The Province of Buenos Aires in $7.1 Billion Debt Restructuring

Cleary Gottlieb represented long-time client The Province of Buenos Aires (the “Province”), a province of the Republic of Argentina, in its successful invitation to exchange and consent to certain proposed modifications that resulted in the restructuring of approximately $7.1 billion outstanding aggregate principal amount of the Province’s foreign-law governed debt, or 97.66% of the aggregate principal amount of the 11 series of bonds targeted in the offer.

The invitation initially launched on April 24, 2020, was most recently amended and restated on August 6, 2021, expired on August 27, 2021, and settled on September 3, 2021. BofA Securities, Inc. and Citigroup Global Markets Inc. served as dealer managers.

In total, holders of 93.23% of the aggregate principal amount outstanding of all 11 series of eligible bonds (of which 6 had been issued under the 2006 Indenture and 5 had been issued under the 2015 Indenture and had maturity dates as early as May 2020) accepted the Province’s invitation to exchange their existing bonds for new Euro and USD bonds to be issued by the Province (maturing in 2037 and paying instalments on principal beginning on 2024 or 2028, depending on the series). They also gave their consent to modify the eligible bonds of the relevant series that remain outstanding after giving effect to the exchange offers by substituting them for new bonds, pursuant to the collective action clauses (“CACs”) included in the relevant indentures. After giving effect to the CACs, 97.66% of the Province’s eligible bonds were exchanged or modified.

The new bonds are expected to be listed on the Luxembourg Stock Exchange and the Bolsas y Mercados Argentinos S.A. (the “ByMA”) and each series of the new bonds is expected to be admitted for trading on the Euro MTF Market and the Mercado Abierto Electrónico S.A. (the “MAE”).Through the restructuring, the Province obtained relief by way of a reprofiling of the current amortization schedule and reductions in interest rates. The relief sought by the Province through the restructuring of the bonds had the primary goal of restoring debt sustainability levels in the light of current conditions in Argentina generally and the Province’s economy in particular, as well as the measures undertaken by the Province to date to address such conditions.