Obligation MACROBANCO S.A. 6.75% ( US05963GAH11 ) en USD

MACROBANCO S.A.

100 % ▲

Argentine

US05963GAH11 ( en USD )

6.75% par an ( paiement semestriel )

03/11/2026

Prospectus brochure de l'obligation Banco Macro S.A US05963GAH11 en USD 6.75%, échéance 03/11/2026

150 000 USD

400 000 000 USD

05963GAH1

N/A

Ca ( Défaut imminent, avec peu d'espoir de recouvrement )

04/11/2026 ( Dans 146 jours )

Banco Macro S.A. est une banque privée argentine offrant une large gamme de services financiers aux particuliers et aux entreprises, dont des services de dépôts, de prêts, de cartes de crédit et de gestion de patrimoine.

Banco Macro S.A. a émis une obligation (US05963GAH11, CUSIP 05963GAH1) de 400 000 000 USD, au taux d'intérêt de 6,75%, échéant le 03/11/2026, avec un prix actuel de marché de 100%, payable en USD, une taille minimale d'achat de 150 000 USD, une fréquence de paiement semestrielle, et une notation Moody's de Ca.

PRICING SUPPLEMENT
(TO OFFERING CIRCULAR DATED NOVEMBER 4, 2016)

BANCO MACRO S.A.
(incorporated in the Republic of Argentina)
US$400,000,000
6.750% Subordinated Resettable Notes due 2026
This Pricing Supplement relates to a series of notes (the "Notes") to be issued under our global medium-term note program for the issuance of
Notes in one or more series up to an aggregate principal amount at any time outstanding of US$1,000,000,000. This Pricing Supplement is supplementary to,
and should be read in conjunction with, the accompanying Offering Circular dated November 4, 2016 relating to our global medium-term note program. To
the extent that information contained in this Pricing Supplement is not consistent with the accompanying Offering Circular, this Pricing Supplement will be
deemed to supersede the accompanying Offering Circular with respect to the Notes offered hereby.
We will pay interest on the Notes on May 4 and November 4of each year, beginning on May 4, 2017. The Notes will mature on November 4 ,
2026. The Notes will bear interest at a rate per annum equal to 6.750% from November 4 , 2016 to, but excluding, November 4, 2021 (the "Reset
Date"). From and after the Reset Date to, but excluding, the date of maturity or earlier redemption date of the Notes, the Notes will bear interest at the rate
per annum equal to the sum of (i) a benchmark reset rate set forth herein plus (ii) 546.3 basis points.
Subject to the prior authorization of the Argentine Superintendency of Financial Institutions or any other Argentine governmental agency, as then
required, we will have the right, at our option, to redeem the Notes, in whole but not in part, on the Reset Date, at a price equal to 100% of the outstanding
aggregate principal amount thereof, plus accrued and unpaid interest thereon, to but excluding, the date of redemption, together with additional amounts, if
any, subject to the rights of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date. See ``Description of the
Notes Early Redemption--Optional Redemption". At any time on or after the Reset Date, we will also have the right, at our option, to redeem the Notes, in

whole but not in part, with the prior approval of the Superintendency of Financial Institutions, or any other Argentine governmental agency, as then required,
at a price equal to 100% of the outstanding aggregate principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the date of
redemption, together with additional amounts, if any, in each case following the occurrence of specified events regarding Argentina's tax laws or other
regulations relating to capital requirements, as set forth in this Pricing Supplement. See ``Description of the Notes--Early Redemption--Optional Tax
Redemption'' and ``Description of the Notes--Early Redemption--Optional Redemption Upon Regulatory Event".
The Notes will be our subordinated and unsecured obligations, and will rank (i) junior in right of payment to all of our existing and future senior
obligations, including amounts owing to the Central Bank, (ii) pari passu in right of payment with all of our future parity obligations and (iii) senior in right
of payment to our existing and future junior obligations. The principal amount of, and accrued and unpaid interest on, the Notes is subject to reduction in
case of certain ``write-off events''. See ``Description of the Notes--Absorption of Losses; Principal/Interest Permanent Reduction.''
We have applied to have the Notes listed on the Luxembourg Stock Exchange and admitted for trading on the Euro MTF Market of the
Luxembourg Stock Exchange (the "EuroMTF"). We have also applied to have the Notes listed on the Mercado de Valores de Buenos Aires S.A.
("MERVAL") and the Mercado Abierto Electrónico S.A. (the "MAE").

Investing in the Notes involves risks. See "Risk Factors" commencing on page S-16 of this Pricing Supplement and pages I-5 and II-7 of
the accompanying Offering Circular.
Price: 100.000%
plus accrued interest, if any, from November 4, 2016
Delivery of the Notes in book-entry form through the facilities of The Depository Trust Company ("DTC") and its direct and indirect participants,
including Euroclear Bank S.A./N.V. ("Euroclear") and Clearstream Banking, société anonyme ("Clearstream, Luxembourg") is expected to take place on or
about November 4, 2016.
The Notes will qualify as non-convertible obligaciones negociables convertibles en acciones under Argentine Law No. 23,576 of Argentina, as
amended (the "Negotiable Obligations Law"), and will be entitled to the benefits set forth in, and subject to the procedural requirements of, such law and
Argentine Law No. 26,831 (the "Capital Markets Law") and the applicable CNV (as defined below) regulations. The Notes will not qualify for the Argentine
deposit insurance system established pursuant to Argentine Law No. 24,485, as amended, and will not benefit from the priority right granted to depositors
pursuant to Article 49(e) of Argentine Law No. 21,526, as amended (the "Financial Institutions Law"). The Notes will not be secured by any floating lien or
special guarantee nor will the Notes be guaranteed by any other means or by any other entity.
The offering of Notes under our global medium-term note program has been authorized by the Argentine securities commission (Comisión
Nacional de Valores or "CNV") pursuant to Resolution No. 18,247, dated October 6, 2016. The CNV authorization means only that the informational
requirements of the CNV have been satisfied. The CNV has not rendered any opinion in respect of the accuracy of the information contained in this Pricing
Supplement or in the accompanying Offering Circular.

We have not registered, and will not register, the Notes under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any state
securities laws. The Notes may not be offered or sold within the U.S. or to U.S. persons, except to qualified institutional buyers in reliance on the exemption
from registration provided by Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions in reliance on Regulation S under
the Securities Act. Because the Notes have not been registered, they are subject to the restrictions on resales and transfers described under "Transfer
Restrictions" in the accompanying Offering Circular. The offering of the Notes in Argentina will be made exclusively to "qualified investors," as set forth in
Resolution 662/2016 of the CNV and applicable regulations.

Joint Lead Bookrunners
Goldman, Sachs & Co. UBS Investment Bank

Local Placement Agent

Macro Securities

This Pricing Supplement is dated as of November 4, 2016

This Pricing Supplement relates to our US$400,000,000 6.750 % Subordinated Resettable Notes due 2026,
(the "Notes"), a series of "A" notes to be issued under our Global Medium-Term Note Program in an aggregate
principal amount at any time outstanding not to exceed US$1,000,000,000 or the equivalent amount in other
currencies (the "Program"). This Pricing Supplement is supplementary to, and should be read together with, the
accompanying Offering Circular prepared in connection with the Program and constitutes a prospectus for
purposes of Part IV of the Luxembourg law on prospectus securities dated July 10, 2005, as amended. The
accompanying Offering Circular includes our Annual Report on Form 20-F for the year ended December 31, 2015
(the "2015 20-F") included therein, which attaches our audited consolidated financial statements as of December
31, 2015 and 2014 and for the years ended December 31, 2015, 2014 and 2013. To the extent that information
contained in this Pricing Supplement is not consistent with the accompanying Offering Circular, this Pricing
Supplement will be deemed to supersede the accompanying Offering Circular with respect to the Notes. Unless
otherwise defined herein, capitalized terms used in this Pricing Supplement shall have the meanings given to
them in the accompanying Offering Circular. In this Pricing Supplement, unless the context requires
otherwise, references to "we," "our," "us" or "the Bank" mean Banco Macro S.A. and its consolidated
subsidiaries.
The creation of the Program was approved by resolution of our shareholders at a meeting held on April
26, 2016 and by resolution of our Board of Directors approved on August 9, 2016. The offering of the Notes
under the Program was approved by resolution of our Board of Directors passed on October 14, 2016 and
authorized by the CNV pursuant to Resolution No. 18,247, dated October 6, 2016.
We are responsible for the information contained in this Pricing Supplement and the accompanying
Offering Circular. The information in this Pricing Supplement and the accompanying Offering Circular is
based on information provided by us and other sources we believe to be reliable and is accurate only as of
the date of this Pricing Supplement, regardless of the time of delivery of this Pricing Supplement and the
accompanying Offering Circular or when any sale of the Notes occurs. This Pricing Supplement and the
accompanying Offering Circular may be used only for the purposes for which they have been published.
The information provided in this Pricing Supplement or in the accompanying Offering Circular that
relates to the Republic of Argentina ("Argentina") and its economy is based upon publicly available
information, and we do not make any representation or warranty with respect thereto. Argentina, and any
governmental agency or political subdivision thereof, does not in any way guarantee, and their credit does
not otherwise back, our obligations in respect of the Notes.
You should rely only on the information contained in this Pricing Supplement and the accompanying
Offering Circular. Neither we, nor the dealers nor the local placement agent have authorized anyone to
provide you with information that is different from the information contained in this Pricing Supplement and
the accompanying Offering Circular.
In making your decision whether to invest in the Notes, you must rely on your own examination of us
and the terms of the offering, including the merits and risks involved. You should not construe the contents
of this Pricing Supplement or the accompanying Offering Circular as legal, business or tax advice. You
should consult your own attorney, business advisor or tax advisor.
The distribution of this Pricing Supplement and the accompanying Offering Circular, or any part
thereof, and the offering, sale and delivery of the Notes in certain jurisdictions may be restricted by law. We,
the dealers and the local placement agent require persons into whose possession this Pricing Supplement or
the accompanying Offering Circular come to become familiar with and to observe such restrictions. Neither
this Pricing Supplement nor the accompanying Offering Circular constitute an offer to sell or a solicitation
of an offer to buy any Notes in any jurisdiction to any person to whom it is unlawful to make the offer or
solicitation, nor do this Pricing Supplement or the accompanying Offering Circular constitute an invitation to
subscribe for or purchase any Notes. For a description of restrictions on offers, sales and deliveries of the
Notes and on the distribution of this Pricing Supplement and the accompanying Offering Circular, see
"Transfer Restrictions" and "Plan of Distribution" in the accompanying Offering Circular and "Plan of
Distribution" in this Pricing Supplement.
S-i

The offer of the Notes shall be conducted by means of an offering that qualifies as a public offering
under Argentine law and the regulations of the CNV. In order to comply with those regulations, the
placement of the Notes in Argentina will be done in accordance with the procedure described under "Plan of
Distribution" in the accompanying Offering Circular and in this Pricing Supplement.
S-ii

TABLE OF CONTENTS
Pricing Supplement

Page

SUMMARY ................................................................................................................................................... S-1
RISK FACTORS .......................................................................................................................................... S-16
MANAGEMENT ......................................................................................................................................... S-21
BANKING REGULATIONS ...................................................................................................................... S-28
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS .................................................................................................................................... S-31
USE OF PROCEEDS ................................................................................................................................... S-39
CAPITALIZATION ..................................................................................................................................... S-40
DESCRIPTION OF THE NOTES ............................................................................................................... S-42
CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS ............................................................ S-53
CERTAIN ERISA CONSIDERATIONS .................................................................................................... S-54
PLAN OF DISTRIBUTION ........................................................................................................................ S-55
LISTING AND GENERAL INFORMATION ............................................................................................ S-65

S-iii

SUMMARY
Banco Macro S.A.
We are one of the leading banks in Argentina. With the most extensive private-sector branch network in
the country, we provide standard banking products and services to a nationwide customer base. We distinguish
ourselves from our competitors by our strong financial position and by our focus on low- and middle-income
individuals and small- and medium-sized businesses, generally located outside of the City of Buenos Aires.
We believe this strategy offers significant opportunity for continued growth in our banking business.
According to the Central Bank, as of March 31, 2016, we were ranked first in terms of branches and equity,
and third in terms of total loans and total deposits among private banks in Argentina.
As of June 30, 2016, on a consolidated basis, we had:
·
Ps.127,981.1 million (US$8,577.8 million) in total assets;
·
Ps.70,790.2 million (US$4,744.7 million) in loans to the non-financial private sector and foreign
residents;
·
Ps.90,939.8 million (US$6,095.2 million) in total deposits;
·
approximately 3.2 million retail customers and 0.1 million corporate customers; and
·
approximately 1.5 million employee payroll accounts for private sector customers and provincial
governments and 0.7 million retiree accounts.
Our consolidated net income for the year ended December 31, 2015 was Ps.5,009.9 million (US$335.8
million), representing a return on average equity 37.2% and a return on average assets of 5.8%. Our
consolidated net income for the six months ended June 30, 2016 was Ps.3,212.9 million (US$215.3 million),
representing an annualized return on average equity 36.7% and an annualized return on average assets of 5.7%.
In general, given the relatively low level of banking intermediation in Argentina currently, there are
limited products and services being offered. We are focusing on the overall growth of our loan portfolio by
expanding our customer base and encouraging them to make use of our lending products. We have a holistic
approach to our banking business; we do not manage the Bank by segments or divisions or by customer
categories, by products and services, by regions, or by any other segmentation for the purpose of allocating
resources and assessing profitability. We offer savings and checking accounts, credit and debit cards, consumer
finance loans and other credit-related products and transactional services available to our individual customers
and small- and medium-sized businesses through our branch network. We also offer Plan Sueldo payroll
services, lending, corporate credit cards, mortgage finance, transaction processing and foreign exchange. In
addition, our Plan Sueldo payroll processing services for private companies and the public sector give us a
large and stable customer deposit base.
Our Competitive Strengths
We believe we are well positioned to benefit from opportunities created by the economic and business
environment in Argentina. Our competitive strengths include the following:
·
Strong financial position. As of June 30, 2016, we had excess capital of Ps.9,013.5 million (22.5%
capitalization ratio). See "Capitalization" in this Pricing Supplement. Our excess capital is aimed at
supporting growth, and consequently, a higher leverage of our balance sheet.
·
Consistent profitability. As of June 30, 2016, we had obtained profitability for the last 58
consecutive quarters, the only bank with such a track record in Argentina, with a return on average
equity of 33.3%, 33.4% and 37.2% for the years ended December 31, 2013, 2014 and 2015
compared to 29.5%, 32.7% and 32.4%, respectively, for the Argentine banking system as a whole.
As of June 30, 2016, our annualized return on average equity was 36.7% compared with 31.7% for
the Argentine banking system as a whole.

S-1

·
Strong shareholders' equity. Our shareholders' equity as of December 31, 2013, 2014 and 2015 and
June 30, 2016 as calculated under Central Bank Rules, was Ps.8,627.4 million, Ps.11,491.8 million,
Ps.15,877.6 and Ps.18,778.0 million, respectively, and our shareholders' equity under U.S. GAAP at
December 31, 2013, 2014 and 2015 was Ps.8,402.5 million, Ps.11,418.5 million and 15,873.2
million respectively.
·
Strong presence in fast-growing target customer market. We have achieved a leading position with
low- and middle-income individuals and among small- and medium-sized businesses, generally
located outside the City of Buenos Aires, which have been relatively underserved by the banking
system. Based on our experience, this target market offers significant growth opportunities and a
stable base of depositors.
·
High exposure to export-led growth. Given the geographical location of the customers we target, we
have acquired banks with a large number of branches outside of the City of Buenos Aires with the
aim of completing our national coverage. The Bank's focus is particularly on some export oriented
provinces. Most of these provinces engage in economic activities primarily concentrated in areas
such as agriculture, mining, cargo transportation, edible oils, ranching and tourism, which have
benefited from the export-driven growth in the Argentine economy.
·
Largest private-sector branch network in Argentina. With 438 branches as of June 30, 2016, we
have the most extensive branch network among private-sector banks in Argentina. We consider our
branch network to be our key distribution channel for marketing our products and services to our
entire customer base with a personalized approach. In line with our strategy, approximately 93% of
these branches are located outside of the City of Buenos Aires.
·
Loyal customer base. We believe that our customers are loyal to us due to our presence in
traditionally underserved markets and our Plan Sueldo payroll services. We have benefited from
Argentine regulations that require all employees to maintain Plan Sueldo accounts for the direct
deposit of their wages. In addition, we emphasize face-to-face relationships with our customers and
offer them personalized advice.
·
Exclusive financial agent for four Argentine provinces. We perform financial agency services for the
governments of the provinces of Salta, Jujuy, Misiones and Tucumán in northern Argentina. As a
result, each provincial government's bank accounts are held in our bank and we provide their
employees with Plan Sueldo accounts, giving us access to substantial low cost funding and a large
number of loyal customers.
·
Strong and experienced management team and committed shareholders. We are led by committed
shareholders who have transformed the Bank from a small wholesale bank to one of the strongest
and largest banks in Argentina and by a senior management team with large experience in the
banking industry.
Our Strategy
Our competitive strengths position us to better participate in the future development of the Argentine
financial system.
We operate in accordance with our sustainability policy based on five business-related strategic pillars
that impact all our clients, establishing a short-, medium- and long-term sustainability strategy. Our strategic
sustainability pillars are:
·
Financial inclusion and education: encouraging the use of banking products and accessibility,
focused on lower income sectors and the financial education of all communities.
·
Direct and indirect environmental impact: encouraging the protection of the environment and
society, both internally and in our value chain.

S-2

·
Responsibility for the wellbeing and inclusion of people: aiming to improve the quality of life of
individuals, we support the professional development of our staff and encourage diversity and
inclusion.
·
Development of small- and medium-sized companies ("Pymes") and enterprises: accompanying our
clients in the development of their businesses, offering customized products services and providing
knowledge, advice and the best customer service.
·
Transparency in all our actions: in order to create a framework of trust and credibility for all our
interest groups, in compliance with the main national and international transparency and
management responsibility standards and best practices.
Our goal is to promote the overall growth of the Bank by increasing our customer base, expanding our
loan portfolio and generating more fee income from transactional services. We achieve this goal by managing
the Bank on a holistic basis, focusing our growth strategy on the marketing and promotion of our standard
banking products and services. We have pursued our growth strategy by acquiring banks throughout
Argentina, which has enabled us to significantly expand our branch network and customer base. We have
taken advantage of the opportunities presented by the Argentine financial system to move into new locations
by acquiring banks or absorbing branches from banks liquidated by the Central Bank.
We intend to continue enhancing our position as a leading Argentine bank. The key elements of our
strategy include:
·
Focus on underserved markets with strong growth potential. We intend to continue focusing on both
low- and middle-income individuals and small- and medium-sized businesses, most of which have
traditionally been underserved by the Argentine banking system and are generally located outside
the City of Buenos Aires, where competition is relatively weaker and where we have achieved a
leading presence. We believe that these markets offer attractive opportunities given the low
penetration of banking services and limited competition.
·
Further develop branch network. We seek to further expand our branch network management model
and the development of the network by opening new branches, reinforcing the local business
opportunities and targeting the support and sale points in accordance with the specific needs of our
clients.
·
Further expand our customer base. We intend to continue growing our customer base, which is
essential to increasing interest and fee-based revenues. To attract new customers we intend to:
·
Offer medium- and long-term credit. We intend to capitalize on the increased demand for
long-term credit that we believe will accompany the expected economic growth in Argentina.
We intend to use our strong liquidity and our capital base to offer a more readily available
range of medium- and long-term credit products than our competitors.
·
Focus on corporate banking customers. Increase corporate financing by means of a wide offer
of credit and transaction products that suit each client's profile and needs.
·
Expand Plan Sueldo payroll services. We will continue to actively market our Plan Sueldo
payroll services, emphasizing the benefits of our extensive network for companies with
nationwide or regional needs.
·
Strengthen our market share in credit cards by increasing promotional activity and benefits for
clients.
·
Further expand the use of automatic channels both in customer acquisition and retail products,
increasing operational efficiency.
·
Further expand the development of the customer service support, granting them different means
to carry out financial transactions without time limits, in a total secure, simple and comfortable
manner.
·
Focus on new sustainability objectives, in line with the Bank's business, in the fundamental
areas of the Bank and further expand such initiatives.

S-3

Selected Financial And Operating Data
The following tables present selected historical financial data for us for each of the periods indicated. You
should read this information in conjunction with our consolidated financial statements and related notes and
the information under "Management's Discussion and Analysis of Financial Condition and Results of
Operations" included in this Pricing Supplement and the accompanying Offering Circular.
As more fully described in "Presentation of Financial Information" in the accompanying Offering
Circular, our consolidated financial statements are prepared in conformity with Central Bank Rules, which
differ in certain respects from U.S. GAAP. Our audited consolidated financial statements as of and for the
three years ended December 31, 2015 in the 2015 20-F included in the accompanying Offering Circular have
been reconciled to U.S. GAAP. See note 35 to our audited consolidated financial statements as of and for the
three years ended December 31, 2015 for a reconciliation of our consolidated financial statements to U.S.
GAAP.
We have derived our selected consolidated financial data as of December 31, 2014 and 2015 and for the
years ended December 31, 2013, 2014 and 2015 from our annual audited consolidated financial statements in
the 2015 20-F included in the accompanying Offering Circular, and we have derived our selected consolidated
income statement data as of and for the six months ended June 30, 2015 and 2016 from our unaudited
consolidated financial statements as of and for the six months ended June 30, 2016, included in this Pricing
Supplement. We have derived our selected consolidated balance sheet data as of June 30, 2015 from our
unaudited consolidated financial statements as of and for the six months ended June 30, 2015 not included in
this Pricing Supplement. We have derived our selected financial data as of the years ended December 31,
2011, 2012 and 2013 and for the years ended December 31, 2011 and 2012 from our audited consolidated
financial statements not included in this Pricing Supplement or in the accompanying Offering Circular.
Our financial statements as of December 31, 2014 and 2015 and for the three years ended December 31,
2015, in the 2015 20-F included in the accompanying Offering Circular, have been audited by Pistrelli, Henry
Martin y Asociados S.R.L., independent auditors, as stated in their reports appearing therein.
This Pricing Supplement contains conversions of certain peso amounts into U.S. dollars at specified
exchange rates solely for the convenience of the reader. These conversions should not be construed as
representations that the peso amounts actually represent such U.S. dollar amounts or could be converted into
U.S. dollars at the exchange rate indicated. Unless otherwise indicated, U.S. dollar amounts that have been
converted from pesos have been converted at an exchange rate of Ps.14.92 per U.S. dollar, the exchange rate in
effect on June 30, 2016, as published by the Central Bank.
Based on Communication "A" 5940 of the Central Bank, and as further explained in note 19 to the
unaudited interim financial statements as of June 30, 2016, we derecognized certain provisions related to
monetary sanctions amounting to Ps.1.468 million with retroactive effect on our 2015 financial statements.
The 2015 financial data included in the accompanying Offering Circular has not been revised to include this
adjustment. The 2015 financial data included in this Pricing Supplement has been revised to include the effects
of this adjustment.
Under Central Bank Rules, our consolidated financial statements were adjusted to account for the effects
of wholesale-price inflation in Argentina for the periods through February 28, 2003. For the periods
subsequent to February 28, 2003, the inflation adjustments were no longer applied to our consolidated
financial statements under Central Bank Rules. In reviewing our financial statements, investors should
consider that, in recent years, there have been significant changes in the prevailing prices of certain inputs and
economic indicators, such as salary cost, interest and exchange rates, however, local regulations have not
required the application of inflation adjustments to our consolidated financial statements. See "Management's
Discussion and Analysis of Financial Condition and Results of Operations--Overview--Inflation in
Argentina" included in this Pricing Supplement.
For further information, see "Presentation of Financial Information" in the accompanying Offering
Circular.

S-4

Selected Consolidated Income Statement

Six-month period

Year Ended December 31,

ended June 30,

2011

2012

2013

2014

2015(1)

2015

2016

(in thousands of pesos)

(unaudited)

Central Bank Rules:

Financial income . ... ... ... ... .... ... ... .. ... . 4,698,648 6,904,370 9,753,531 14,682,649 20,109, 123 8,747,269 13,949,822
Financial expense . ... ... ... ... .... ... ... .. ...
(1,718,721 ) (2,827,590 ) (4,021,540 ) (6,582,561 ) (8,842, 655 ) (3,935,535 ) (6,529,616 )
Gross intermediation margin . ... ... ... ... ... 2,979,927 4,076,780 5,731,991 8,100,088 11,266, 468 4,811,734 7,420,206
Provision for loan losses . ... ... ... ... .... ...
(273,224 )
(600,424 )
(540,032 )
(664,882 )
(877, 134 )
(419,001 )
(476,684 )
Service charge income . ... ... ... ... .... ... ... 1,969,173 2,644,731 3,426,324 4,655,788 6,115, 362 2,766,545 3,600,663
Service charge expense . ... ... ... ... .... ... .. (427,954 )
(685,392 )
(917,807 ) (1,215,759 ) (1,714, 833 )
(723,891 ) (1,166,006 )
Administrative expenses . ... ... ... ... .... ...
(2,488,577 ) (3,115,385 ) (4,015,356 ) (5,498,879 ) (7,225, 908 ) (3,326,073 ) (4,557,942 )
Other income . ... ... ... ... .... ... ... .. ... ... ... 190,560
196,662
253,214
351,203
409, 172
191,127
325,282
Other expense(1) . ... ... ... ... .... ... ... .. ... ... (105,839 )
(156,089 )
(143,688 )
(262,350 )
(442, 216 )
(206,126 )
(172,742 )
Minority interest in subsidiaries . ... ... ... .. (10,111 )
(13,790 )
(18,173 )
(23,492 )
(35, 359 )
(16,497 )
(25,255 )
Income tax . ... ... ... ... .... ... ... .. ... ... ... ... (657,858 )
(853,475 ) (1,332,909 ) (1,962,186 ) (2,485, 663 ) (1,139,432 ) (1,734,635 )
Net income . ... ... ... ... .... ... ... .. ... ... ... .. 1,176,097 1,493,618 2,443,564 3,479,531 5,009, 889 1,938,386 3,212,887

U.S. GAAP: (2)

--
--
Net income before extraordinary items . ... 1,198,411 1,551,994 2,479,680 3,572,933 4,947, 144
--
--
Extraordinary gain . ... ... ... ... .... ... ... .. ...
0
0
0
0
0
--
--
Less: Net income attributable to the non-
controlling interest . ... ... ... ... .... ... ... ..
(8,380 )
(14,159 )
(18,521 )
(25,424 )
(37, 299 )
--
--
Net income attributable to the controlling
interest . ... ... ... ... .... ... ... .. ... ... ... ... . 1,190,031 1,537,835 2,461,159 3,547,509 4,909, 845
--
--
__________________
Notes:--
(1) As described above, 2015 figures were adjusted to include the retroactive effects required by Communication "A"
5940. Accordingly, we derecognized provisions for monetary sanctions in other expense in the amount of Ps.1.468
million.
(2) See note 35 to our audited consolidated financial statements as of for the year ended December 31, 2015 for a
summary of significant differences between Central Bank Rules and U.S. GAAP.

S-5

Document Outline

#1">PRICING SUPPLEMENT (TO OFFERING CIRCULAR DATED NOVEMBER 4, 2016)
- #6">S
- #21">S
- #34">(i) facilities for financing investment projects (including, without limitation, facilities for financing the acquisition of fixed assets and/or the construction of facilities for the production of goods and/or services and the sale of goods and/or se...
- #34">(ii) discount of deferred payment checks, public works certifications … or any other document that may substitute such certifications -, authorized invoices and promissory notes issued to clients that are small, medium and micro enterprises, in an amo...
- #34">(iii) acquisition of consumer loans by assignment or discount, of facilities extended to consumers of financial services or of claims under trusts whose trust assets are … mainly … those facilities extended by financial institutions not subject to the...
- #34">(iv) microcredits extended to micro-entrepreneurs meeting certain requirements. In addition, credits may be extended to micro-entrepreneurs for the acquisition of consumer goods or services;
- #34">(v) loans extended to individuals at an annual nominal interest rate of up to 22% for the first year and as from the second year, if such rate is no longer applied, at a floating rate not exceeding the private banks BADLAR in pesos plus 150 basis poi...
- #34">(vi) mortgage loans extended to individuals for the purchase, construction or expansion of dwelling houses, at an annual nominal interest rate of up to 22% for the first year and as from the second year, if such rate is no longer applied, at a floatin...
- #34">(vii) financial assistance provided to individuals and/or entities in emergency-declared areas as a result of natural disaster, which may represent up to 15% of the Quota;
- #34">(viii) facilities extended to out-of-scope entities, including facilities extended to financial institutions not subject to these regulations and/or to companies providing financial assistance via leasing transactions, to the extent the proceeds are u...
- #34">(ix) facilities extended to financial institutions the proceeds of which are allocated to providing the financial assistance referred to in item (vii) above, including any such assistance provided by other financial institutions. The institution provi...
- #35">(x) working capital financing to small, medium and micro enterprises, including new facilities, extended as form August 1, 2016, for working capital allocated to livestock farming„for the purchase and/or production of cattle, sheep, pigs, poultry, api...
- #49">(a) provide written notice to holders of the Notes via DTC and written notice to the Trustee, on the next Business Day succeeding such Write-off Event (a Write-off NoticeŽ), for information purposes stating (x) that a Write-off Event has occurred and...
- #49">(b) publish a notice on the website of the CNV and for one day on the bulletin or website of any market in which the Notes are listed or negotiated and on the website of the Luxembourg Stock Exchange, if so required, notifying the holders of Notes of:...
- #49">(c) cause the Principal/Interest Permanent Reduction to occur on the Reduction Date.
- #50">(a) to or on behalf of a holder or beneficial owner of a Note that is liable for Argentine Taxes in respect of such Note by reason of having a present or former connection with Argentina other than merely the holding or owning of such Note or the enfo...
- #50">(b) to or on behalf of a holder or beneficial owner of a Note in respect of Argentine Taxes that would not have been imposed but for the failure of the holder or beneficial owner of such Note to comply with any certification, identification, informati...
- #50">(c) to or on behalf of a holder or beneficial owner of a Note in respect of any estate, inheritance, gift, sales, transfer, personal assets or similar tax, assessment or other governmental charge;
- #50">(d) to or on behalf of a holder or beneficial owner of a Note in respect of Argentine Taxes payable otherwise than by withholding from payment of principal of, premium, if any, or interest on the Notes;
- #50">(e) to or on behalf of a holder or beneficial owner of a Note in respect of Argentine Taxes that would not have been imposed but for the fact that the holder presented such Note for payment (where presentation is required) more than 30 days after the ...
- #50">(f) any combination of items (a) to (e) above;
  - #57">(a) the Central Bank issues a resolution rejecting any standardization and restructuring plan we may submit under Section 34 of the Financial Institutions Law;
  - #57">(b) the Central Bank issues a final non-appealable resolution revoking our authorization to operate as a commercial bank under Section 44 c) of the Financial Institutions Law;
  - #57">(c) the Central Bank authorizes our restructuring in defense of our depositors in accordance with the first paragraph of Article 35 bis of the Financial Institutions Law; or
  - #57">(d) an Argentine Governmental Agency passes a law, issues a decree or takes any other measure by which we are to be capitalized with public funds, or the SSGD grants any similar financial support in conformity with Article 35 bis of the Financial Inst...
- #65">(i) to any legal entity which is a qualified investorŽ as defined in the Prospectus Directive;
- #65">(ii) to fewer than 150 natural or legal persons (other than qualified investorsŽ as defined in the Prospectus Directive), subject to obtaining the prior consent of the relevant Dealer or dealers for any such offer; or
- #65">(iii) in any other circumstances falling within Article 3(2) of the Prospectus Directive;
- #66">(a) it has only communicated or caused to be communicated and will only communicate or cause to be communicated an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 20...
- #66">(b) it has complied and will comply with all applicable provisions of the FSMA with respect to anything done by it in relation to the Notes in, from or otherwise involving the United Kingdom.
- #67">(1) Date of commencement of the offer: October 24, 2016. The offer of the Notes is subject to Rule (Norma de Carácter General) No. 336, dated June 27, 2012, issued by the Superintendency of Securities and Insurance of Chile (Superintendencia de Valore...
- #67">(2) The subject matter of this offer are securities not registered with the Securities Registry (Registro de Valores) of the SVS, nor with the Foreign Securities Registry (Registro de Valores Extranjeros) of the SVS, due to the Notes not being subject...
- #67">(3) Since the Notes are not registered in Chile there is no obligation by the issuer to make publicly available information about the Notes in Chile.
- #67">(4) The Notes shall not be subject to public offering in Chile unless registered with the relevant Securities Registry of the SVS.
- #68">(1) La oferta de los bonos comienza el 24 de octubre de 2016, y se encuentra acogida a la Norma de Carácter General N 336, de fecha 27 de junio de 2012, de la SVS.
- #68">(2) La oferta versa sobre valores no inscritos en el Registro de Valores o en el Registro de Valores Extranjeros que lleva la SVS, por lo que tales valores no están sujetos a la fiscalización de esa Superintendencia.
- #68">(3) Por tratarse de valores no inscritos en Chile no existe la obligación por parte del emisor de entregar en Chile información pública sobre los mismos.
- #68">(4) Estos valores no podrán ser objeto de oferta pública en Chile mientras no sean inscritos en el Registro de Valores correspondiente.
#1">OM.pdf
- #74">OFFERING CIRCULAR
- #74">We may offer the notes issued under this program directly or through one or more dealers that we may designate from time to time, who may purchase notes, as principal, from us for resale to investors and other purchasers at varying prices relating to ...
- #74">This offering circular is dated as of November 4, 2016
  - #88">(a) International organizations and institutions acting as official export credit agencies.
  - #88">(b) Diplomatic and consular representatives and diplomatic staff authorized in the country to the extent that such transfers are made in the exercise of their respective functions.
  - #88">(c) Representations from courts, authorities or departments, special missions, bilateral commissions or bodies established by international treaties or agreements, to which Argentina is a party, to the extent that such transfers are made in the exerci...
    - #89">(a) Sale of the direct investment.
    - #89">(b) Final liquidation of the direct investment.
    - #89">(c) Capital reduction decided by the local company.
    - #89">(d) Reimbursement of irrevocable contributions by the local company.
  - #89">(a) When the funds correspond to the collection in pesos in Argentina of credits from debts for imports assigned by the importer to a third party.
  - #89">(b) In case of investments by natural persons during their residence in Argentina, with funds contemplated under Decree No. 616/05, that subsequently were transferred abroad, as long as the Argentine financial or exchange intervening entity receives d...
  - #90">(c) When the investment is originated in funds collected in Argentina under a transaction pursuant to which the non…Argentine resident would have had access to the MULC for the repatriation of such funds at the time of collection.
  - #90">(d) Indemnifications awarded by Argentine courts in favor of non-residents.
  - #90">(i) In the case of purchases of foreign currency banknotes and foreign currency that exceed the equivalent of U.S.$2,500 per calendar month across all entities authorized to perform foreign currency transactions, the transaction may only be made by me...
  - #90">(ii) In the case of foreign currency sales to residents for the creation of portfolio investments abroad, the transfer must be made to an account or other external financial assets registered under the name of the client that must not been organized i...
    - #93">I
  - #107">(a) the offered rates for deposits in the Specified Currency having the specified Index Maturity, commencing on the next succeeding Interest Reset Date, which appear on the display designated as page LIBOR01Ž or LIBOR02,Ž as applicable, on the Reute...
  - #108">(b) the offered rates for deposits in the Specified Currency having the specified Index Maturity, commencing on the next succeeding Interest Reset Date, which appear on the display designated as page BBAM1Ž on the Bloomberg Service (or such other pag...
  - #108">(c) With respect to a LIBOR Interest Determination Date on which fewer than two offered rates for the applicable Index Maturity appear on a Reuters Screen LIBOR Page as described in (a) above, or on which no rate appears on the Bloomberg Page, as desc...
  - #114">(1) to or on behalf of a holder or beneficial owner of a note that is liable for Argentine Taxes in respect of such note by reason of having a present or former connection with Argentina other than merely the holding or owning of such note or the enfo...
  - #114">(2) to or on behalf of a holder or beneficial owner of a note in respect of Argentine Taxes that would not have been imposed but for the failure of the holder or beneficial owner of such note to comply with any certification, identification, informati...
  - #114">(3) to or on behalf of a holder or beneficial owner of a note in respect of any estate, inheritance, gift, sales, transfer, personal assets or similar tax, assessment or other governmental charge;
  - #114">(4) to or on behalf of a holder or beneficial owner of a note in respect of Argentine Taxes payable otherwise than by withholding from payment of principal of, premium, if any, or interest on the notes;
  - #114">(5) to or on behalf of a holder or beneficial owner of a note in respect of Argentine Taxes that would not have been imposed but for the fact that the holder presented such note for payment (where presentation is required) more than 30 days after the ...
  - #114">(6) any combination of items (1) to (5) above;
  - #115">(1) within 120 days after the end of each of our fiscal years (or, if later, the date on which we are required to deliver to the CNV or to the Central Bank financial statements for the relevant fiscal period), a copy of our audited consolidated balanc...
  - #115">(2) within 60 days after the end of the first three fiscal quarters of each of our fiscal years (or, if later, the date on which we are required to deliver to the CNV or to the Central Bank financial statements for the relevant fiscal period), a copy ...
  - #115">(3) within 15 days of filing the same with the SEC, an English language version of our annual audited consolidated financial statements prepared in accordance with U.S. GAAP or IFRS (or, if we are not preparing consolidated financial statements in acc...
  - #116">provided that any document required to be furnished to the Trustee (or otherwise be made available) pursuant to (1), (2) or (3) above which is filed with the SEC and publicly available on its EDGAR system will be deemed furnished to the Trustee (or ot...
  - #117">(i) we fail to pay any principal or interest (or Additional Amounts, if any) on the notes of such series on the date when it becomes due and payable in accordance with the terms thereof, and such failure continues for a period of seven days (in the ca...
  - #117">(ii) we fail duly to perform or observe any other covenant or obligation applicable to such series under the Indenture or such notes and such failure continues for a period of 30 days after written notice to that effect is received by us or by us and ...
  - #117">(iii) we or any of our Significant Subsidiaries fail to pay when outstanding interest due on or principal of any of our or such Significant Subsidiarys Indebtedness in an aggregate principal amount of at least U.S.$50,000,000 (or the equivalent there...
  - #117">(iv) one or more final judgments or decrees for the payment of money in excess of U.S.$50,000,000 (or the equivalent thereof at the time of determination) in the aggregate are rendered against us or any of our Significant Subsidiaries and are not disc...
  - #117">(v) (a) a court having jurisdiction enters a decree or order for (x) relief in respect of us or any of our Significant Subsidiaries in an involuntary case under the Financial Institutions Law, Argentine Law No. 24,522, as amended (the Bankruptcy LawŽ...
  - #117">(vi) we or any of our Significant Subsidiaries (a) commence a voluntary case under the Financial Institutions Law, the Bankruptcy Law or any other applicable bankruptcy, insolvency or other similar law now or hereafter in effect, (b) consent to the ap...
  - #117">(vii) a resolution is passed or adopted by our Board of Directors or shareholders, or an order is adopted by the Central Bank, or a ruling or judgment of a governmental entity or court of competent jurisdiction is made, that we be wound up or dissolve...
  - #118">(viii) it becomes unlawful for us to perform or comply with any of our payment obligations under the notes of such series;
  - #118">(ix) the Indenture for any reason ceases to be in full force and effect in accordance with its terms, or we deny that we have any further liability or obligation thereunder or in respect thereof; or
  - #118">(x) a moratorium is agreed or declared in respect of any of our Indebtedness;
  - #122">(i) notes theretofore canceled by the Trustee or delivered to the Trustee for cancellation;
  - #122">(ii) notes that have been called for redemption in accordance with their terms or which have become due and payable at maturity or otherwise and with respect to which monies sufficient to pay the principal thereof and any premium, interest, Additional...
  - #122">(iii) notes in lieu of or in substitution for which other notes have been authenticated and delivered pursuant to the Indenture;
  - #132">(1) It is purchasing the notes for its own account or an account with respect to which it exercises sole investment discretion and it and any such account is either (a) a qualified institutional buyer and is aware that the sale to it is being made in ...
  - #132">(2) It acknowledges that the notes have not been registered under the Securities Act or with any securities regulatory authority of any jurisdiction and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. ...
  - #132">(3) It understands and agrees that notes initially offered in the United States to qualified institutional buyers will be represented by one or more global notes and that notes offered in reliance on Regulation S will also be represented by one or mor...
  - #132">(4) It will not resell or otherwise transfer any of such notes except (a) to our company or a dealer or by, through, or in a transaction approved by a dealer, (b) within the United States to a qualified institutional buyer in a transaction complying w...
  - #132">(5) It agrees that it will give to each person to whom it transfers the notes notice of any restrictions on transfer of such notes.
  - #132">(6) It acknowledges that prior to any proposed transfer of notes (other than pursuant to an effective registration statement) the holder of such notes may be required to provide certifications relating to the manner of such transfer as provided in the...
  - #132">(7) It acknowledges that the Trustee for the notes will not be required to accept for registration transfer of any notes acquired by it, except upon presentation of evidence satisfactory to us that the restrictions set forth herein have been complied ...
  - #132">(8) It acknowledges that we, the dealers and other persons will rely upon the truth and accuracy of the foregoing acknowledgements, representations and agreements and agrees that if any of the acknowledgements, representations and agreements deemed to...
  - #134">(a) the notes must be placed through a public offering authorized by the CNV in compliance with the Capital Markets Law and General Resolution No. 622/2013, as amended, and all the CNV rules that may be applicable (the CNV RulesŽ);
  - #134">(b) the proceeds of the issue of such notes must be, pursuant to corporate resolutions authorizing the offering, applied either to (i) investments in tangible assets in Argentina, (ii) working capital in Argentina, (iii) refinancing of debt, whether a...
  - #134">(c) we must provide evidence to the CNV in the time and manner prescribed by regulations that the proceeds of the issue have been used for the purposes described in section (b).
  - #139">(i) from an account in a non-cooperative jurisdiction or from a bank account opened outside of a non-cooperative jurisdiction but owned by an entity located in a non-cooperative jurisdiction,
  - #139">(ii) to a bank account located in Argentina or to a bank account opened outside of Argentina but owned by an Argentine tax resident.