Argentina’s IRSA extends expiry of exchange offer for 2023 notes

By Rebecca Melvin

Concord, N.H., June 17 – IRSA Inversiones y Representaciones SA said it has extended the expiration date of its May 16 offer to exchange any and all of $360 million principal amount outstanding of 8¾% series 2 notes due 2023 (ISINs: US463588AA16, USP5880UAB63) for new notes and a cash consideration, according to a company announcement.

The offer was extended to 5 p.m. ET on June 28 from 5 p.m. ET on June 16.

The company is offering to exchange the series 2 notes, originally issued by IRSA Propiedades Comerciales SA, for new 8¾% senior notes due 2028 to be issued by IRSA.

As of 5 p.m. ET on June 16, $210,308,500 of the existing notes were validly tendered and not withdrawn, representing 58.42% of the outstanding aggregate principal amount of the existing notes.

Of that amount, $118,382,500, representing about 56.29% of the principal amount of tendered notes, was tendered under option A, and $91,926,000, representing about 43.71% of the principal amount of tendered notes, was tendered under option B.

If no additional notes are tendered after the original expiration time, eligible holders who tendered their notes under option A will receive $532.96 of pro-rata A cash consideration per $1,000 principal amount of existing notes. At the updated expiration, the actual cash consideration to be received by each eligible holder whose existing notes are accepted in the exchange will be determined on the basis of the actual participation by eligible holders in the exchange and their selection between option A and option B.

IRSA expects to issue and deliver the applicable principal amount of new notes and deliver the applicable exchange consideration on July 1. Settlement was previously expected to take place on June 22.

Details

Eligible holders who tender their notes on or before the expiration date, whether they tender before or after 5 p.m. ET on June 2, the early participation date, will now receive the same exchange consideration as holders who tendered their notes by the early deadline.

As previously reported, the two exchange offer options are mutually exclusive.

Under option A, tendering holders will receive new notes in a principal amount equal to 1.015 times the difference between $1,000 and the pro rata A cash consideration received by each eligible holder for each $1,000 principal amount of existing notes tendered and accepted for exchange.

The pro rata A cash consideration that will be payable to eligible holders will be equivalent to the A cash consideration divided by the principal amount of existing notes accepted under option A times 1,000.

The A cash consideration is an aggregate amount equivalent to the lesser of 30% of the aggregate principal amount of existing notes that are validly tendered and accepted and the principal amount of the existing notes accepted for exchange under option A.

Under option B, tendering holders will receive $1,030 principal amount of new notes for each $1,000 principal amount of existing notes tendered and accepted for exchange.

Tendering holders will be entitled to receive accrued interest from the interest payment date on March 23 to but excluding the settlement date.

Eligible holders of the existing notes who are Argentine entity offerees may be subject to certain tax withholdings resulting from the exchange of their existing notes.

BCP Securities, Inc., Citigroup Global Markets Inc., Itau BBA USA Securities, Inc. and Santander Investment Securities Inc. are acting as dealer managers of the Rule 144A and Regulation S offer.

Morrow Sodali (https://bonds.morrowsodali.com/IRSAEligibility) is acting as the exchange and information agent.

IRSA is a real estate company based in Buenos Aires.

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