Argentina’s IRSA extends 2023 notes exchange offer one more week

Chicago, June 29 – IRSA Inversiones y Representaciones SA further extended its exchange offer an additional week, according to a press release.

The May 16 offer allows noteholders 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.

The offer now ends at 5 p.m. ET on July 6, after a previous extension to 5 p.m. ET on June 28 from 5 p.m. ET on June 16. IRSA says it expects this will be the final extension.

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.

Current results

As of the 5 p.m. ET June 28 previous deadline, the information and exchange agent reported that $222,256,000 of the notes had been tendered, or 61.75% of the outstanding total principal amount of notes.

Noteholders had two choices: option A or option B.

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.

Of the aggregate principal amount of tendered notes so far, $129,602,000, representing about 58.31% of the principal amount of tendered notes, were tendered under option A, and $92,654,000, representing about 41.69% of the principal amount of tendered notes, were tendered under option B.

If no additional existing notes were to be tendered after 5 p.m. ET on June 28, 2022, eligible holders who have validly tendered and not validly withdrawn their existing notes under option A prior to that time, would receive $514.47 of pro-rata A cash consideration per $1,000 principal amount of existing notes tendered under option A.

At the expiration date, the actual cash consideration to be received by each eligible holder whose existing notes are accepted in the exchange offer will be determined on the basis of the actual participation by eligible holders in the exchange offer and their selection between option A and option B.

Details

Settlement is now planned for July 8.

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.

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

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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