars submitted in the Offer and the offer in Japan. If the offer in
Japan does not occur concurrently with the Offer, holders participating in the offer in Japan may not realize any of
the allocation benefits accorded to holders that tender their Eligible Securities early.
The Offer Materials have not been filed with or approved by the Kanto Local Finance Bureau.
Accordingly, holders of Eligible Securities who are Japanese residents or persons located in Japan should not rely on
the Offer Materials as a source of information or for instructions on how to tender Eligible Securities. See
“Jurisdictional Restrictions.”
CERTAIN LEGAL RESTRICTIONS
The distribution of the Offer Materials and the transactions contemplated by the Offer Materials are
restricted by law in certain jurisdictions. If the Offer Materials come into your possession, you are required by
Argentina to inform yourself of and to observe all of these restrictions. The Offer Materials do not constitute, and
may not be used in connection with, an offer or solicitation in any jurisdiction where offers or solicitations are not
permitted by law. Holders of Eligible Securities outside the United States and Luxembourg should carefully review
the restrictions and limitations applicable in certain jurisdictions and the manner in which the Offer Materials will be
made available in such jurisdictions, as set forth in the “Jurisdictional Restrictions” section.
If a jurisdiction requires that the Offer be made by a licensed broker or dealer and any international joint
dealer manager or any affiliate of any international joint dealer manager is a licensed broker or dealer in that
jurisdiction, the Offer shall be deemed to be made by such international joint dealer manager or such affiliate on
behalf of Argentina in that jurisdiction.
Until forty days after the Announcement Date (as defined in “Summary Time Schedule for the
Offer”), all dealers effecting transactions in the New Securities in the United States, whether or not
participating in this distribution, may be required to deliver a copy of this prospectus supplement and the
accompa nying prospectus.
CURRENCY EXCHANGE RATES
Several calculations in this prospectus supplement are performed using currency exchange rates in effect on
December 31, 2003. Those exchange rates per U.S. dollar are set forth below:
Currency
Rate per U.S. dollar
on December 31, 2003
Argentine pesos................................................................................................................ 2.9175
Swiss francs ...................................................................................................................... 1.2409
Euro ................................................................................................................................... 0.7945
Pound sterling................................................................................................................... 0.5599
Japanese yen..................................................................................................................... 107.3900
Source: Reuters Group PLC
-iv-
For purposes of the Offer, all calculations made with respect to Eligible Securities denominated in a
predecessor currency to the euro will be performed in euro. Accordingly, if you hold any such Eligible Securities,
you should convert all amounts relating to such securities into euro at the conversion rate applicable to such
predecessor currency as set forth in the table below:
Predecessor Currency Rate per euro
Deutsche mark.................................................................................................................. 1.9558
Italian lira .......................................................................................................................... 1936.2700
Austrian schilling............................................................................................................. 13.7603
Spanish peseta .................................................................................................................. 166.3860
Source: European Central Bank
S-1
SUMMARY TIME SCHEDUL E FOR THE OFFER
The following summarizes the anticipated time schedule for the Offer assuming, among other things, that
the Expiration Date is not extended and that the Offer is not earlier terminated. This summary is qualified in its
entirety by, and should be read in conjunction with, the more detailed information appearing elsewhere in this
prospectus supplement.
January 14, 2005......................................................C...o..m....m. encement
Offer commences. Announcement of the terms of the Offer. We
refer to this date as the “Launch Date.”
January 14, 2005, through
February 25, 2005 ....................................................S...u..b..m....ission Period (unless extended or earlier terminated)
The Offer is open during this period, unless Argentina extends it or
terminates it earlier in its sole discretion. We refer to this time
period as the “Submission Period.” Tendering holders of Eligible
Securities may submit tenders by delivering, or giving instructions
for delivery of, acceptance notices as described in this prospectus
supplement. Once acceptance notices are submitted, tenders will be
irrevocable, except under certain limited circumstances as described
in this prospectus supplement. See “Risk Factors ¾ Risk Factors
Relating to the Offer ¾ Risks of Participating in the Offer”, “Terms
of the Offer ¾ Irrevocability; Limited Withdrawal Rights” and
“Terms of the Offer ¾ Tender Procedures”.
Argentina has divided the Submission Period into two periods for
purposes of allocation of Pars: an early tender period, comprising the
first three weeks of the Submission Period (unless extended), and a
late tender period, comprising the remainder of the Submission
Period. To benefit from an early-tender allocation of Pars, your duly
completed electronic acceptance notice must be received by the
principal clearing system (as defined below) through which you
tender your Eligible Securit ies by no later than 4:15 P.M. (New York
City time) on February 4, 2005 (unless the early-tender period is
extended). We refer to this date and time as the “Early-tender
Deadline.”
Quasi-pars will be allocated on a daily first-come first-served basis.
If you wish to receive Quasi-pars, your duly completed electronic
acceptance notice must be received by the principal clearing system
(as defined below) through which you tender your Eligible Securities
as soon as practicable after the Launch Date.
4:15 P.M. (New York City time),
February 4, 2005......................................................E...a..r..l.y..-tender Deadline (unless extended )
The early-tender period ends, unless Argentina extends it. You will
not be eligible to receive an early-tender allocation of Pars unless
your duly completed electronic acceptance notice is received by this
date and time.
S-2
4:15 P.M. (New York City time),
February 25, 2005 ....................................................E...x..p...i.r..ation (unless Submission Period is extended or earlier
terminated)
The Submission Period ends and the Offer expires, unless Argentina
extends it or terminates it earlier in its sole discretion. After this
date, you may no longer submit tenders. We refer to this date as the
“Expiration Date.”
At or around 5:00 P.M. (New York City
time), March 18, 2005, or as soon as
practicable thereafter ...............................................A...n...n..o..u. ncement (unless postponed or Submission Period is extended
or earlier terminated)
Unless it has terminated the Offer earlier, Argentina determines in its
sole discretion whether to accept tenders and announces the results
of the Offer, including the aggregate principal amount of each series
of New Securities to be issued. We refer to this date as the
“Announcement Date.” The Announcement Date may be postponed
by Argentina for any reason, including if the Submission Period is
extended.
Argentina expects that trading in New Securities on a when-and-if
issued basis will commence following the announcement of the
results of the Offer. However, there can be no assurances that this
will occur.
April 1, 2005, or as soon as practicable
thereafter....................................................................S...e..t.t.l.e..m. ent (unless postponed or Submission Period is extended or
earlier terminated)
Title to your tendered and accepted Eligible Securities is transferred
to Argentina and you receive in exchange any New Securities and
cash payments to which you are entitled. If necessary to facilitate
the settlement of the Offer, the settlement of the Offer may take up
to seven business days. We refer to this date, or these dates, if
multiple business days are necessary, as the “Settlement Date.” The
length of the Settlement Date will have no effect on the New
Securities that you may receive in the Offer.
A “business day” for this purpose and as used elsewhere in this
prospectus supplement (unless noted otherwise) is any day that is not
a Saturday or Sunday, and that is not a day on which banking or trust
institutions are authorized generally or obligated by law, regulation
or executive order to close in New York City, and that is also a day
on which the Trans-European Automated Real-Time Gross
Settlement Express Transfer (TARGET) System, or any successor
system, is open for business.
S-3
SUMMARY
This summary highlights information contained elsewhere in this prospectus supplement. It is not
complete and may not contain all the information that you should consider before tendering Elig ible Securities
in exchange for New Securities. You should read the entire prospectus supplement, including the “Risk
Factors” section, and the accompanying prospectus carefully.
Terms of the Offer
General .................................................. Argentina is offering holders of Eligible Securities the opportunity to
tender their Eligible Securities in exchange for newly issued New
Securities on the terms and subject to the conditions set forth in this
prospectus supplement and the related acceptance notices.
Purpose of the Offer .......................... To restructure outstanding debt obligations of Argentina that are
currently in default.
Acceptance............................................ Argentina has not conditioned its acceptance of tenders or the
consummation of the Offer on any minimum level of participation by
holders of Eligible Securities. Arg entina reserves the right not to accept
tenders in its sole discretion.
If Argentina elects to accept any tenders, it will announce the results of
the Offer, including the aggregate amount of each series of New
Securities to be issued, at or around 5:00 P.M. (New York City time), on
the Announcement Date.
Termination, Amendments .............. At any time before Argentina announces the acceptance of any tenders on
the Announcement Date, Argentina may, in its sole discretion and to the
extent permitted by the applicable laws, rules and regulations in each
jurisdiction where Argentina is making the Offer:
· terminate the Offer (including with respect to tenders submitted prior
to the time of the termination),
· extend the Offer past the originally scheduled Expiration Date,
· withdraw the Offer from any one or more jurisdictions, or
· amend the Offer, including amendments in any one or more
jurisdictions.
Consideration to be Received
Other than by Holders of Par
Brady Bonds and Discount
Brady Bonds ..................................... Subject to the terms and conditions of the Offer described in this
prospectus supplement, you may elect to receive Pars, Discounts or
Quasi-pars in exchange for any Eligible Securities (other than Par Brady
Bonds and Discount Brady Bonds) you tender that are accepted by
Argentina.
For purposes of the Offer, your Eligible Securities will be assigned an
“Eligible Amount” equal to (i) their outstanding principal amount as of
December 31, 2001, plus (ii) any accrued but unpaid interest up to but
S-4
excluding December 31, 2001.
The original principal amount of any Pars, Discounts and Quasi-pars you
receive pursuant to the Offer will be equal to the Eligible Amount of
Eligible Securities (other than Par Brady Bonds and Discount Brady
Bonds) you tender, multiplied by the following exchange ratios
(applicable to Eligible Securities exchanged for New Securities in the
same currency):
New Security
Exchange Ratio
(per unit of Eligible Amount in the same
currency)
Pars................................ 1.000
Discounts...................... 0.337
Quasi-pars .................... 0.699
The exchange ratios for Eligible Securities exchanged for New Securities
in different currencies are adjusted based on exchange rates in effect on
December 31, 2003. For a complete list of exchange ratios, see “Terms
of the Offer—Consideration to be Received Other than by Holders of Par
Brady Bonds and Discount Brady Bonds.”
In addition to any Pars, Discounts or Quasi-pars that you elect to receive,
you will receive GDP-linked Securities in a notional amount equal to the
Eligible Amount of the Eligible Securities you tender that are accepted by
Argentina.
You will not receive payment of any accrued and unpaid interest on your
tendered Eligible Securities (other than Par Brady Bonds and Discount
Brady Bonds) for the period subsequent to December 31, 2001.
As used above and elsewhere in this prospectus supplement, the “original
principal amount” of any New Securities refers to the principal amount of
those New Securities as of December 31, 2003.
Consideration to be Received
Pursuant to Tenders of Par
Brady Bonds and Discount
Brady Bonds ..................................... For purposes of the Offer, your Par Brady Bonds and Discount Brady
Bonds will be assigned a “Brady Residual Amount” equal to (i) their
outstanding principal amount at December 31, 2001, minus (ii) their Cash
Value (as defined below) and minus (iii) interest accrued after
December 31, 2001, on which holders of these bonds have received
payment, or are entitled to receive payment, by exercising their rights
against the collateral securing such interest payments.
Subject to the terms and conditions of the Offer described in this
prospectus supplement, you will receive in exchange for your tendered
and accepted Par Brady Bonds and Discount Brady Bonds:
· the cash proceeds corresponding to your tendered Par Brady Bonds
and Discount Brady Bonds res ulting from the release of the Brady
S-5
Collateral (as defined in this prospectus supplement) and redemption
by the U.S. Treasury or Kreditanstalt für Wiederaufbau (“KfW”), as
the case may be, of the securities constituting that collateral (we refer
to these proceeds as the “Cash Value”); and
· Discounts in an original principal amount equal to 33.7% of the
Brady Residual Amount corresponding to your tendered Par Brady
Bonds and Discount Brady Bonds, plus GDP-linked Securities in a
notional amount equal to the c orresponding Brady Residual Amount.
The exchange ratio set forth above assumes an exchange of Par
Brady Bonds or Discount Brady Bonds for Discounts denominated in
the same currency. This exchange ratio has been adjusted for
purposes of exchanging Par Brady Bonds and Discount Brady Bonds
for Discounts denominated in a different currency, based on
exchange rates in effect on December 31, 2003. See “Terms of the
Offer—Consideration to be Received Pursuant to Tenders of Par
Brady Bonds and Discount Brady Bonds.”
Interest on New Securities Other
Than GDP-linked Securities ........ Any New Securities you receive in exchange for your Eligible Securities,
other than GDP-linked Securities, will begin to accrue interest from and
including December 31, 2003.
Interest payment dates for Pars are March 31 and September 30 of each
year, and December 31, 2038. Interest accrued on Pars from and
including December 31, 2003, to but excluding March 31, 2005, will be
paid in cash on the Settlement Date.
Interest payment dates for Discounts are June 30 and December 31 of
each year. For Discounts, interest that would have been payable in cash
on June 30, 2004, and December 31, 2004, will be paid in cash on the
Settlement Date. The portion of interest that would have been capitalized
on June 30, 2004, and December 31, 2004, will be capitalized as of such
dates. The principal amount of Discounts you receive upon settlement of
the Offer will equal the original principal amount to which you are
entitled (as provided above under “—Consideration to be Received Other
than by Holders of Par Brady Bonds and Discount Brady Bonds,” and
“Consideration to be Received Pursuant to Tenders of Par Brady Bonds
and Discount Brady Bonds”) plus such capitalized interest.
Interest payment dates for Qu asi-pars are June 30 and December 31 of
each year. Interest accrued on Quasi-pars that would have been
capitalized on June 30, 2004, and December 31, 2004, will be capitalized
as of such dates. The principal amount of Quasi-pars you receive upon
settlement of the Offer will equal the original principal amount as of to
which you are entitled (as provided above under “—Consideration to be
Received Other than by Holders of Par Brady Bonds and Discount Brady
Bonds) plus such capitalized interest.
Argentina’s annual budget for 2005 includes allocations for interest
accrued on the New Securities and payable in cash on the Settlement
Date.
Limitation on Issuance
of Pars ................................................ Argentina may issue Pars only up to a maximum aggregate principal
S-6
amount of:
· U.S.$10.0 billion or the equivalent in other currencies, if the
aggregate Eligible Amount of Eligible Securities tendered and
accepted pursuant to the Offer and, if concurrent with the Offer, the
offer in Japan, is less than or equal to 70% (U.S.$57.3 billion
equivalent) of the aggregate Eligible Amount of all outstanding
Eligible Securities, or
· U.S.$15.0 billion or the equivalent in other currencies, if the
aggregate Eligible Amount of Eligible Securities tendered and
accepted pursuant to the Offer and, if concurrent with the Offer, the
offer in Japan, is greater than 70% (U.S.$57.3 billion equivalent) of
the aggregate Eligible Amount of all outstanding Eligible Securities.
Allocation of Pars ............................... Argentina has divided the Submission Period into two periods for
purposes of allocation of Pars: an early-tender period, comprising the
first three weeks of the Submission Period and expiring at the Earlytender
Deadline (unless extended), and a late-tender period, commencing
immediately after the Early-tender Deadline and ending on the Expiration
Date.
For purposes of implementing the allocation process, if you tender an
Eligible Security in an outstanding principal amount in excess of
U.S.$50,000, £30,000, ¥5,000,000, Ps.150,000, €40,000 or Sfr.60,000,
as the case may be (each, a “U.S.$50,000 equivalent”), the principal
amount of your tendered Eligible Security will be split into the following
two components: one will comprise the outstanding principal amount of
your tendered Eligible Security up to and including U.S.$50,000
equivalent, and the other component will comprise the outstanding
principal amount of your tendered Eligible Security in excess of
U.S.$50,000 equivalent.
Argentina will allocate the maximum aggregate principal amount of Pars
among tendering holders that elect to receive Pars in the following order
of priority:
· First, among early tenders up to and including U.S.$50,000
equivalent. Holders who tender an Eligible Security during the early
tender period (whom we refer to as “early-tender holders”) will be
entitled to receive Pars in exchange for the outstanding principal
amount of their tendered Eligible Security up to and including
U.S.$50,000 equivalent. If such allocation exceeds the maximum
aggregate principal amount of Pars, Argentina will allocate this
maximum amount among early -tender holders on a pro rata basis (as
described under “Terms of the Offer—Limitation on Issuance and
Allocation of New Securities—Pro Rata Allocation”).
· Second, among late tenders up to and including U.S.$50,000
equivalent. If, after the first allocation, Argentina has not allocated
in full the maximum aggregate principal amount of Pars, holders
who tender an Eligible Security during the late-tender period (who
we refer to as “late-tender holders”) will be entitled to receive Pars in
exchange for the outstanding principal amount of their tendered
Eligible Security up to and including U.S.$50,000 equivalent. If
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such allocation exceeds the remainder of Pars available after the first
allocation, Argentina will allocate this remainder among late-tender
holders on a pro rata basis (as described under “Terms of the Offer—
Limitation on Issuance and Allocation of New Securities—Pro Rata
Allocation”).
· Third, among early tenders in excess of U.S.$50,000 equivalent. If,
after the first and second allocation, Argentina has not allocated in
full the maximum aggregate principal amount of Pars, early-tender
holders will be entitled to receive Pars in exchange for the
outstanding principal amount of their tendered Eligible Security in
excess of U.S.$50,000 equivalent. If such allocation exceeds the
remainder of Pars available after the first and second allocations,
Argentina will allocate this remainder among early-tender holders on
a pro rata basis (as described under “Terms of the Offer—Limitation
on Issuance and Allocation of New Securities—Pro Rata
Allocation”).
· Fourth, among late tenders in excess of U.S.$50,000 equivalent. If,
after the first, second and third allocations, Argentina has not
allocated in full the maximum aggregate principal amount of Pars,
late-tender holders will be entitled to receive Pars in exchange for the
outstanding principal amount of their tendered Eligible Security in
excess of U.S.$50,000 equivalent. If such allocation exceeds the
remainder of Pars available after the first, second and third
allocations, Argentina will allocate this remainder among late-tender
holders on a pro rata basis (as described under “Terms of the Offer—
Limitation on Issuance and Allocation of New Securities—Pro Rata
Allocation”).
As described above, for purposes of the allocation of Pars the applicable
U.S.$50,000 equivalent threshold is measured in relation to the
outstanding principal amount of the Eligible Security you tender.
However, in order to determine the principal amount of New Securities
you are entitled to receive pursuant to the Offer, this principal amount
corresponds to an Eligible Amount calculated as provided under “Terms of
the Offer—Eligible Amount.”
The allocation of Pars among tendering holders will encompass all tenders
for Pars submitted in the Offer and, if concurrent with the Offer, the offer
in Japan. All determinations made by Argentina in the allocation of Pars
as provided above will be binding and final.
Limitation on Issuance of Quasi-
Pars ..................................................... Argentina will issue Quasi-pars only up to a maximum original aggregate
principal amount of Ps.24.3 billion.
Allocation of Quasi-Pars................... Quasi-pars will be allocated among tendering holders on a daily firstcome
first-served basis. Accordingly, all holders who tender on the same
day will be accorded equal priority, but will have precedence in the
allocation of Quasi-pars over any holders that tender on subsequent days.
If, on any given day, the demand for Quasi-pars exceeds the principal
amount of Quasi-pars then available for exchange (after deducting the
principal amount of Quasi-pars allocated in prior days from the maximum
aggregate principal amount of Quasi-pars), the available Quasi-pars will
S-8
be allocated on a pro rata basis among all holders who tender their
Eligible Securities on that day. For purposes of the allocation of Quasipars,
the daily cutoff time will be 4:15 P.M. (New York City time).
The allocation of Quasi-pars among tendering holders will encompass all
tenders for Quasi-pars submitted in the Offer and, if concurrent with the
Offer, the offer in Japan. All determinations made by Argentina in the
allocation of Quasi-pars as provided above will be binding and final.
No Limitation on Issuance
of Discounts ...................................... There is no limit on the allocation of Discounts within the Offer. If you
elect to receive any Pars or Quasi-pars and the amount you would receive
would (in the absence of any limitation on the issuance of Pars or Quasipars)
exceed the maximum amount of Pars and Quasi-pars that you are
permitted to receive in the Offer (as provided above), the Eligible
Securities that cannot be exchanged for Pars or Quasi-pars as a result of
that limitation will instead be exchanged for Discounts denominated in
the same currency you selected for the Pars or Quasi-pars.
Currency Denomination of the
New Securities.................................. The currency of the Eligible Securities you tender determines the
currency you may select for any Pars or Discounts you elect to receive, as
follows:
· Eligible Securities denominated in U.S. dollars or euro (or any
Eligible Securities originally denominated in a predecessor currency
to the euro, which currencies for this purpose are deemed to have
been originally denominated in euro). You may elect to receive Pars
or Discounts in the same currency as your tendered Eligible
Securities or in pesos.
· Eligible Securities denominated in pounds sterling or Swiss francs.
You may elect to receive Pars or Discounts denominated in euro or
pesos.
· Eligible Securities denominated in yen. You may elect to receive
Pars or Discounts in euro or pesos, except that if your yendenominated
Eligible Securities are governed by Japanese law you
may only receive Pars or Discounts denominated in pesos.
· Eligible Securities denominated in pesos. You may elect to receive
Pars or Discounts in pesos.
If you fail to or incorrectly designate your currency selection, you will
receive Pars or Discounts denominated in the same currency as your
tendered Eligible Securities except that: if your tendered Eligible
Securities were originally denominated in pounds sterling, Swiss francs,
Japanese yen (except for Eligible Securities governed by Japanese law) or
any predecessor currency to the euro, you will be deemed to have elected
to receive your Pars or Discounts in euro; or if your Eligible Securities
were originally denominated in Japanese yen and governed by Japanese
law, you will be deemed to have elected to receive your Pars or Discounts
in pesos.
While holders of yen-denominated Eligible Securities governed by
S-9
Japanese law will not be able to receive yen-denominated securities
governed by Japanese law pursuant to the Offer, they will be able to do
so pursuant to the offer in Japan, if conducted by Argentina. Argentina,
however, will only launch an offer in Japan after having received all
necessary regulatory approvals from Japanese authorities. (See "Global
Offering? Offer in Japan").
The Quasi-pars will be denominated in pesos only.
The GDP-linked Securities will be denominated in the same currency as
the currency of the Pars, Discounts or Quasi-pars to which they are
initially attached.
Solely for purposes of the Offer, Argentina will treat Eligible Securities
originally denominated in a currency other than pesos and governed by
Argentine law as if they were denominated in the currency in which they
were originally issued.
Governing Law of the New
Securities ........................................... If the Eligible Securities you tender are not governed by Argentine law,
the governing law of any Pars or Discounts you receive will be as
follows:
· Pars or Discounts denominated in U.S. dollars will be governed by
New York law,
· Pars or Discounts denominated in euro will be governed by English
law,
· Pars or Discounts denominated in pesos will be governed by
Argentine law.
If the Eligible Securities you tender are governed by Argentine law, you
may elect to receive Pars or Discounts governed only by Argentine law
(whether or not they are denominated in pesos).
The Quasi-pars will only be governed by Argentine law.
The GDP-linked Securities will be governed by the law that governs the
New Securities to which they are initially attached.
Minimum Tender
Amount.............................................. You must tender your Eligible Securities in the minimum denomination
and the integral multiples in excess of such minimum denomination that
are set forth in the terms of such Eligible Securities.
You will not, however, be permitted to exchange Eligible Securities for
Quasi-pars unless the outstanding principal amount of the Eligible
Securities you tender for Quasi-pars is at least U.S.$350,000, £200,000,
¥37,600,000, Ps.1,025,000, €280,000 or Sfr.435,000, as the case may be.
Limited Withdrawal Rights............. Tenders will be irrevocable and may not be withdrawn unless Argentina:
· extends the Submission Period of the Offer for more than 30
calendar days;
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· amends any of the financial terms of the New Securities (such as the
maturity, principal amount or interest rate) or any of the following
terms of the Offer: exchange ratios, method or extent of limitation
on issuance of New Securities, method of allocation of New
Securities, including timing of expiration of the early tender period
for allocation of Pars (except if Argentina extends the early-tender
period due to a postponement in the launch of the Offer in any
jurisdiction or in the launch of the offer in Japan, if applicable, in
either case resulting from a delay in procuring any necessary
regulatory approvals) or calculation of the Eligible Amount; or
· files or otherwise makes public an amendment, modification or
supplement to this prospectus supplement (or to a comparable
offering document used in any jurisdiction where the Offer is being
made) that contains a change in the information contained in this
prospectus supplement (or comparable offering document used in
any jurisdiction where the Offer is being made) that Argentina, in its
sole discretion, determines is material to the tendering holders of
Eligible Securities, except for any amendment, modification or
supplement made solely for the purpose of announcing the results of
the Offer (including the allocation of the New Securities or whether
the limits on the issuance of Pars or Quasi-pars have been reached).
In any of these cases, you will have the right to withdraw your tender for
a period of 15 calendar days from the date Argentina first publicly
announces the granting of withdrawal rights. See “Risk Factors ¾ Risk
Factors Relating to the Offer ¾ Risks of Participating in the Offer.”
Tender Procedures ............................. To participate in the Offer, you must submit, or arrange to have submitted
on your behalf, to a principal clearing system (as defined below), by
4:15P.M. (New York City time) on the Expiration Date, a duly
completed electronic acceptance notice. Your electronic acceptance
notice must:
· clearly state the type (Pars, Discounts or Quasi-pars) and currency of
New Securities you wish to receive in exchange for the Eligible
Securities you tender (except in the case of Par Brady Bonds and
Discount Brady Bonds, in which case you will be deemed to have
elected to receive Discounts). If you fail to or incorrectly designate
the type and currency of the New Securities you wish to receive, you
will be deemed to have elected to receive Discounts in the same
currency as your tendered Eligible Securities, except as provided
above under “Currency Denomination of the New Securities,” and
· clearly designate an account, as applicable, at the Depository Trust
Company, which we refer to as “DTC,” Euroclear Bank S.A./N.V.,
as operator of the Euroclear System, which we refer to as
“Euroclear,” Clearstream Banking société anonyme, which we refer
to as “Clearstream, Luxembourg,” or at Caja de Valores S.A., which
we refer to as “Caja de Valores,” where your New Securities and any
cash payment that you are entitled to receive can be credited upon
settlement of the Offer.
Eligible Securities tendered in the Offer will be “blocked” for transfers to
S-11
third parties pending settlement of the Offer.
How to Participate if You Hold
Eligible Securities:
The procedures you must follow to effectively tender Eligible Securities
depend upon the manner in which you hold your Eligible Securities.
In Book-Entry Form....................... Beneficial ownership of Eligible Securities held in electronic or bookentry
form generally represents an interest in a global security that is
registered in the name of a clearing system or such clearing system’s
nominee. These beneficial interests may be held directly if you have an
account with the relevant clearing system, or indirectly through
institutions, such as securities brokers and dealers, that have an account
with the relevant clearing system. We refer to institutions that have an
account with the relevant clearing system as “direct participants” in such
system. Only these direct participants may submit electronic acceptance
notices to the relevant clearing system. If you are not a direct participant,
you (or your broker, dealer, bank, trust company, trustee or other
custodian on your behalf) must arrange for the direct participant through
which you hold your Eligible Securities to submit an electronic
acceptance notice on your behalf to the relevant clearing system.
Argentina has made special arrangements with certain clearing systems
that will allow these clearing systems to submit electronic acceptance
notices on behalf of tendering holders directly to the exchange agent.
These clearing systems will be able to perform this function even with
respect to the Eligible Securities that are not registered in their name (or
the name of their depositary nominee). We refer to these clearing
systems as the “principal clearing systems.” These include: DTC, Caja
de Valores, Clearstream AG, Clearstream, Luxembourg, Euroclear,
Monte Titoli S.p.A. and SIS AG. Fo r more information, you may contact
the information agent.
For your tender of Eligible Securities to be effective, a direct
participant in a principal clearing system through which you tender
your Eligible Securities must submit an electronic acceptance notice on
your behalf to such principal clearing system prior to 4:15 P.M. (New
York City time) on the Expiration Date. The principal clearing systems
will not submit to the exchange agent any electronic acceptance notice
they receive after this time.
For your tender of Eligible Securities to be effective, the principal
clearing system through which you tender your Eligible Securities must
deliver your duly completed electronic acceptance notice to the
exchange agent no later than three
Aca hablan del acero en China y de la relacion entre el Euro y el Oso Yogui ... y yo tiro numeros al azar..
Hasta que no se lean los cuatro capitulos que voy a bajar y que los que sabemos tenemos claro no pueden postear de vuelta
SUPPLEMENT
(to Prospectus Dated December 27, 2004)
The Republic of Argentina
Offers to Owners of
EACH SERIES OF BONDS LISTED IN ANNEX A TO THIS PROSPECTUS SUPPLEMENT
(collectively, the “Eligible Securities”)
to exchange Eligible Securities for its
PAR BONDS DUE DECEMBER 2038 (“PARS”),
DISCOUNT BONDS DUE DECEMBER 2033 (“DISCOUNTS ”),
QUASI-PAR BONDS DUE DECEMBER 2045 (“QUASI-PARS”) AND
GDP-LINKED SECURITIES THAT EXPIRE IN DECEMBER 2035 (“GDP-LINKED SECURITIES ”)
collectively, the “New Securities,” on the terms and conditions described in this prospectus supplement.
The GDP-linked Securities will initially be attached to the Pars, Discounts and Quasi-pars.
The aggregate Eligible Amount (as defined below) of all Eligible Securities currently outstanding is U.S.$81.8 billion, comprising
U.S.$79.7 billion of principal and U.S.$2.1 billion of accrued but unpaid interest as of December 31, 2001, basedon exchange rates in
effect on December 31, 2003.
For a discussion of risk factors which you should consider in evaluating this Offer, see “Risk Factors” beginning on page S-29 of this
prospectus supplement and page 17 of the accompanying prospectus.
THE OFFER WILL EXPIRE AT 4:15 P.M. (NEW YORK CITY TIME) ON FEBRUARY 25, 2005, UNLESS
EXTENDED OR EARLIER TERMINATED BY ARGENTINA IN ITS SOLE DISCRETION (THE “EXPIRATION DATE” ).
ONLY LIMITED WITHDRAWAL RIGHTS WILL BE AVAILABLE AND ALL TENDERS WILL BE IRREVOCABLE
EXCEPT UNDER CERTAIN CIRCUMSTANCES AS DESCRIBED IN THIS PROSPECTUS SUPPLEMENT.
The New Securities, other than those governed by Argentine law, will contain provisions regarding acceleration and future modifications to
their terms that differ from those applicable to substantially all of Argentina’s outstanding public external indebtedness. These provisions, which are
commonly referred to as “collective action clauses,” are described in the sections entitled “Description of the Securities—Default and Acceleration of
Maturity” and “Description of the Securities—Modifications” in pages 206 and 207, respectively, of the accompanying prospectus. Under those
provisions, modifications affecting certain reserved matters, including modifications to payment and other important terms, may be made to a single
series of New Securities, other than those governed by Argentine law, with the consent of the holders of 75% of the aggregate principal amount
outstanding of that series, and to multiple series of New Securities with the consent of the holders of 85% of the aggregate principal amount
outstanding of all affected series and 66?% in aggregate principal amount outstanding of each affected series.
Application has been made to list each series of the Pars, Discounts and GDP -linked Securities on the Luxembourg Stock Exchange, and
application will be made to list each series of the New Securities on the Buenos Aires Stock Exchange and on the Mercado Abierto Electrónico.
Argentina intends to make an application to list each series of U.S. dollar- or euro-denominated Pars, Discounts and GDP-linked Securities on a
regulated market organized and managed by Borsa Italiana S.p.A., provided all requirements for such listing are met. See “Plan of Distribution.”
This prospectus supplement and the accompanying prospectus may only be used in the United States, Luxembourg and in the jurisdictions
in which Argentina and the international joint dealer managers are relying either on exemptions from approval by regulatory authorities or approval
of this prospectus supplement and accompanying prospectus on the basis of mutual recognition of the certificate of approval issued by the
Luxembourg Commission de Surveillance du Secteur Financier (which we refer to as the “CSSF”), together with such additional disclosure required
by the regulatory authority in that jurisdiction. Holders of Eligible Securities outside the United States and Luxembourg should carefully read the
sections entitled “Global Offering,” “Certain Legal Restrictions” and “Jurisdictional Restrictions” in this prospectus supplement to determine if they
may rely on this prospectus supplement or participate in the Offer.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these
securities or passed upon the accuracy or adequacy of this prospectus supplement or the prospectus to which it relates. Any
representation to the contrary is a criminal offense.
The international joint dealer managers for the Offer are:
Barclays Capital Merrill Lynch & Co. UBS Investment Bank
PROSPECTUS SUPPLEMENT
(to Prospectus Dated December 27, 2004)
The date of this prospectus supplement is January 10, 2005.
In this prospectus supplement, references to “we,” “our” and “us” are to Argentina.
This prospectus supplement, the accompanying prospectus and the related acceptance notices are
together referred to as the “Offer Materials.” Transactions contemplated by the Offer Materials are referred
to as the “Offer.”
A “series” of Eligible Securities refers to each issue of Eligible Securities listed in Annex A to this
prospectus supplement. A “series” of New Securities refers to each issue of New Securities, including GDPlinked
Securities initially attached to each series of Pars, Quasi-pars and Discounts, as described in this
prospectus supplement.
When we refer to the “Par Brady Bonds and Discount Brady Bonds” in this prospectus supplement,
we mean the following series of Eligible Securities:
· Discount USD L + 0.8125% (BR) due 2023,
· Discount USD L + 0.8125% (RG) due 2023,
· PAR Bonds USD 6% (BR) due 2023,
· PAR Bonds USD 6% (RG) due 2023,
· Discount DEM L+ 0.8125% Due 2023, and
· PAR Bonds DEM 5.87% Due 2023.
TABLE OF CONTENTS
Page
PROSPECTUS SUPPLEMENT
Introduction............................................................................................................................................................................i
Global Offe ring .....................................................................................................................................................................ii
Certain Legal Restrictions...................................................................................................................................................iii
Currency Exchange Rates ...................................................................................................................................................iii
Summary Time Schedule For The Offer..........................................................................................................................S-1
Summary ................................................................................................................................................................................S-3
Risk Factors ...........................................................................................................................................................................S-34
Recent Developments...........................................................................................................................................................S-35
Terms of the Offer ................................................................................................................................................................S-42
Description of the New Securities .....................................................................................................................................S-66
Clearance and Settlement....................................................................................................................................................S-81
Taxation..................................................................................................................................................................................S-85
Plan of Distribution..............................................................................................................................................................S-97
Jurisdictional Restrictions...................................................................................................................................................S-101
Forward-Looking Statements .............................................................................................................................................S-108
Validity of the New Securities............................................................................................................................................S-109
General Information.............................................................................................................................................................S-110
Annex A – Eligible Securities ............................................................................................................................................A-1
Annex B – Principal Payment Schedule for U.S. dollar-denominated Pars and Discounts......................................B-1
Annex C – Eligible Securities: Additional Information.................................................................................................C-1
Annex D-1 – The Chain of a Tender: Eligible Securities Held by a Direct Participant...........................................D-1
Annex D-2 – The Chain of a Tender: Eligible Securities Held through a Securities Intermediary .......................D-2
Annex E – Sample Calculations Related to Exchange Ratios .......................................................................................E-1
Annex F – Sample Calculations Related to Payment on GDP-linked Securities .......................................................F-1
Annex G – Form of Paper Acceptance Notice..................................................................................................................G-1
Prospectus
About This Prospectus.........................................................................................................................................................2
Certain Defined Terms and Conventions..........................................................................................................................2
Forward-Looking Statements .............................................................................................................................................7
Data Dissemination ..............................................................................................................................................................7
Use of Proceeds.....................................................................................................................................................................7
Selected Economic Information.........................................................................................................................................8
Summary ................................................................................................................................................................................9
Risk Factors ...........................................................................................................................................................................17
The Republic of Argentina..................................................................................................................................................27
The Argentine Economy ......................................................................................................................................................32
Foreign Trade and Balance of Payments ...........................................................................................................................68
Monetary System..................................................................................................................................................................94
Public Sector Finances.........................................................................................................................................................124
Public Sector Debt ................................................................................................................................................................157
Description of the Securities ...............................................................................................................................................197
Taxation..................................................................................................................................................................................213
Plan of Distribution..............................................................................................................................................................215
Official Statements ...............................................................................................................................................................217
Validity of the Securities .....................................................................................................................................................217
Authorized Representative..................................................................................................................................................217
Further Information..............................................................................................................................................................217
Where You Can Find More Information ...........................................................................................................................217
-i-
INTRODUCTION
When you make your investment decision, you should rely only on the information contained in this
prospectus supplement and the accompanying prospectus. The Republic of Argentina (“Argentina”) has not
authorized anyone to provide you with information that is different. This document may only be used where
it is legal to offer and sell these securities. The information in this prospectus supplement and the
accompanying prospectus may only be accurate as of the date of this prospectus supplement or the
accompanying prospectus, as applicable.
Argentina is furnishing this prospectus supplement and the accompanying prospectus to you solely for use
in the context of the Offer and for Luxembourg listing purposes. After having made all reasonable queries,
Argentina confirms that:
· the information contained in this prospectus supplement and the accompanying prospectus is true and
correct in all material respects and is not misleading as of the date of this prospectus supplement or the
accompanying prospectus, as applicable;
· it holds the opinions and intentions expressed in this prospectus supplement and the accompanying
prospectus;
· to the best of its knowledge and belief, it has not omitted other facts, the omission of which makes this
prospectus supplement or the accompanying prospectus as a whole misleading as of the date of this
prospectus supplement or the accompanying prospectus, as applicable; and
· it accepts responsibility for the information it has provided in this prospectus supplement and the
accompanying prospectus.
Argentina is a foreign sovereign state. Consequently, it may be difficult for you to obtain or realize upon
judgments of courts in the United States and other jurisdictions against Argentina.
The New Securities that Argentina issues to tendering holders of Eligible Securities in the United States are
being offered under Argentina’s registration statement (file no. 333-117111) initially filed with the United States
Securities and Exchange Commission (the “SEC”) under Schedule B of the Securities Act of 1933, as amended (the
“Act”), on July 2, 2004, and declared effective by the SEC on September 29, 2004. On December 23, 2004,
Argentina filed with the SEC Post-Effective Amendment No. 1 to its registration statement, which was declared
effective by the SEC on December 27, 2004.
The accompanying prospectus provides you with a general description of the securities that Argentina may
offer under its registration statement, and this prospectus supplement contains specific information about the terms
of the Offer and the New Securities. This prospectus supplement also adds, updates or changes information
provided in the accompanying prospectus. Consequently, before you participate in the Offer, you should read this
prospectus supplement and the accompanying prospectus, together with any additional information described under
“General Information—Where You Can Find More Information” in this prospectus supplement.
None of Argentina, any international joint dealer manager, the information agent, the exchange agent or the
Luxembourg exchange agent has expressed any opinion as to whether the terms of the Offer are fair. In addition,
none of the clearing systems through which you may tender your Eligible Securities has expressed any opinion as to
whether the terms of the Offer are fair. None of Argentina, any international joint dealer manager, the information
agent, the exchange agent or the Luxembourg exchange agent makes any recommendation that you tender your
Eligible Securities for exchange or refrain from doing so pursuant to the Offer, and no one has been authorized by
Argentina, any international joint dealer manager, the information agent, the exchange agent or the Luxembourg
exchange agent to make any such recommendation. You must make your own decision as to whether to tender
Eligible Securities in exchange for New Securities or refrain from doing so, and, if you do tender Eligible Securities,
the principal amount of Eligible Securities to tender.
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All references in this document to the website relating to the Offer (which we refer to as the “Offer
Website”), are to the website created and maintained by the information agent, which can be accessed through the
Internet address http://www.georgesonshareholder.com/argentina. These references are inserted as inactive textual
references to this “uniform resource locator” or “URL” and are for your informational reference only. Access to the
Offer Website by holders in certain non-U.S. jurisdictions will be subject to certain restrictions in compliance with
exemptions from regulatory approval being relied on by Argentina in such jurisdictions. See “Jurisdictional
Restrictions” below. Information on the Offer Website is not incorporated by reference in this document. Argentina
does not assume responsibility for the information that appears on the Offer Website, other than the Offer Materials
and other information that Argentina has authorized for display on the Offer Website under the information agent
agreement.
GLOBAL OFFERING
The Offer is being extended to holders of Eligible Securities in the United States, Luxembourg and
Denmark on the basis of this prospectus supplement and the accompanying prospectus. The Offer is also being
extended on the basis of this prospectus supplement and the accompanying prospectus in certain jurisdictions where
Argentina and the international joint dealer managers are relying on exemptions from regulatory approval by the
relevant authorities. For further information concerning the exemptions in these jurisdictions, see “Jurisdictional
Restrictions.”
The Offer is also being extended to holders of Eligible Securities in Argentina, Germany and Italy on the
basis of separate prospectuses approved by the relevant regulatory authorities in these jurisdictions, and in the
Netherlands and Spain on the basis of prospe ctuses consisting of this prospectus supplement and the accompanying
prospectus, together with such additional disclosure required by the regulatory authorities in the Netherlands and
Spain, as the case may be. Holders in Argentina, Germany, Italy, the Netherlands and Spain should review, and
make their decision to participate in the Offer, solely on the basis of the prospectus approved by the relevant
regulatory authority in that jurisdiction, copies of which may be obtained on the Offer Website. The Offer in
Argentina is being managed by the Argentine joint dealer managers. For further information concerning the Offer
and the prospectuses in these jurisdictions, see “Jurisdictional Restrictions.”
The Offer is only being extended where offers and solicitations are permitted by law, and only in
accordance with the applicable laws, rules and regulations of the relevant jurisdiction.
The Offer being extended under this prospectus supplement and the accompanying prospectus and the
offers being extended on the basis of separate prospectuses approved in the jurisdictions named above constitute one
and the same Offer, subject to the same terms and conditions (as set forth in this prospectus supplement), except as
required by applicable law or as otherwise noted in this prospectus supplement.
Offer in Japan
Subject to regulatory approval, Argentina intends to offer to holders of Eligible Securities in Japan,
concurrently with the Offer or as soon as practicable thereafter, securities with terms that are substantially similar to
those of the Pars, Discounts and GDP-linked Securities, as well as additional securities that are denominated in yen
and governed by Japanese law. The offer in Japan would be extended on terms that are substantially similar to the
terms of this Offer. The details of the offer in Japan will be set forth in a separate prospectus approved by the
relevant regulatory authorities in Japan. We refer to the offer in Japan as the “offer in Japan.”
All calculations for purposes of determining the maximum aggregate principal amount of Pars that
Argentina will issue, and whether the maximum aggregate principal amounts of Pars and Quasi-pars have been
reached (as described under “Terms of the Offer—Limitation on Issuance and Allocation of New Securities—Limits
on and Allocation of Pars” and “Terms of the Offer—Limitation on Issuance and Allocation of New Securities—
Limits on and Allocation of Quasi-pars”), will include Pars and Quasi-pars issued pursuant to the offer in Japan.
However, no amount of Pars or Quasi-pars will be specifically reserved for purposes of the offer in Japan.
Accordingly, should the offer in Japan not occur concurrently with the Offer, Pars or Quasi-pars might not be
available for holders participating in such offer, depending on the demand for Pars or Quasi-pars pursuant to this
Offer.
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Similarly, the allocation of Pars and Quasi-pars in accordance with the procedures described under “Terms
of the Offer—Limitation on Issuance and Allocation of New Securities—Limits on and Allocation of Pars” and
“Terms of the Offer—Limitation on Issuance and Allocation of New Securities—Limits on and Allocation of Quasipars”
will encompass all tenders of Pars and Quasi-pars submitted in the Offer and the offer in Japan. If the offer in
Japan does not occur concurrently with the Offer, holders participating in the offer in Japan may not realize any of
the allocation benefits accorded to holders that tender their Eligible Securities early.
The Offer Materials have not been filed with or approved by the Kanto Local Finance Bureau.
Accordingly, holders of Eligible Securities who are Japanese residents or persons located in Japan should not rely on
the Offer Materials as a source of information or for instructions on how to tender Eligible Securities. See
“Jurisdictional Restrictions.”
CERTAIN LEGAL RESTRICTIONS
The distribution of the Offer Materials and the transactions contemplated by the Offer Materials are
restricted by law in certain jurisdictions. If the Offer Materials come into your possession, you are required by
Argentina to inform yourself of and to observe all of these restrictions. The Offer Materials do not constitute, and
may not be used in connection with, an offer or solicitation in any jurisdiction where offers or solicitations are not
permitted by law. Holders of Eligible Securities outside the United States and Luxembourg should carefully review
the restrictions and limitations applicable in certain jurisdictions and the manner in which the Offer Materials will be
made available in such jurisdictions, as set forth in the “Jurisdictional Restrictions” section.
If a jurisdiction requires that the Offer be made by a licensed broker or dealer and any international joint
dealer manager or any affiliate of any international joint dealer manager is a licensed broker or dealer in that
jurisdiction, the Offer shall be deemed to be made by such international joint dealer manager or such affiliate on
behalf of Argentina in that jurisdiction.
Until forty days after the Announcement Date (as defined in “Summary Time Schedule for the
Offer”), all dealers effecting transactions in the New Securities in the United States, whether or not
participating in this distribution, may be required to deliver a copy of this prospectus supplement and the
accompa nying prospectus.
CURRENCY EXCHANGE RATES
Several calculations in this prospectus supplement are performed using currency exchange rates in effect on
December 31, 2003. Those exchange rates per U.S. dollar are set forth below:
Currency
Rate per U.S. dollar
on December 31, 2003
Argentine pesos................................................................................................................ 2.9175
Swiss francs ...................................................................................................................... 1.2409
Euro ................................................................................................................................... 0.7945
Pound sterling................................................................................................................... 0.5599
Japanese yen..................................................................................................................... 107.3900
Source: Reuters Group PLC
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For purposes of the Offer, all calculations made with respect to Eligible Securities denominated in a
predecessor currency to the euro will be performed in euro. Accordingly, if you hold any such Eligible Securities,
you should convert all amounts relating to such securities into euro at the conversion rate applicable to such
predecessor currency as set forth in the table below:
Predecessor Currency Rate per euro
Deutsche mark.................................................................................................................. 1.9558
Italian lira .......................................................................................................................... 1936.2700
Austrian schilling............................................................................................................. 13.7603
Spanish peseta .................................................................................................................. 166.3860
Source: European Central Bank
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SUMMARY TIME SCHEDUL E FOR THE OFFER
The following summarizes the anticipated time schedule for the Offer assuming, among other things, that
the Expiration Date is not extended and that the Offer is not earlier terminated. This summary is qualified in its
entirety by, and should be read in conjunction with, the more detailed information appearing elsewhere in this
prospectus supplement.
January 14, 2005......................................................C...o..m....m. encement
Offer commences. Announcement of the terms of the Offer. We
refer to this date as the “Launch Date.”
January 14, 2005, through
February 25, 2005 ....................................................S...u..b..m....ission Period (unless extended or earlier terminated)
The Offer is open during this period, unless Argentina extends it or
terminates it earlier in its sole discretion. We refer to this time
period as the “Submission Period.” Tendering holders of Eligible
Securities may submit tenders by delivering, or giving instructions
for delivery of, acceptance notices as described in this prospectus
supplement. Once acceptance notices are submitted, tenders will be
irrevocable, except under certain limited circumstances as described
in this prospectus supplement. See “Risk Factors ¾ Risk Factors
Relating to the Offer ¾ Risks of Participating in the Offer”, “Terms
of the Offer ¾ Irrevocability; Limited Withdrawal Rights” and
“Terms of the Offer ¾ Tender Procedures”.
Argentina has divided the Submission Period into two periods for
purposes of allocation of Pars: an early tender period, comprising the
first three weeks of the Submission Period (unless extended), and a
late tender period, comprising the remainder of the Submission
Period. To benefit from an early-tender allocation of Pars, your duly
completed electronic acceptance notice must be received by the
principal clearing system (as defined below) through which you
tender your Eligible Securit ies by no later than 4:15 P.M. (New York
City time) on February 4, 2005 (unless the early-tender period is
extended). We refer to this date and time as the “Early-tender
Deadline.”
Quasi-pars will be allocated on a daily first-come first-served basis.
If you wish to receive Quasi-pars, your duly completed electronic
acceptance notice must be received by the principal clearing system
(as defined below) through which you tender your Eligible Securities
as soon as practicable after the Launch Date.
4:15 P.M. (New York City time),
February 4, 2005......................................................E...a..r..l.y..-tender Deadline (unless extended )
The early-tender period ends, unless Argentina extends it. You will
not be eligible to receive an early-tender allocation of Pars unless
your duly completed electronic acceptance notice is received by this
date and time.
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4:15 P.M. (New York City time),
February 25, 2005 ....................................................E...x..p...i.r..ation (unless Submission Period is extended or earlier
terminated)
The Submission Period ends and the Offer expires, unless Argentina
extends it or terminates it earlier in its sole discretion. After this
date, you may no longer submit tenders. We refer to this date as the
“Expiration Date.”
At or around 5:00 P.M. (New York City
time), March 18, 2005, or as soon as
practicable thereafter ...............................................A...n...n..o..u. ncement (unless postponed or Submission Period is extended
or earlier terminated)
Unless it has terminated the Offer earlier, Argentina determines in its
sole discretion whether to accept tenders and announces the results
of the Offer, including the aggregate principal amount of each series
of New Securities to be issued. We refer to this date as the
“Announcement Date.” The Announcement Date may be postponed
by Argentina for any reason, including if the Submission Period is
extended.
Argentina expects that trading in New Securities on a when-and-if
issued basis will commence following the announcement of the
results of the Offer. However, there can be no assurances that this
will occur.
April 1, 2005, or as soon as practicable
thereafter....................................................................S...e..t.t.l.e..m. ent (unless postponed or Submission Period is extended or
earlier terminated)
Title to your tendered and accepted Eligible Securities is transferred
to Argentina and you receive in exchange any New Securities and
cash payments to which you are entitled. If necessary to facilitate
the settlement of the Offer, the settlement of the Offer may take up
to seven business days. We refer to this date, or these dates, if
multiple business days are necessary, as the “Settlement Date.” The
length of the Settlement Date will have no effect on the New
Securities that you may receive in the Offer.
A “business day” for this purpose and as used elsewhere in this
prospectus supplement (unless noted otherwise) is any day that is not
a Saturday or Sunday, and that is not a day on which banking or trust
institutions are authorized generally or obligated by law, regulation
or executive order to close in New York City, and that is also a day
on which the Trans-European Automated Real-Time Gross
Settlement Express Transfer (TARGET) System, or any successor
system, is open for business.
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SUMMARY
This summary highlights information contained elsewhere in this prospectus supplement. It is not
complete and may not contain all the information that you should consider before tendering Elig ible Securities
in exchange for New Securities. You should read the entire prospectus supplement, including the “Risk
Factors” section, and the accompanying prospectus carefully.
Terms of the Offer
General .................................................. Argentina is offering holders of Eligible Securities the opportunity to
tender their Eligible Securities in exchange for newly issued New
Securities on the terms and subject to the conditions set forth in this
prospectus supplement and the related acceptance notices.
Purpose of the Offer .......................... To restructure outstanding debt obligations of Argentina that are
currently in default.
Acceptance............................................ Argentina has not conditioned its acceptance of tenders or the
consummation of the Offer on any minimum level of participation by
holders of Eligible Securities. Arg entina reserves the right not to accept
tenders in its sole discretion.
If Argentina elects to accept any tenders, it will announce the results of
the Offer, including the aggregate amount of each series of New
Securities to be issued, at or around 5:00 P.M. (New York City time), on
the Announcement Date.
Termination, Amendments .............. At any time before Argentina announces the acceptance of any tenders on
the Announcement Date, Argentina may, in its sole discretion and to the
extent permitted by the applicable laws, rules and regulations in each
jurisdiction where Argentina is making the Offer:
· terminate the Offer (including with respect to tenders submitted prior
to the time of the termination),
· extend the Offer past the originally scheduled Expiration Date,
· withdraw the Offer from any one or more jurisdictions, or
· amend the Offer, including amendments in any one or more
jurisdictions.
Consideration to be Received
Other than by Holders of Par
Brady Bonds and Discount
Brady Bonds ..................................... Subject to the terms and conditions of the Offer described in this
prospectus supplement, you may elect to receive Pars, Discounts or
Quasi-pars in exchange for any Eligible Securities (other than Par Brady
Bonds and Discount Brady Bonds) you tender that are accepted by
Argentina.
For purposes of the Offer, your Eligible Securities will be assigned an
“Eligible Amount” equal to (i) their outstanding principal amount as of
December 31, 2001, plus (ii) any accrued but unpaid interest up to but
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excluding December 31, 2001.
The original principal amount of any Pars, Discounts and Quasi-pars you
receive pursuant to the Offer will be equal to the Eligible Amount of
Eligible Securities (other than Par Brady Bonds and Discount Brady
Bonds) you tender, multiplied by the following exchange ratios
(applicable to Eligible Securities exchanged for New Securities in the
same currency):
New Security
Exchange Ratio
(per unit of Eligible Amount in the same
currency)
Pars................................ 1.000
Discounts...................... 0.337
Quasi-pars .................... 0.699
The exchange ratios for Eligible Securities exchanged for New Securities
in different currencies are adjusted based on exchange rates in effect on
December 31, 2003. For a complete list of exchange ratios, see “Terms
of the Offer—Consideration to be Received Other than by Holders of Par
Brady Bonds and Discount Brady Bonds.”
In addition to any Pars, Discounts or Quasi-pars that you elect to receive,
you will receive GDP-linked Securities in a notional amount equal to the
Eligible Amount of the Eligible Securities you tender that are accepted by
Argentina.
You will not receive payment of any accrued and unpaid interest on your
tendered Eligible Securities (other than Par Brady Bonds and Discount
Brady Bonds) for the period subsequent to December 31, 2001.
As used above and elsewhere in this prospectus supplement, the “original
principal amount” of any New Securities refers to the principal amount of
those New Securities as of December 31, 2003.
Consideration to be Received
Pursuant to Tenders of Par
Brady Bonds and Discount
Brady Bonds ..................................... For purposes of the Offer, your Par Brady Bonds and Discount Brady
Bonds will be assigned a “Brady Residual Amount” equal to (i) their
outstanding principal amount at December 31, 2001, minus (ii) their Cash
Value (as defined below) and minus (iii) interest accrued after
December 31, 2001, on which holders of these bonds have received
payment, or are entitled to receive payment, by exercising their rights
against the collateral securing such interest payments.
Subject to the terms and conditions of the Offer described in this
prospectus supplement, you will receive in exchange for your tendered
and accepted Par Brady Bonds and Discount Brady Bonds:
· the cash proceeds corresponding to your tendered Par Brady Bonds
and Discount Brady Bonds res ulting from the release of the Brady
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Collateral (as defined in this prospectus supplement) and redemption
by the U.S. Treasury or Kreditanstalt für Wiederaufbau (“KfW”), as
the case may be, of the securities constituting that collateral (we refer
to these proceeds as the “Cash Value”); and
· Discounts in an original principal amount equal to 33.7% of the
Brady Residual Amount corresponding to your tendered Par Brady
Bonds and Discount Brady Bonds, plus GDP-linked Securities in a
notional amount equal to the c orresponding Brady Residual Amount.
The exchange ratio set forth above assumes an exchange of Par
Brady Bonds or Discount Brady Bonds for Discounts denominated in
the same currency. This exchange ratio has been adjusted for
purposes of exchanging Par Brady Bonds and Discount Brady Bonds
for Discounts denominated in a different currency, based on
exchange rates in effect on December 31, 2003. See “Terms of the
Offer—Consideration to be Received Pursuant to Tenders of Par
Brady Bonds and Discount Brady Bonds.”
Interest on New Securities Other
Than GDP-linked Securities ........ Any New Securities you receive in exchange for your Eligible Securities,
other than GDP-linked Securities, will begin to accrue interest from and
including December 31, 2003.
Interest payment dates for Pars are March 31 and September 30 of each
year, and December 31, 2038. Interest accrued on Pars from and
including December 31, 2003, to but excluding March 31, 2005, will be
paid in cash on the Settlement Date.
Interest payment dates for Discounts are June 30 and December 31 of
each year. For Discounts, interest that would have been payable in cash
on June 30, 2004, and December 31, 2004, will be paid in cash on the
Settlement Date. The portion of interest that would have been capitalized
on June 30, 2004, and December 31, 2004, will be capitalized as of such
dates. The principal amount of Discounts you receive upon settlement of
the Offer will equal the original principal amount to which you are
entitled (as provided above under “—Consideration to be Received Other
than by Holders of Par Brady Bonds and Discount Brady Bonds,” and
“Consideration to be Received Pursuant to Tenders of Par Brady Bonds
and Discount Brady Bonds”) plus such capitalized interest.
Interest payment dates for Qu asi-pars are June 30 and December 31 of
each year. Interest accrued on Quasi-pars that would have been
capitalized on June 30, 2004, and December 31, 2004, will be capitalized
as of such dates. The principal amount of Quasi-pars you receive upon
settlement of the Offer will equal the original principal amount as of to
which you are entitled (as provided above under “—Consideration to be
Received Other than by Holders of Par Brady Bonds and Discount Brady
Bonds) plus such capitalized interest.
Argentina’s annual budget for 2005 includes allocations for interest
accrued on the New Securities and payable in cash on the Settlement
Date.
Limitation on Issuance
of Pars ................................................ Argentina may issue Pars only up to a maximum aggregate principal
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amount of:
· U.S.$10.0 billion or the equivalent in other currencies, if the
aggregate Eligible Amount of Eligible Securities tendered and
accepted pursuant to the Offer and, if concurrent with the Offer, the
offer in Japan, is less than or equal to 70% (U.S.$57.3 billion
equivalent) of the aggregate Eligible Amount of all outstanding
Eligible Securities, or
· U.S.$15.0 billion or the equivalent in other currencies, if the
aggregate Eligible Amount of Eligible Securities tendered and
accepted pursuant to the Offer and, if concurrent with the Offer, the
offer in Japan, is greater than 70% (U.S.$57.3 billion equivalent) of
the aggregate Eligible Amount of all outstanding Eligible Securities.
Allocation of Pars ............................... Argentina has divided the Submission Period into two periods for
purposes of allocation of Pars: an early-tender period, comprising the
first three weeks of the Submission Period and expiring at the Earlytender
Deadline (unless extended), and a late-tender period, commencing
immediately after the Early-tender Deadline and ending on the Expiration
Date.
For purposes of implementing the allocation process, if you tender an
Eligible Security in an outstanding principal amount in excess of
U.S.$50,000, £30,000, ¥5,000,000, Ps.150,000, €40,000 or Sfr.60,000,
as the case may be (each, a “U.S.$50,000 equivalent”), the principal
amount of your tendered Eligible Security will be split into the following
two components: one will comprise the outstanding principal amount of
your tendered Eligible Security up to and including U.S.$50,000
equivalent, and the other component will comprise the outstanding
principal amount of your tendered Eligible Security in excess of
U.S.$50,000 equivalent.
Argentina will allocate the maximum aggregate principal amount of Pars
among tendering holders that elect to receive Pars in the following order
of priority:
· First, among early tenders up to and including U.S.$50,000
equivalent. Holders who tender an Eligible Security during the early
tender period (whom we refer to as “early-tender holders”) will be
entitled to receive Pars in exchange for the outstanding principal
amount of their tendered Eligible Security up to and including
U.S.$50,000 equivalent. If such allocation exceeds the maximum
aggregate principal amount of Pars, Argentina will allocate this
maximum amount among early -tender holders on a pro rata basis (as
described under “Terms of the Offer—Limitation on Issuance and
Allocation of New Securities—Pro Rata Allocation”).
· Second, among late tenders up to and including U.S.$50,000
equivalent. If, after the first allocation, Argentina has not allocated
in full the maximum aggregate principal amount of Pars, holders
who tender an Eligible Security during the late-tender period (who
we refer to as “late-tender holders”) will be entitled to receive Pars in
exchange for the outstanding principal amount of their tendered
Eligible Security up to and including U.S.$50,000 equivalent. If
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such allocation exceeds the remainder of Pars available after the first
allocation, Argentina will allocate this remainder among late-tender
holders on a pro rata basis (as described under “Terms of the Offer—
Limitation on Issuance and Allocation of New Securities—Pro Rata
Allocation”).
· Third, among early tenders in excess of U.S.$50,000 equivalent. If,
after the first and second allocation, Argentina has not allocated in
full the maximum aggregate principal amount of Pars, early-tender
holders will be entitled to receive Pars in exchange for the
outstanding principal amount of their tendered Eligible Security in
excess of U.S.$50,000 equivalent. If such allocation exceeds the
remainder of Pars available after the first and second allocations,
Argentina will allocate this remainder among early-tender holders on
a pro rata basis (as described under “Terms of the Offer—Limitation
on Issuance and Allocation of New Securities—Pro Rata
Allocation”).
· Fourth, among late tenders in excess of U.S.$50,000 equivalent. If,
after the first, second and third allocations, Argentina has not
allocated in full the maximum aggregate principal amount of Pars,
late-tender holders will be entitled to receive Pars in exchange for the
outstanding principal amount of their tendered Eligible Security in
excess of U.S.$50,000 equivalent. If such allocation exceeds the
remainder of Pars available after the first, second and third
allocations, Argentina will allocate this remainder among late-tender
holders on a pro rata basis (as described under “Terms of the Offer—
Limitation on Issuance and Allocation of New Securities—Pro Rata
Allocation”).
As described above, for purposes of the allocation of Pars the applicable
U.S.$50,000 equivalent threshold is measured in relation to the
outstanding principal amount of the Eligible Security you tender.
However, in order to determine the principal amount of New Securities
you are entitled to receive pursuant to the Offer, this principal amount
corresponds to an Eligible Amount calculated as provided under “Terms of
the Offer—Eligible Amount.”
The allocation of Pars among tendering holders will encompass all tenders
for Pars submitted in the Offer and, if concurrent with the Offer, the offer
in Japan. All determinations made by Argentina in the allocation of Pars
as provided above will be binding and final.
Limitation on Issuance of Quasi-
Pars ..................................................... Argentina will issue Quasi-pars only up to a maximum original aggregate
principal amount of Ps.24.3 billion.
Allocation of Quasi-Pars................... Quasi-pars will be allocated among tendering holders on a daily firstcome
first-served basis. Accordingly, all holders who tender on the same
day will be accorded equal priority, but will have precedence in the
allocation of Quasi-pars over any holders that tender on subsequent days.
If, on any given day, the demand for Quasi-pars exceeds the principal
amount of Quasi-pars then available for exchange (after deducting the
principal amount of Quasi-pars allocated in prior days from the maximum
aggregate principal amount of Quasi-pars), the available Quasi-pars will
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be allocated on a pro rata basis among all holders who tender their
Eligible Securities on that day. For purposes of the allocation of Quasipars,
the daily cutoff time will be 4:15 P.M. (New York City time).
The allocation of Quasi-pars among tendering holders will encompass all
tenders for Quasi-pars submitted in the Offer and, if concurrent with the
Offer, the offer in Japan. All determinations made by Argentina in the
allocation of Quasi-pars as provided above will be binding and final.
No Limitation on Issuance
of Discounts ...................................... There is no limit on the allocation of Discounts within the Offer. If you
elect to receive any Pars or Quasi-pars and the amount you would receive
would (in the absence of any limitation on the issuance of Pars or Quasipars)
exceed the maximum amount of Pars and Quasi-pars that you are
permitted to receive in the Offer (as provided above), the Eligible
Securities that cannot be exchanged for Pars or Quasi-pars as a result of
that limitation will instead be exchanged for Discounts denominated in
the same currency you selected for the Pars or Quasi-pars.
Currency Denomination of the
New Securities.................................. The currency of the Eligible Securities you tender determines the
currency you may select for any Pars or Discounts you elect to receive, as
follows:
· Eligible Securities denominated in U.S. dollars or euro (or any
Eligible Securities originally denominated in a predecessor currency
to the euro, which currencies for this purpose are deemed to have
been originally denominated in euro). You may elect to receive Pars
or Discounts in the same currency as your tendered Eligible
Securities or in pesos.
· Eligible Securities denominated in pounds sterling or Swiss francs.
You may elect to receive Pars or Discounts denominated in euro or
pesos.
· Eligible Securities denominated in yen. You may elect to receive
Pars or Discounts in euro or pesos, except that if your yendenominated
Eligible Securities are governed by Japanese law you
may only receive Pars or Discounts denominated in pesos.
· Eligible Securities denominated in pesos. You may elect to receive
Pars or Discounts in pesos.
If you fail to or incorrectly designate your currency selection, you will
receive Pars or Discounts denominated in the same currency as your
tendered Eligible Securities except that: if your tendered Eligible
Securities were originally denominated in pounds sterling, Swiss francs,
Japanese yen (except for Eligible Securities governed by Japanese law) or
any predecessor currency to the euro, you will be deemed to have elected
to receive your Pars or Discounts in euro; or if your Eligible Securities
were originally denominated in Japanese yen and governed by Japanese
law, you will be deemed to have elected to receive your Pars or Discounts
in pesos.
While holders of yen-denominated Eligible Securities governed by
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Japanese law will not be able to receive yen-denominated securities
governed by Japanese law pursuant to the Offer, they will be able to do
so pursuant to the offer in Japan, if conducted by Argentina. Argentina,
however, will only launch an offer in Japan after having received all
necessary regulatory approvals from Japanese authorities. (See "Global
Offering? Offer in Japan").
The Quasi-pars will be denominated in pesos only.
The GDP-linked Securities will be denominated in the same currency as
the currency of the Pars, Discounts or Quasi-pars to which they are
initially attached.
Solely for purposes of the Offer, Argentina will treat Eligible Securities
originally denominated in a currency other than pesos and governed by
Argentine law as if they were denominated in the currency in which they
were originally issued.
Governing Law of the New
Securities ........................................... If the Eligible Securities you tender are not governed by Argentine law,
the governing law of any Pars or Discounts you receive will be as
follows:
· Pars or Discounts denominated in U.S. dollars will be governed by
New York law,
· Pars or Discounts denominated in euro will be governed by English
law,
· Pars or Discounts denominated in pesos will be governed by
Argentine law.
If the Eligible Securities you tender are governed by Argentine law, you
may elect to receive Pars or Discounts governed only by Argentine law
(whether or not they are denominated in pesos).
The Quasi-pars will only be governed by Argentine law.
The GDP-linked Securities will be governed by the law that governs the
New Securities to which they are initially attached.
Minimum Tender
Amount.............................................. You must tender your Eligible Securities in the minimum denomination
and the integral multiples in excess of such minimum denomination that
are set forth in the terms of such Eligible Securities.
You will not, however, be permitted to exchange Eligible Securities for
Quasi-pars unless the outstanding principal amount of the Eligible
Securities you tender for Quasi-pars is at least U.S.$350,000, £200,000,
¥37,600,000, Ps.1,025,000, €280,000 or Sfr.435,000, as the case may be.
Limited Withdrawal Rights............. Tenders will be irrevocable and may not be withdrawn unless Argentina:
· extends the Submission Period of the Offer for more than 30
calendar days;
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· amends any of the financial terms of the New Securities (such as the
maturity, principal amount or interest rate) or any of the following
terms of the Offer: exchange ratios, method or extent of limitation
on issuance of New Securities, method of allocation of New
Securities, including timing of expiration of the early tender period
for allocation of Pars (except if Argentina extends the early-tender
period due to a postponement in the launch of the Offer in any
jurisdiction or in the launch of the offer in Japan, if applicable, in
either case resulting from a delay in procuring any necessary
regulatory approvals) or calculation of the Eligible Amount; or
· files or otherwise makes public an amendment, modification or
supplement to this prospectus supplement (or to a comparable
offering document used in any jurisdiction where the Offer is being
made) that contains a change in the information contained in this
prospectus supplement (or comparable offering document used in
any jurisdiction where the Offer is being made) that Argentina, in its
sole discretion, determines is material to the tendering holders of
Eligible Securities, except for any amendment, modification or
supplement made solely for the purpose of announcing the results of
the Offer (including the allocation of the New Securities or whether
the limits on the issuance of Pars or Quasi-pars have been reached).
In any of these cases, you will have the right to withdraw your tender for
a period of 15 calendar days from the date Argentina first publicly
announces the granting of withdrawal rights. See “Risk Factors ¾ Risk
Factors Relating to the Offer ¾ Risks of Participating in the Offer.”
Tender Procedures ............................. To participate in the Offer, you must submit, or arrange to have submitted
on your behalf, to a principal clearing system (as defined below), by
4:15P.M. (New York City time) on the Expiration Date, a duly
completed electronic acceptance notice. Your electronic acceptance
notice must:
· clearly state the type (Pars, Discounts or Quasi-pars) and currency of
New Securities you wish to receive in exchange for the Eligible
Securities you tender (except in the case of Par Brady Bonds and
Discount Brady Bonds, in which case you will be deemed to have
elected to receive Discounts). If you fail to or incorrectly designate
the type and currency of the New Securities you wish to receive, you
will be deemed to have elected to receive Discounts in the same
currency as your tendered Eligible Securities, except as provided
above under “Currency Denomination of the New Securities,” and
· clearly designate an account, as applicable, at the Depository Trust
Company, which we refer to as “DTC,” Euroclear Bank S.A./N.V.,
as operator of the Euroclear System, which we refer to as
“Euroclear,” Clearstream Banking société anonyme, which we refer
to as “Clearstream, Luxembourg,” or at Caja de Valores S.A., which
we refer to as “Caja de Valores,” where your New Securities and any
cash payment that you are entitled to receive can be credited upon
settlement of the Offer.
Eligible Securities tendered in the Offer will be “blocked” for transfers to
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third parties pending settlement of the Offer.
How to Participate if You Hold
Eligible Securities:
The procedures you must follow to effectively tender Eligible Securities
depend upon the manner in which you hold your Eligible Securities.
In Book-Entry Form....................... Beneficial ownership of Eligible Securities held in electronic or bookentry
form generally represents an interest in a global security that is
registered in the name of a clearing system or such clearing system’s
nominee. These beneficial interests may be held directly if you have an
account with the relevant clearing system, or indirectly through
institutions, such as securities brokers and dealers, that have an account
with the relevant clearing system. We refer to institutions that have an
account with the relevant clearing system as “direct participants” in such
system. Only these direct participants may submit electronic acceptance
notices to the relevant clearing system. If you are not a direct participant,
you (or your broker, dealer, bank, trust company, trustee or other
custodian on your behalf) must arrange for the direct participant through
which you hold your Eligible Securities to submit an electronic
acceptance notice on your behalf to the relevant clearing system.
Argentina has made special arrangements with certain clearing systems
that will allow these clearing systems to submit electronic acceptance
notices on behalf of tendering holders directly to the exchange agent.
These clearing systems will be able to perform this function even with
respect to the Eligible Securities that are not registered in their name (or
the name of their depositary nominee). We refer to these clearing
systems as the “principal clearing systems.” These include: DTC, Caja
de Valores, Clearstream AG, Clearstream, Luxembourg, Euroclear,
Monte Titoli S.p.A. and SIS AG. Fo r more information, you may contact
the information agent.
For your tender of Eligible Securities to be effective, a direct
participant in a principal clearing system through which you tender
your Eligible Securities must submit an electronic acceptance notice on
your behalf to such principal clearing system prior to 4:15 P.M. (New
York City time) on the Expiration Date. The principal clearing systems
will not submit to the exchange agent any electronic acceptance notice
they receive after this time.
For your tender of Eligible Securities to be effective, the principal
clearing system through which you tender your Eligible Securities must
deliver your duly completed electronic acceptance notice to the
exchange agent no later than three
Re: Títulos Públicos
Dario, los bonos en pesos pasaron al olvido en este contexto
Re: Títulos Públicos
murddock escribió:Que es un defaul??
con t default fue el mas grande incumplimiento
de pagos de la historia hecho
por el gobierno argentino en 2001
y cuyas consecuencias fueron tan pero tan nefastas
que NINGUN politico SERIO se animaria a hacer semejante daño otra vez...
Un error que tuvo una leccion:: NUNCA MAS
-
- Mensajes: 25744
- Registrado: Mar Jul 29, 2008 6:52 pm
Re: Títulos Públicos
Mr_Baca escribió:retrasados con resperto a que ?
Lee mi escrito del domingo a la noche, no seas cómodo.
Darío
-
- Mensajes: 10565
- Registrado: Lun Feb 16, 2009 4:49 pm
Re: Títulos Públicos
Vos sabes que es tan grande el archivo que no me lo deja subir...
Ahora van a ver ... Se atrevieron a decir que yo tiro numeros al azar , ahora van a ver..
Se los voy a subir en cuatro partes...
Se van a jubilar leyendo ..
Van a saber lo que es hablar con fundamento y no toda esa guitarreada que se mandan aca que no tienen idea que es u defaul , ni un canje, ni un corno
Agarrense ...
Ahora van a ver ... Se atrevieron a decir que yo tiro numeros al azar , ahora van a ver..
Se los voy a subir en cuatro partes...
Se van a jubilar leyendo ..
Van a saber lo que es hablar con fundamento y no toda esa guitarreada que se mandan aca que no tienen idea que es u defaul , ni un canje, ni un corno
Agarrense ...
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