Obligation Uruguaya 4.375% ( US760942BB71 ) en USD

Uruguaya

100 % ⇌

Uruguay

US760942BB71 ( en USD )

4.375% par an ( paiement semestriel )

27/10/2027

Prospectus brochure de l'obligation Uruguay US760942BB71 en USD 4.375%, échéance 27/10/2027

1 USD

2 100 000 000 USD

760942BB7

27/04/2026 ( Dans 77 jours )

L'Uruguay est une république parlementaire d'Amérique du Sud, connue pour son économie stable, son système démocratique robuste et sa culture riche influencée par l'Europe et l'Amérique latine.

L'Uruguay, une nation souveraine d'Amérique du Sud reconnue pour sa stabilité macroéconomique et sa gouvernance solide dans la région, a en circulation une obligation de type souverain identifiée par le code ISIN US760942BB71 (CUSIP: 760942BB7). Cette émission d'une taille totale de 2,1 milliards de dollars américains est libellée en USD, propose un taux d'intérêt annuel de 4,375% versé bi-annuellement, et arrivera à maturité le 27 octobre 2027. Actuellement cotée sur le marché à 100% de sa valeur nominale, cette obligation, dont la taille minimale d'achat est d'une unité, est un instrument de dette émis par le pays depuis son territoire.

PROSPECTUS SUPPLEMENT
TO PROSPECTUS DATED OCTOBER 19, 2015
República Oriental del Uruguay
US$400,000,000 4.375% Bonds due 2027
US$747,000,000 5.100% Bonds due 2050

Pursuant to this prospectus supplement, the Republic of Uruguay ("Uruguay") is offering 4.375% US$ Bonds
due 2027 (the "2027 Bonds") and 5.100% US$ Bonds due 2050 (the "2050 Bonds" and together with the 2027
Bonds, the "Bonds").
Maturity
Fungibility
The 2027 Bonds will mature on October 27, 2027 and
The 2027 Bonds will be a further issuance of, and will
the 2050 Bonds will mature on June 18, 2050. See
be consolidated, form a single series, and be fully
"Description of the Bonds."
fungible with Uruguay's outstanding 2027 Bonds issued
in an aggregate principal amount of US$1,700,000,000
on October 27, 2015. After giving effect to the offering,
Principal
the total amount outstanding of Uruguay's 2027 Bonds
Principal on the 2027 Bonds will be repaid in three
will be US$2,100,000,000. The 2050 Bonds will be a
nominally equal installments on October 27, 2025,
further issuance of, and will be consolidated, form a
October 27, 2026 and at maturity. Principal on the 2050
single series, and be fully fungible with Uruguay's
Bonds will be repaid in three nominally equal
outstanding 2050 Bonds issued in an aggregate principal
installments on June 18, 2048, June 18, 2049 and at
amount of US$3,200,000,000 on June 18, 2014 and
maturity.
February 26, 2015. After giving effect to the offering,
the total amount outstanding of Uruguay's 2050 Bonds
will be US$3,947,000,000.
Interest
Issuance
Interest on the 2027 Bonds will be payable in arrears on
Issued through the book-entry system of The Depository
April 27 and October 27 of each year, commencing on
Trust Company on or about July 20, 2016.
October 27, 2016. Interest on the 2050 Bonds will be
payable in arrears on June 18 and December 18 of each
year, commencing on December 18, 2016.
Status
Listing
Direct, unconditional and unsecured external
Application has been made to admit the Bonds to the
indebtedness of Uruguay.
Luxembourg Stock Exchange and to have the Bonds
admitted to trading on the Euro MTF Market of the
Luxembourg Stock Exchange.

The 2027 Bonds contain collective action clauses with provisions regarding future modifications to the
terms of debt securities issued under an indenture between Uruguay and The Bank of New York Mellon dated
October 27, 2015 (the "2015 Indenture"). Under these provisions, which differ from the terms of Uruguay's public
foreign debt issued prior to October 27, 2015 (including the 2050 Bonds), and that are described beginning on page
8 of the accompanying prospectus dated October 19, 2015, Uruguay may amend the payment provisions of any
series of debt securities (including the 2027 Bonds) and other reserve matters listed in the 2015 Indenture with the
consent of the holders of: (1) with respect to a single series of debt securities, more than 75% of the aggregate
principal amount of the outstanding debt securities of such series; (2) with respect to two or more series of debt
securities, if certain "uniformly applicable" requirements are met, more than 75% of the aggregate principal amount

of the outstanding debt securities of all series affected by the proposed modification, taken in the aggregate; or
(3) with respect to two or more series of debt securities, whether or not the "uniformly applicable" requirements are
met, more than 662/3% of the aggregate principal amount of the outstanding debt securities of all series affected by
the proposed modification, taken in the aggregate, and more than 50% of the aggregate principal amount of the
outstanding debt securities of each series affected by the proposed modification, taken individually.
The 2050 Bonds contain collective action clauses with provisions regarding future modifications to the
terms of debt securities issued under an indenture dated May 29, 2003 among Uruguay, Banco Central del Uruguay
("Banco Central"), as financial agent to Uruguay, and The Bank of New York Mellon (formerly The Bank of New
York) (the "2003 Indenture" and together with the 2015 Indenture, "the Indentures"). Under these provisions that
are described under "Description of the Bonds2050 BondsModifications"), Uruguay may amend the payment
provisions of any series of debt securities (including the 2050 Bonds issued under the 2003 Indenture) and other
reserve matters listed in the 2003 Indenture with the consent of the holders of: (1) with respect to a single series of
debt securities, 75% of the aggregate principal amount of the outstanding debt securities of such series, and (2) with
respect to two or more series of debt securities, 85% of the aggregate principal amount of the outstanding debt
securities of all series affected by the proposed modification and 662/3% in aggregate principal amount of the
outstanding debt securities of each affected series.

2027 Bonds

Per Bond(1)
Total
Public Offering Price (2) .............................................................................
107.295%
US$429,180,000
Underwriting Discount ..............................................................................
0.095%
US$380,000
Proceeds, before expenses, to Uruguay .....................................................
107.2%
US$428,800,000
_____________________
(1) As a percentage of principal amount.
(2) Plus accrued interest from April 27, 2016, to, but not including, July 20, 2016, totaling US$4,034,722.22 or US$10.0868 per US$1,000
principal amount of bonds, and any additional interest from July 20, 2016 if settlement occurs after that date.

2050 Bonds

Per Bond(1)
Total
Public Offering Price (2) .............................................................................
102.832%
US$768,155,040
Underwriting Discount ..............................................................................
0.095%
US$709,650
Proceeds, before expenses, to Uruguay .....................................................
102.737%
US$767,445,390
_____________________
(1) As a percentage of principal amount.
(2) Plus accrued interest from June 18, 2016, to, but not including, July 20, 2016, totaling US$3,386,400.00 or US$4.5333 per US$1,000 principal
amount of bonds, and any additional interest from July 20, 2016 if settlement occurs after that date.

Investing in the Bonds involves risks. See "Risk Factors and Investment
Considerations" beginning on page S-7 of this prospectus supplement.

Neither the United States Securities and Exchange Commission nor any other regulatory body has
approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus
supplement or the prospectus to which it relates. Any representation to the contrary is a criminal offense.
Any offer or sale of Bonds in any member state of the European Economic Area must be made
pursuant to an exemption under the Prospectus Directive from the requirement to publish a prospectus for
offers of Bonds.

Joint Bookrunners
Barclays
BNP PARIBAS
J.P. Morgan

The date of this prospectus supplement is July 20, 2016.

TABLE OF CONTENTS
Page
Prospectus Supplement
INTRODUCTION ..................................................................................................................................................... S-1
INCORPORATION BY REFERENCE .................................................................................................................... S-2
SCHEDULED DATA DISSEMINATION ............................................................................................................... S-2
CERTAIN DEFINED TERMS AND CONVENTIONS ........................................................................................... S-2
CROSS REFERENCE SHEET ................................................................................................................................. S-3
SUMMARY OF THE OFFERING ........................................................................................................................... S-4
RISK FACTORS AND INVESTMENT CONSIDERATIONS ................................................................................ S-7
USE OF PROCEEDS ................................................................................................................................................ S-9
DESCRIPTION OF THE BONDS .......................................................................................................................... S-10
CLEARANCE AND SETTLEMENT ..................................................................................................................... S-25
TAXATION ............................................................................................................................................................ S-29
PLAN OF DISTRIBUTION .................................................................................................................................... S-31
FORWARD-LOOKING STATEMENTS ............................................................................................................... S-37
GENERAL INFORMATION .................................................................................................................................. S-38

Prospectus

ABOUT THIS PROSPECTUS ...................................................................................................................................... 1
FORWARD-LOOKING STATEMENTS ..................................................................................................................... 1
DATA DISSEMINATION ............................................................................................................................................ 1
USE OF PROCEEDS .................................................................................................................................................... 2
DESCRIPTION OF THE SECURITIES ....................................................................................................................... 2
TAXATION ................................................................................................................................................................ 17
PLAN OF DISTRIBUTION ........................................................................................................................................ 19
OFFICIAL STATEMENTS ........................................................................................................................................ 20
VALIDITY OF THE SECURITIES ............................................................................................................................ 20
AUTHORIZED REPRESENTATIVE ........................................................................................................................ 21
WHERE YOU CAN FIND MORE INFORMATION ................................................................................................ 21

INTRODUCTION
This prospectus supplements the Republic of Uruguay's prospectus dated October 19, 2015, setting
forth in general terms the conditions of the securities of the Republic of Uruguay issued under the trust
Indentures under which the Bonds will be issued and should be read together with the 2015 Annual Report
(as defined below).
The Bonds that Uruguay issues in the United States are being offered under Uruguay's registration
statement (file no. 333-189896) filed with the United States Securities and Exchange Commission (the
"SEC") under the Securities Act of 1933, as amended (the "Securities Act") on July 11, 2013 (the "2013
Registration Statement"), as amended by the Pre-Effective Amendment No. 1 filed with the SEC on July 29, 2013
and also under Uruguay's registration statement (file no. 333-212464) filed with the SEC under the Securities Act
on July 11, 2016 (the "2016 Registration Statement" and, together with the 2013 Registration Statement, the
"Registration Statements"). The accompanying prospectus is part of the 2013 Registration Statement, which
became effective on July 30, 2013 and the 2016 Registration Statement, which became effective on July 11, 2016.
The accompanying prospectus provides you with a general description of the debt securities that Uruguay may offer.
This prospectus supplement contains specific information about the terms of the Bonds and may add or change
information provided in the accompanying prospectus. Consequently, you should read this prospectus supplement
together with the accompanying prospectus, as each contains information regarding Uruguay, the Bonds and other
matters. You can inspect these documents at the office of the SEC listed in this prospectus supplement under
"General Information--Where You Can Find More Information." Uruguay has not authorized anyone else to
provide you with different information. Uruguay and the underwriters are offering the Bonds only in jurisdictions
where it is lawful to do so.
Uruguay is furnishing this prospectus supplement and the prospectus solely for use by prospective investors
in connection with their consideration of a purchase of the Bonds. Uruguay confirms that:

the information contained in this prospectus supplement and the accompanying prospectus is true
and correct in all material respects and is not misleading;

it has not omitted other facts the omission of which makes this prospectus supplement and the
accompanying prospectus as a whole misleading; and

it accepts responsibility for the information it has provided in this prospectus supplement and the
accompanying prospectus.
The Bonds are offered for sale in the United States and other jurisdictions where it is legal to make these
offers. The distribution of this prospectus supplement and the accompanying prospectus, and the offering of the
Bonds in certain jurisdictions may be restricted by law. Persons into whose possession this prospectus supplement
and the accompanying prospectus come and investors in the Bonds should inform themselves about and observe any
of these restrictions. This prospectus supplement and the accompanying prospectus do not constitute, and may not
be used in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is
not authorized, or in which the person making such offer or solicitation is not qualified to do so, or to any person to
whom it is unlawful to make such offer or solicitation. Accordingly, no Bonds may be offered or sold, directly or
indirectly, and neither this prospectus supplement nor any offering material may be distributed or published in any
jurisdiction, except under circumstances that will result in compliance with any applicable laws and regulations and
the underwriters have represented that all offers and sales by them will be made on the same terms. Persons into
whose possession this prospectus supplement comes are required by Uruguay and the underwriters to inform
themselves about and to observe any such restriction. In particular, there are restrictions on the distribution of this
prospectus supplement and the offer or sale of Bonds in Canada, Dubai International Financial Centre, European
Economic Area ("EEA"), Switzerland and the United Kingdom, see the section entitled "Plan of Distribution."
In relation to each member state of the EEA, this offer will be made pursuant to an exemption under the
Prospectus Directive from the requirement to publish a prospectus for offers of Bonds.
This prospectus supplement has been prepared on the basis that any offer of Bonds in any member state of
the EEA (each, an "EEA Member State") will be made pursuant to an exemption under the Prospectus Directive
S-1

from the requirement to publish a prospectus for offers of Bonds. Accordingly any person making or intending to
make any offer within the EEA of Bonds which are the subject of the offering contemplated in this prospectus
supplement may only do so in circumstances in which no obligation arises for Uruguay or any of the underwriters to
publish a prospectus pursuant to Article 3 of the Prospectus Directive in relation to such offer. Neither Uruguay nor
the underwriters have authorized, nor do they authorize, the making of any offer (other than Permitted Public
Offers) of Bonds in circumstances in which an obligation arises for Uruguay or the underwriters to publish a
prospectus for such offer.
For the purposes of this provision, the expression "Prospectus Directive" means Directive 2003/71/EC (and
amendments thereto, including Directive 2010/73/EU) and includes any relevant implementing measure in the EEA
Member State.
INCORPORATION BY REFERENCE
Documents Filed with the SEC
The SEC allows Uruguay to incorporate by reference some information that Uruguay files with the SEC.
Uruguay can disclose important information to you by referring you to those documents. The following document,
which Uruguay has filed with the SEC, is considered part of and incorporated by reference in this prospectus
supplement and any accompanying prospectus with the exception of documents incorporated therein:

Uruguay's annual report on Form 18-K for the year ended December 31, 2015, filed with the SEC
on July 12, 2016 (File No. 333-07128) (the "2015 Annual Report").
Any person receiving a copy of this prospectus supplement may obtain, without charge and upon request, a
copy of the above document (including only the exhibits that are specifically incorporated by reference in it).
Requests for such document should be directed to:
República Oriental del Uruguay
c/o Ministry of Economy and Finance
Colonia 1089 Third Floor
11.100 Montevideo
República Oriental del Uruguay
Fax No: +598-2-1712-2688
Attention: Debt Management Unit
SCHEDULED DATA DISSEMINATION
Uruguay is a subscribing member of the International Monetary Fund's ("IMF") Special Data
Dissemination Standard or SDDS. See "Data Dissemination" in the accompanying prospectus. Precise dates or
"no-later-than-dates" for the release of data by Uruguay under the SDDS are disseminated in advance through the
Advance Release Calendar, which is published on the Internet under the International Monetary Fund's
Dissemination Standards Bulletin Board located at http://dsbb.imf.org. Neither the government nor the underwriters
acting on behalf of Uruguay in connection with the offer and sale of securities as contemplated in this prospectus
supplement accept any responsibility for information included on that website, and its contents are not intended to
be incorporated by reference into this prospectus supplement.
CERTAIN DEFINED TERMS AND CONVENTIONS
Currency of Presentation
Unless otherwise stated, Uruguay has converted historical amounts translated into U.S. dollars ("U.S.
dollars," "dollars" or "US$") or pesos ("pesos," "Uruguayan pesos" or "Ps.") at historical annual average exchange
rates. Translations of pesos to dollars have been made for the convenience of the reader only and should not be
construed as a representation that the amounts in question have been, could have been or could be converted into
dollars at any particular rate or at all.
S-2

CROSS REFERENCE SHEET

The following table is furnished to facilitate access to the information required by Chapters 3, 4 and 5 of
Schedule D of the Rules and Regulations of the LuxSE.

Chapter 3
See: "Exhibit 99.D to Uruguay's annual report on Form 18-K --Republic of
Uruguay" (Pages D-11 to D-15)
Chapter 4
See: "Exhibit 99.D to Uruguay's annual report on Form 18-K --Republic of
Uruguay", "--The Economy" and "--Public Sector Finances" (Pages D-11 to D-
15; D-16 to D-21 and D-58 to D-61, respectively )
Chapter 5
See: "Exhibit 99.D to Uruguay's annual report on Form 18-K --Public Sector
Finances" and " --Public Sector Debt" (Pages D-58 to D-61 and D-65 to D-75,
respectively)

S-3

SUMMARY OF THE OFFERING
The information below presents a summary of certain terms of the 4.375 % US$ Bonds due 2027 and the
5.100 % US$ Bonds due 2050. This summary must be read as an introduction to this prospectus supplement and
prospectus and any decision to invest in the Bonds should be based on a consideration of this prospectus supplement
and the accompanying prospectus as a whole, including the documents incorporated by reference. This summary
does not contain all of the information that may be important to you as a potential investor in the Bonds. You should
read the 2015 Indenture, the 2003 Indenture and the form of Bonds before making your investment decision.
Uruguay filed the Indentures and the form of Bonds with the SEC and will also file copies of these documents at the
offices of the trustee.
Issuer
The Republic of Uruguay.
Indenture
The 2027 Bonds are being issued under the 2015 Indenture.
The 2050 Bonds are being issued under the 2003 Indenture.
Principal Amount
2027 Bonds: US$400,000,000.
2050 Bonds: US$747,000,000.
Issue Price
2027 Bonds: 107.295% of the principal amount, plus accrued interest from April
27, 2016, to, but not including, July 20, 2016, totaling US$4,034,722.22, or
US$10.0868 per US$1,000 principal amount of bonds, and any additional interest
from July 20, 2016 if settlement occurs after that date.
2050 Bonds: 102.832% of the principal amount, plus accrued interest from June
18, 2016, to, but not including, July 20, 2016, totaling US$3,386,400.00, or
US$4.5333 per US$1,000 principal amount of bonds, and any additional interest
from July 20, 2016 if settlement occurs after that date.
Fungibility
The 2027 Bonds will be a further issuance of, and will be consolidated, form a
single series, and be fully fungible with Uruguay's outstanding 2027 Bonds issued
in an aggregate principal amount of US$1,700,000,000 on October 27, 2015. After
giving effect to the offering, the total amount outstanding of Uruguay's 2027
Bonds will be US$2,100,000,000.
The 2050 Bonds will be a further issuance of, and will be consolidated, form a
single series, and be fully fungible with Uruguay's outstanding 2050 Bonds issued
in an aggregate principal amount of US$3,200,000,000 on June 18, 2014 and
February 26, 2015. After giving effect to the offering, the total amount outstanding
of Uruguay's 2050 Bonds will be US$3,947,000,000.
Maturity
2027 Bonds: October 27, 2027.
2050 Bonds: June 18, 2050.
Payment of Principal
2027 Bonds: Principal will be repaid in three nominally equal installments on
October 27, 2025, October 27, 2026, and at maturity.
2050 Bonds: Principal will be repaid in three nominally equal installments on
June 18, 2048, June 18, 2049, and at maturity.
Payment of Interest
2027 Bonds: Amounts due in respect of interest will be accrued and paid
semi-annually in arrears on April 27 and October 27 of each year commencing on
October 27, 2016.
2050 Bonds: Amounts due in respect of interest will be accrued and paid
S-4

semi-annually in arrears on June 18 and December 18 of each year, commencing
on December 18, 2016.
Interest on the Bonds will be calculated on the basis of a 360-day year of
twelve 30-day months.
Form and Settlement
Uruguay will issue the Bonds in the form of one or more fully registered global
securities, without interest coupons. No Bonds will be issued in bearer form.
Denominations
Uruguay will issue the Bonds only in minimum denominations of US$1.00 and
integral multiples of US$1.00 in excess thereof.
Withholding Tax and
2027 Bonds: All payments by Uruguay in respect of the Bonds will be made
Additional Amounts
without withholding or deduction for or on account of any present or future taxes,
duties, assessments or other governmental charges of whatever nature imposed or
levied by or on behalf of Uruguay or any political subdivision or taxing authority
or agency therein or thereof having the power to tax (for purposes of this
paragraph, a "relevant tax") except as set forth in "Description of the Debt
Securities--Additional Amounts" in the accompanying prospectus.
2050 Bonds: Uruguay will make payments of principal and interest in respect of
the Bonds without withholding or deducting for or on account of any present or
future Uruguayan taxes, duties, assessments or governmental charges of whatever
nature except as set forth in "Description of the Bonds--2050 BondsAdditional
Amounts" in this prospectus supplement.
Further Issues
2027 Bonds: Uruguay may from time to time, without the consent of holders of
the debt securities of a series, create and issue additional debt securities having the
same terms and conditions as the debt securities of such series in all respects,
except for issue date, issue price and the first payment on the debt securities;
provided, however, that any additional debt securities subsequently issued shall be
issued, for U.S. federal income tax purposes, either (a) as part of the "same issue"
as the debt securities, (b) in a "qualified reopening" of the debt securities; or
(c) with no greater amount of original issue discount than the previously
outstanding debt securities as of the date of the issue of such additional debt
securities, unless such additional debt securities have a separate CUSIP, ISIN or
other identifying number from the previously outstanding debt securities. Such
additional debt securities will be consolidated with and will form a single series
with the previously outstanding debt securities.
2050 Bonds: Uruguay may without the consent of holders create and issue
additional securities with the same terms and conditions as the 2050 Bonds (or the
same except for the amount of the first interest payment) so long as the additional
securities are consolidated and form a single series with the outstanding 2050
Bonds.

Governing Law and
New York.
Jurisdiction
Settlement Date
July 20, 2016.
Listing
Application has ben made to admit the Bonds to the Luxembourg Stock Exchange
and to have the Bonds admitted to trading on the Euro MTF Market of the
Luxembourg Stock Exchange.
S-5

Taxation
For a discussion of U.S. federal tax consequences associated with the Bonds, see
"Taxation--United States Federal Taxation" in this prospectus supplement and
"Taxation" in the accompanying prospectus. For a discussion of Uruguayan tax
consequences associated with the Bonds, see "Taxation--Uruguayan Income Tax
Consequences" in this prospectus supplement and "Taxation" in the
accompanying prospectus. You should consult your own tax advisors regarding
the possible tax consequences under the laws of jurisdictions that apply to you and
to your ownership and disposition of the Bonds.
Trustee
The Bank of New York Mellon (formerly The Bank of New York).
Luxembourg Listing Agent
The Bank of New York Mellon (Luxembourg) S.A.

S-6