We advised YPF S.A. in the issuance of Notes for US$ 1,100,000,000
On January 17, 2025 YPF S.A. (“YPF”), the largest Argentine company mainly engaged exploitation of hydrocarbon products and their derivatives in Argentina, issued its fixed annual interest rate senior notes due 2034, for an aggregate principal amount of US$1,100,000,000 under the frequent issuer regime from the Argentine Securities Commission (Comisión Nacional de Valores).
The Notes will be listed on the Official List of the Luxembourg Stock Exchange for trading on the Euro MTF Market of the Luxembourg Stock Exchange, on the Mercado Abierto Electrónico and Bolsas y Mercados Argentinos.
BBVA Securities Inc., Deutsche Bank Securities Inc., Itau BBA USA Securities, Inc. and Santander US Capital Markets LLC acted as initial purchasers (the “Initial Purchasers”), Latin Securities S.A., Agente de Valores acted as book-runner (the “Book-Runner”), and Banco Santander Argentina S.A., Banco de Galicia y Buenos Aires S.A.U., Balanz Capital Valores S.A.U., Macro Securities S.AU., Latin Securities S.A. y Banco CMF S.A. acted as local placement agents (the “Local Placement Agents”). The Bank of New York Mellon acted as Trustee, Co-Registrar, Principal Paying Agent and Transfer Agent under the Indenture signed with YPF (the “Trustee, Co-Registrar, Principal Paying Agent and Transfer Agent”) and Banco Comafi S.A. as Registrar, Paying Agent, Transfer Agent and Representative of the Trustee in Argentina.
On January 16, 2025 YPF announced the expiration and final results of its cash tender offer for any and all of its outstanding 8.500% Senior Notes due 2025 (the “2025 Notes” and the “Tender Offer”, respectively). Eligible holders tendered 2025 Notes for a value of US$314,922,000. These 2025 Notes were purchased and cancelled by YPF on January 17, 2025.
BBVA Securities Inc., Deutsche Bank Securities Inc., Itau BBA USA Securities Inc., Latin Securties S.A., Agente de Valores and Santander US Capital Markets LLC acted as dealer managers (the “Dealer Managers”) and Banco CMF S.A., Banco de Galicia y Buenos Aires S.A.U., Banco Santander Argentina S.A., Balanz Capital Valores S.A.U., Macro Securities S.A.U, and Latin Securities S.A acted as local dealer managers (the “Local Dealer Managers”)
YPF will redeem the outstanding principal amount of the 2025 Notes on February 17, 2025.
Counsel to YPF
Bruchou & Funes de Rioja‘s Banking & Capital Markets Department acted as legal counsel through its team lead by partner José Bazán and associates Leandro Belusci, Branko Serventich, Malena Tarrío, Quimey Waisten and Lucia de Luca.
Cleary Gottlieb Steen & Hamilton LLP acted as New York legal counsel through its team led by partner Juan G. Giráldez, associates Ignacio Lagos, Juan Ignacio Leguízamo and Lucas Davidenco.
In-House Counsel to YPF:
YPF S.A. was advised by its in-house legal team comprising attorneys Fernando Gómez Zanou, Marina Quinteiro, Paola Garbi and Valeria Moglia.
Counsel to the Initial Purchasers, the Book-Runner, the Local Placement Agents, the Dealer Managers and the Local Dealer Managers:
TCA Tanoira Cassagne acted as legal counsel through its team lead by partners Alexia Rosenthal, Rocío Carrica and Ignacio Criado Díaz and associates Carolina Mercero, Stefanía Lo Valvo.
Milbank LLP acted as New York legal counsel through its team led by partner Carlos Albarracín, special counsel Gonzalo Guitart, associates Agustin Videla and Pamela Molina, and international lawyer Manuel Etchevehere.
Counsel to the Trustee, Co-Registrar, Principal Paying Agent and Transfer Agent
Jones Walker LLP acted as legal counsel through its team led by partner Scott T. Zander.
