Obligation Aeropuertos Argentina XXI S.A. 6.875% ( USP0092MAE32 ) en USD

Aeropuertos Argentina XXI S.A.

100 % ▲

Argentine

USP0092MAE32 ( en USD )

6.875% par an ( paiement trimestriel )

31/01/2027

Prospectus brochure de l'obligation Aeropuertos Argentina 2000 S.A USP0092MAE32 en USD 6.875%, échéance 31/01/2027

150 000 USD

3 777 843 375 USD

P0092MAE3

CCC+ ( Risque élevé )

N/A

01/08/2025 ( Dans 83 jours )

Aeropuertos Argentina 2000 S.A. est une société anonyme argentine qui gère 35 aéroports du pays, principalement ceux situés dans les régions du nord-ouest et du centre-ouest, et opère dans le secteur de l'aviation.

L'Obligation émise par Aeropuertos Argentina XXI S.A. ( Argentine ) , en USD, avec le code ISIN USP0092MAE32, paye un coupon de 6.875% par an.
Le paiement des coupons est trimestriel et la maturité de l'Obligation est le 31/01/2027
L'Obligation émise par Aeropuertos Argentina XXI S.A. ( Argentine ) , en USD, avec le code ISIN USP0092MAE32, a été notée CCC+ ( Risque élevé ) par l'agence de notation Standard & Poor's ( S&P ).

Listing Memorandum

Aeropuertos Argentina 2000 S.A.
US$400,000,000
6.875% Senior Secured Notes due 2027
Issue Price: 99.888%

We are offering U.S.$400,000,000 aggregate principal amount of our 6.875% notes due 2027 (the "Notes"). The Notes will bear interest at 6.875% per annum, which
will be paid quarterly on each Payment Date (as defined herein), commencing on May 1, 2017. Principal of the Notes will be repaid in 32 quarterly installments as set
forth herein commencing on May 1, 2019. The Notes will mature on February 1, 2027.
The Notes will be our senior secured negotiable obligations and will rank pari passu with all of our existing and future senior obligations; provided, however, that
during the Existing Notes Pre-Redemption Period (as defined herein), the Notes will rank junior to the Existing Notes (as defined herein) to the extent of the value of
the Existing Notes Redemption Principal Amount (as defined herein). The Notes will be secured by the transfer and assignment in trust, in accordance with Sections
1666 to 1707 of the Argentine Civil and Commercial Code, as amended, of our right, title and interest to certain of our revenues related to the Concession Agreement,
certain amounts collectible from the Argentine National Government, and in respect of all amounts on deposit in certain trust accounts, as further described herein. The
Transferred Rights (as defined herein) that will secure our obligations under the Notes have previously been assigned and transferred to the Existing Notes Trustee (as
defined herein) under the Existing Trust (as defined herein) securing the Company's obligations under the Existing Notes; thus, payments in respect of the Transferred
Rights will flow into the Trust (as defined herein) only after the Existing Notes Indenture Trustee (as defined herein) has received sufficient funds to redeem the
Existing Notes.
We may redeem the Notes at our option, in whole or in part, at any time and from time to time, prior to the date that is 60 months prior to the maturity date of the Notes,
at a redemption price equal to the greater of 100% of the outstanding principal amount of the Notes to be redeemed and a redemption price based on a "make-whole"
premium, plus in each case accrued and unpaid interest to the date of redemption. In addition, we may redeem the Notes at our option, in whole or in part, at any time
and from time to time, beginning on the date that is 12 months prior to the maturity date of the Notes, at a redemption price equal to 100% of the outstanding principal
amount of the Notes to be redeemed, plus accrued and unpaid interest to the date of redemption. Upon the occurrence of specified events relating to Argentine tax law,
we may redeem the Notes, in whole, but not in part, at 100% of their principal amount, plus accrued and unpaid interest to the date of redemption. We may also redeem
all, but not less than all, of the Notes, solely for the purpose of refinancing the Notes, if, prior to the second anniversary of the Issuance Date, the Concession is
extended through at least February 13, 2038, at 100% of their principal amount, plus accrued and unpaid interest to the date of redemption, at the Concession Extension
Redemption Price (as defined herein); provided that notice thereof must be given within 120 days after obtaining such extension of the Concession. We may also
redeem the Notes at our option, in whole or in part, at any time and from time to time, before the fifth anniversary of the Issuance Date, with the proceeds from equity
offerings. See "Description of Notes--Redemption of the Notes--Optional Redemption," "--Optional Redemption Following Concession Extension," "--Optional
Redemption for Changes in Taxes" and "--Optional Redemption for Equity Offerings."
Application has been made to list the Notes on the Luxembourg Stock Exchange and admitted for trading in the Euro MTF Market. The Notes are listed and admitted
for trading in the Mercado de Valores de Buenos Aires S.A. ("MERVAL") and in the Mercado Abierto Electrónico S.A. ("MAE").
The Notes will constitute non-convertible notes (obligaciones negociables simples no convertibles en acciones) under the Argentine Negotiable Obligations Law No.
23,576, as amended (the "Negotiable Obligations Law"), and will be issued and placed in accordance with such law, Law No. 26,831 on Capital Markets (the
"Argentine Capital Markets Law"), Decree No. 1023/2013 implementing the Capital Markets Law, as amended and supplemented, rules issued by the Argentine
securities commission (Comisión Nacional de Valores, or "CNV") pursuant to General Resolution No. 622/2013, as amended and supplemented (the "CNV Rules"),
and any other applicable law and/or regulation of the Republic of Argentina ("Argentina"), and will have the benefits provided thereby and will be subject to the
procedural requirements therein set forth.
Investment in the Notes bears significant risks. See "Risk Factors" beginning on page 29 for a discussion of certain information that you should consider
before investing in the Notes.
The public offering of the Notes was authorized by the CNV pursuant to Resolution No. 18,427 dated December 29, 2016. The authorization of the CNV means only
that the information requirements of the CNV have been satisfied. The offer of the Notes to the public in Argentina will be made by means of a prospectus in the
Spanish language in accordance with CNV regulations containing substantially the same information as this Offering Memorandum, other than with respect to the
description of U.S. securities and tax laws that are relevant to the Notes, but in a different format (the "Argentine Offering Memorandum"). The CNV has not rendered
any opinion in respect of the accuracy of the information contained in the Argentine Offering Memorandum or this Offering Memorandum.
The Notes have not been, and will not be registered, under the U.S. Securities Act of 1933, as amended (the "Securities Act"), any state's securities laws or the
securities laws of any other jurisdiction (other than Argentina) and may not be offered or sold in the United States or to U.S. persons (as defined in Regulation
S of the Securities Act, or "Regulation S"), except in transactions exempt from, or not subject to, the registration requirements of the Securities Act.
Accordingly, the Notes are being offered and sold in the United States in reliance upon Rule 144A under the Securities Act ("Rule 144A") only to "qualified
institutional buyers" ("QIBs"), as defined in Rule 144A, or outside of the United States in reliance upon Regulation S to persons other than U.S. persons.
Prospective purchasers that are qualified institutional buyers are hereby notified that the seller of the Notes may be relying on the exemption from the
provisions of Section 5 of the Securities Act provided by Rule 144A. For a description of eligible offerees and certain restrictions on transfer of the Notes, see
"Transfer Restrictions."
Delivery of Notes to purchasers in book-entry form through the Depository Trust Company ("DTC") was made on February 6, 2017.
Joint Bookrunners
Oppenheimer & Co. Inc.
Morgan Stanley
The date of this Offering Memorandum is March 8, 2017.

TABLE OF CONTENTS
NOTICE TO INVESTORS ......................................... 1
MANAGEMENT'S DISCUSSION AND
NOTICE TO PROSPECTIVE INVESTORS
ANALYSIS OF FINANCIAL CONDITION
IN THE EUROPEAN ECONOMIC AREA ................ 2
AND RESULTS OF OPERATIONS .......................... 69
NOTICE TO PROSPECTIVE INVESTORS
BUSINESS .................................................................. 90
IN THE UNITED KINGDOM .................................... 3
REGULATORY FRAMEWORK ............................... 110
ADDITIONAL INFORMATION................................ 4
MANAGEMENT ........................................................ 129
ENFORCEMENT OF CIVIL LIABILITIES .............. 4
PRINCIPAL SHAREHOLDERS AND
FORWARD-LOOKING STATEMENTS ................... 5
GROUP STRUCTURE ............................................... 138
PRESENTATION OF FINANCIAL AND
CERTAIN RELATIONSHIPS AND
OTHER INFORMATION ........................................... 6
RELATED PARTY TRANSACTIONS ...................... 145
INDUSTRY AND OTHER DATA ............................. 9
DESCRIPTION OF NOTES ....................................... 147
SUMMARY ................................................................ 11
TRANSFER RESTRICTIONS .................................... 206
THE COMPANY ........................................................ 11
CERTAIN U.S. FEDERAL INCOME TAX
THE OFFERING ......................................................... 18
CONSIDERATIONS ................................................... 211
SUMMARY CONSOLIDATED
CERTAIN ARGENTINE TAX
FINANCIAL AND OTHER DATA ............................ 26
CONSIDERATIONS ................................................... 214
RISK FACTORS ......................................................... 29
CERTAIN ERISA CONSIDERATIONS .................... 221
USE OF PROCEEDS .................................................. 58
PLAN OF DISTRIBUTION ........................................ 223
CAPITALIZATION .................................................... 59
LISTING AND GENERAL
EXCHANGE RATE INFORMATION
INFORMATION ......................................................... 230
AND EXCHANGE CONTROLS ................................ 60
LEGAL MATTERS .................................................... 231
SELECTED CONSOLIDATED
INDEPENDENT ACCOUNTANTS ........................... 231
FINANCIAL AND OTHER DATA ............................ 66
INDEX TO FINANCIAL STATEMENTS ................. F-1

__________________
You should rely only on the information contained in this offering memorandum (this "Offering
Memorandum"). Neither we, Oppenheimer & Co. Inc. nor Morgan Stanley & Co. LLC (together with
Oppenheimer & Co. Inc., the "Initial Purchasers") have authorized anyone to provide you with information
that is different from or additional to that contained in this Offering Memorandum, and we and the Initial
Purchasers take no responsibility for any other information that others may give you. If anyone provides you
with different or additional information, you should not rely on it. You should assume that the information in
this Offering Memorandum is accurate only as of the date on the front cover of this Offering Memorandum,
regardless of time of delivery of this Offering Memorandum or any sale of the Notes. Our financial condition
and cash flows may change after the date on the front cover of this Offering Memorandum. Our business,
financial condition, results of operations and prospects may change after the date on the front cover of this
Offering Memorandum.
i

NOTICE TO INVESTORS
This Offering Memorandum does not constitute an offer to sell, or a solicitation to buy, any Note by
any person in any jurisdiction in which it is unlawful for such person to make an offer, solicitation, or sale.
Neither the delivery of this Offering Memorandum nor any sale made hereunder shall imply under any
circumstances that there has been no change in our affairs or that the information set forth in this Offering
Memorandum is correct at any date subsequent to the date of this Offering Memorandum.
The offering is being made in reliance upon an exemption from registration under the Securities Act as an
offer and sale of securities that does not involve a public offering in the United States. The Notes are subject to
restrictions on transferability and resale and may not be transferred or resold except as permitted under the Securities
Act and applicable U.S. state securities laws pursuant to registration or exemption therefrom. You should be aware
that you may be required to bear the financial risks of this investment for an indefinite period of time.
This Offering Memorandum constitutes a prospectus pursuant to the Luxembourg Law dated 10.7.2005, as
amended.
This Offering Memorandum may only be used for the purposes for which it has been published. The Initial
Purchasers make no representation or warranty, express or implied, as to the accuracy or completeness of the
information contained in this Offering Memorandum (financial, legal or otherwise) or assume no responsibility for
the accuracy or completeness of any such information. Nothing contained in this Offering Memorandum is, or shall
be relied upon as, a promise or representation by the Initial Purchasers as to the past or future. We have furnished
the information contained in this Offering Memorandum.
When making an investment decision, you must rely on your own examination of our business, the
financial information contained in this Offering Memorandum and the terms and conditions of this offering,
including the merits and risks involved. The Notes have not been recommended, approved or disapproved by any
U.S. federal or state securities commission or regulatory authority. No such authorities nor the CNV have confirmed
the accuracy or determined the adequacy of this Offering Memorandum. Any representation to the contrary may be
a criminal offense.
This Offering Memorandum contains summaries believed to be accurate with respect to certain documents,
but reference is made to the actual documents for complete information. All such summaries are subject in their
entirety to this reference. You may obtain copies of this Offering Memorandum and of our Consolidated Financial
Statements (as defined herein) upon written request at Honduras 5663, C1414BNE, City of Buenos Aires,
Argentina, Attention: Administration and Finances Management, telephone number (+54-11) 4852-6900, facsimile
number (+54-11) 4852-6932, or at Suipacha 268, 12th floor, C1008AAF, City of Buenos Aires, Argentina,
telephone number (+54-11) 4321-7500, facsimile number (+54-11) 4321-7555. In addition, a substantially similar
version of this Offering Memorandum and our Consolidated Financial Statements are available in Spanish on the
CNV's webpage (http://www.cnv.gov.ar). Such substantially similar version of this Offering Memorandum in
Spanish has not been provided to and has not been reviewed by, the Luxembourg Stock Exchange.
After having made all reasonable inquiries, we confirm that we accept responsibility for the information we
have provided in this Offering Memorandum and assume responsibility for the correct reproduction of the
information contained herein. We, having taken all reasonable care to ensure that such is the case, confirm that the
information contained in this Offering Memorandum is, to the best of our knowledge, in accordance with the facts
and contains no omission likely to make this Offering Memorandum misleading.
You must (i) comply with all applicable laws and regulations in effect in any jurisdiction in connection
with the possession or distribution of this Offering Memorandum and the purchase, offer or sale of the Notes, and
(ii) obtain any required consent, approval or permission for your purchase, offer or sale of the Notes under the laws
and regulations applicable to you in effect in any jurisdiction to which you are subject or in which you make such
purchases, offers or sales, and neither we nor the Initial Purchasers have any responsibility therefor.
You acknowledge that:
1

you have been afforded an opportunity to request from us and to review all additional information
that you consider to be necessary to verify the accuracy of or to supplement the information
contained in this Offering Memorandum;

you have not relied on the Initial Purchasers or any agent or representative of or any person
affiliated with the Initial Purchasers in connection with your investigation of the accuracy of such
information or your investment decision; and

no person has been authorized to give any information or to make any statements about us or the
Notes that are inconsistent with this Offering Memorandum. If any other information is given or
statements are made, it should not be considered as having been authorized by us or the Initial
Purchasers.
--------------------------------
Pursuant to the provisions of the Argentine Capital Markets Law, issuers of securities, together with the
members of their board of directors and supervisory committee, with respect to matters within their competence, the
offerors of such securities, with respect to the information concerning securities, and the persons who signed the
Argentine offering memorandum related to a public offering of securities in Argentina, are liable for all information
included in the offering memorandum filed with the CNV. The entities who participate as initial purchasers for the
purchase or sale of securities by means of a public offering in Argentina shall carefully review the information
contained in the offering memorandum, and experts or third parties who render an opinion on certain information
contained therein shall only be liable for the information on which they rendered such an opinion.
The issuance of the Notes and their terms and conditions were authorized at a meeting of our shareholders
held on November 30, 2016, and by resolution of our board of directors approved on December 2, 2016.
In connection with the issuance of the Notes, the Initial Purchasers (or persons acting on their behalf) may
over allot Notes or effect transactions in order to support the market price of the Notes at a level higher than that
which might otherwise prevail. However, there is no assurance that the Initial Purchasers (or persons acting on their
behalf) will undertake such stabilization activities. Such stabilization activities, if commenced, may be discontinued
at any time and, if commenced, must be brought to an end after a limited period time. Any stabilization activities
will be undertaken in accordance with the Argentine Capital Markets Law, the CNV Rules and other applicable laws
and regulations. See "Plan of DistributionStabilization Transactions."
--------------------------------
See "Risk Factors," for a description of certain risk factors relating to an investment in the Notes,
including information about our business. We, the Initial Purchasers, or any of our or their representatives
are not conveying to you any information regarding the legality of your investment under applicable legal
investment or similar laws. You should not construe anything in this Offering Memorandum as legal,
business or tax advice. You should consult with your own advisors as to the legal, tax, business, financial and
related aspects of a purchase of the Notes.
--------------------------------
NOTICE TO PROSPECTIVE INVESTORS IN THE EUROPEAN ECONOMIC AREA
This Offering Memorandum has been prepared on the basis that any offer of notes in any Member State of
the European Economic Area (each, a "Member State") will be made pursuant to an exemption under the Prospectus
Directive from the requirement to publish a prospectus for offers of notes. Accordingly, any person making or
intending to make an offer in that Member State of Notes which are the subject of the offering contemplated in this
Offering Memorandum may only do so in circumstances in which no obligation arises for the Issuer or any of the
Initial Purchasers to publish a prospectus pursuant to Article 3 of the Prospectus Directive, in each case, in relation
to such offer. Neither the Issuer nor the Initial Purchasers have authorized, nor do they authorize, the making of any
2

offer of Notes in circumstances in which an obligation arises for the Issuer or the Initial Purchasers to publish a
prospectus for such offer. The expression "Prospectus Directive" means Directive 2003/71/EC (as amended,
including by Directive 2010/73/EU), and includes any relevant implementing measure in the Member State.
--------------------------------
NOTICE TO PROSPECTIVE INVESTORS IN THE UNITED KINGDOM
This Offering Memorandum is for distribution only to and directed only at persons who (i) have
professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the "Financial Promotion Order"), (ii) are persons falling
within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial
Promotion Order, or (iii) are outside the United Kingdom (all such persons together being referred to as "relevant
persons"). This Offering Memorandum is directed only at relevant persons and must not be acted on or relied on by
persons who are not relevant persons. Any investment or investment activity to which this Offering Memorandum
relates is available only to relevant persons and will be engaged in only with relevant persons.
For additional information for investors in certain countries, see "Plan of Distribution" and "Transfer
Restrictions."

3

ADDITIONAL INFORMATION
For so long as any Notes are "restricted securities" within the meaning of Rule 144A(a)(3) under the
Securities Act, we will, during any period in which we are neither subject to Section 13 or 15(d) of the U.S.
Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor exempt from reporting pursuant to Rule
12g3-2(b) thereunder, provide to any holder or beneficial owner of such restricted securities or to any prospective
purchaser of such restricted securities designated by such holder or beneficial owner or to the Indenture Trustee (as
defined herein) for delivery to such holder, beneficial owner or prospective purchaser, in each case upon the request
of such holder, beneficial owner, prospective purchaser or the Indenture Trustee, the information required to be
provided by Rule 144A(d)(4) under the Securities Act.
We are required to periodically furnish certain information in Spanish with the CNV, MERVAL and MAE,
including quarterly and annual reports and notices of material events (hechos relevantes). All such reports and
notices are available at the website of the CNV (http://www.cnv.gob.ar), the website of MERVAL
(http://www.bolsar.com) and the website of MAE (http://www.mae.com.ar). The documents filed with the CNV,
MERVAL and MAE are not a part of this Offering Memorandum and are not incorporated by reference herein.
ENFORCEMENT OF CIVIL LIABILITIES
We are organized under the laws of Argentina, and all of our directors, officers and most of our controlling
persons named in this Offering Memorandum reside outside the United States. In addition, all of our assets (other
than certain offshore accounts) and a substantial portion of the assets of these persons are located in Argentina. As a
result, it may not be possible for investors to effect service of process outside Argentina upon any of our directors or
officers, or to enforce against us or such parties in United States courts judgments predicated solely upon the civil
liability provisions of the federal securities laws of the United States or other non-Argentine laws. In addition, M. &
M. Bomchil Abogados, our Argentine counsel, has advised us that there is doubt as to whether the courts of
Argentina would enforce in all respects, to the same extent and in as timely a manner as a U.S. or other non-
Argentine court, an original action predicated solely upon the civil liability provisions of the federal securities laws
or other non-Argentine laws; and that the enforceability in Argentine courts of judgments of U.S. or other non-
Argentine courts predicated upon the civil liability provisions of the U.S. federal securities laws or other non-
Argentine laws will be subject to compliance with certain requirements under Argentine law, including the condition
that any such judgment does not violate Argentine public policy (orden público argentino). Additional information
regarding the collectability of judgments is set forth in "Risk FactorsRisks Related to ArgentinaYou may not be
able to enforce a foreign judgment in Argentina."
The courts of Argentina may recognize and enforce foreign judgments provided that the requirements of
Argentine law are met, such as: (a) the judgment, which must be final in the jurisdiction where rendered, was issued
by a competent court in accordance with Argentine principles regarding international jurisdiction and resulting from
a personal action, or an in rem action with respect to personal property if such property was transferred to Argentine
territory during or after the prosecution of the foreign action; (b) the defendant against whom enforcement of the
judgment is sought was personally served with the summons and, in accordance with due process of law, was given
an opportunity to defend itself against such foreign action; (c) the judgment must be valid in the jurisdiction where
rendered and its authenticity must be established in accordance with the requirements of Argentine law; (d) the
judgment does not violate the principles of Argentine public policy; and (e) the judgment is not contrary to a prior or
simultaneous judgment of an Argentine court.

4

FORWARD-LOOKING STATEMENTS
This Offering Memorandum includes forward-looking statements that reflect our current views with respect
to future events. The words "expects," "intends," "anticipates," "believes," "projects," "estimates" and similar
expressions identify forward-looking statements. These forward-looking statements are based upon estimates and
assumptions made by us that, although believed to be reasonable, are subject to certain known and unknown risks
and uncertainties. These risks and uncertainties include, among others, the following:

delays or unexpected casualties related to construction under our investment plan and master
plans;

our ability to generate or obtain the requisite capital to fully develop and operate our airports;

general economic, political, demographic and business conditions in Argentina and particularly in
the geographic markets we serve;

decrease in passenger traffic;

changes in the maximum rates (as defined herein);

inflation, depreciation and devaluation of the Argentine peso;

the early termination or revocation of the Concession Agreement (as defined herein);

the buyout of the Concession Agreement by the Argentine National Government at any time after
February 13, 2018;

changes in our investment commitments or our ability to meet our obligations thereunder;

existing and future governmental regulations;

natural disaster-related losses which may not be fully insurable;

terrorism in Argentina or in international markets we serve;

potential non-performance of contractual obligations by our customers;

epidemics, pandemics and other public health crises;

our ability to collect on our accounts receivable;

changes in interest rates or foreign exchange rates; and

various other factors, including those described under "Risk Factors" herein.
All forward-looking statements contained in this Offering Memorandum are qualified in their entirety by
these risks, uncertainties and other factors. You are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of their respective dates. We disclaim any obligation or undertaking to update or
revise any forward-looking statement contained in this Offering Memorandum, whether as a result of new
information, future events or otherwise. Future events or circumstances could cause actual results to differ materially
from historical results or those anticipated.
5

PRESENTATION OF FINANCIAL AND OTHER INFORMATION
General
In this Offering Memorandum, unless otherwise indicated or the context otherwise requires, all references
to "our Company," "the Company," "we," "our," "ours," "us" or similar terms refer to Aeropuertos Argentina 2000
S.A. together with its consolidated subsidiaries.
The term "Argentine National Government" refers to the government of Argentina.
In addition, certain terms used in this Offering Memorandum related to the Notes, the collateral and the
structure of the transaction shall have the meanings ascribed to them in "Description of Notes."
Financial Statements
This Offering Memorandum includes our consolidated financial statements (the "Audited Consolidated
Financial Statements") which present our consolidated statements of financial position as of December 31, 2015,
2014 and 2013 and our consolidated statements of comprehensive income and cash flows for the years ended
December 31, 2015, 2014 and 2013; and our unaudited interim condensed consolidated financial statements which
present our consolidated statement of financial position as of September 30, 2016 and our consolidated statements of
comprehensive income and cash flows for the nine-month periods ended September 30, 2016 and 2015 (the
"Unaudited Interim Financial Statements," and together with the Audited Consolidated Financial Statements, the
"Consolidated Financial Statements").
The Audited Consolidated Financial Statements have been audited by Price Waterhouse & Co. S.R.L.
("PwC"), Buenos Aires, Argentina, a member firm of the PricewaterhouseCoopers global network, independent
accountants, whose report dated November 2, 2016 is also included in this Offering Memorandum.
The Audited Consolidated Financial Statements were prepared in accordance with the International
Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"), and
represent the comprehensive, explicit and unreserved adoption of these international standards.
The Unaudited Interim Financial Statements have been prepared in accordance with IAS 34 "Interim
Financial Reporting" and they should be read in conjunction with the Audited Consolidated Financial Statements.
The accounting principles used in the preparation of the Unaudited Interim Financial Statements are consistent with
those used in the preparation of the Audited Consolidated Financial Statements.
Our Unaudited Interim Financial Statements do not include all the information and disclosures required in
the Audited Consolidated Financial Statements and should be read in conjunction with them. Our historical results
for the nine-month period ended September 30, 2016 are not necessarily indicative of results to be expected for the
year ended December 31, 2016, or any future period. With respect to the Unaudited Interim Financial Statements,
PwC has performed the procedures for review of interim financial information described in the International
Standard for Review Engagements No. 2410 "Review of Interim Financial Information Performed by the
Independent Auditor of the Entity" (ISRE 2410) and issued a review report dated November 2, 2016, which is also
included elsewhere in this Offering Memorandum. The scope of their review is substantially less extensive than an
audit, which aims to express an opinion on a set of financial statements. Accordingly, PwC has not expressed an
audit opinion on the Unaudited Interim Financial Statements.
In accordance with IFRS, transactions in currencies other than Argentine pesos have been converted into
Argentine pesos in the financial statements at the exchange rate prevailing on the date of the transaction or valuation
when items are measured. Foreign exchange gains and losses resulting from the settlement of transaction or
measurement of assets and liabilities in foreign currency are recognized in our consolidated statements of
comprehensive income under financial results. The Argentine peso depreciated against the U.S. dollar by 32.6%,
31.1% and 52.5% in 2013, 2014 and 2015, respectively and 74.3% in the nine-month period ended September 30,
2016, based on the official exchange rates reported by the Argentine Central Bank (Banco Central de la República
6

Argentina) (the "Central Bank"). See Note 3.20 to the Audited Consolidated Financial Statements. See also "Risk
Factors--Risks Related to Argentina--Significant fluctuation in the value of the peso may adversely affect the
Argentine economy as well as our financial condition and results of operations" and "Effects of Exchange Rate
Fluctuation."
In accordance with IFRS, our Consolidated Financial Statements have not been adjusted to reflect inflation.
Inflation could affect the comparability among different periods presented in this Offering Memorandum. See Note
3.20 to our Audited Consolidated Financial Statements. See also "Risk Factors--Risk Related to Argentina--
Continuing high inflation may impact the Argentine economy and adversely affect our results of operations." The
rate of inflation during 2013, 2014 and the ten-month period ended October 31, 2015, as measured by the variations
in the Argentine consumer price index (the "CPI") according to Argentine national institute of statistics (Instituto
Nacional de Estadísticas y Censos, or the "INDEC") was 10.9%, 23.9% and 11.9%, respectively. In November
2015, the INDEC suspended the publication of the CPI. The Macri administration has released an alternative CPI
index based on data from the Autonomous City of Buenos Aires (the "City of Buenos Aires") and the Province of
San Luis and is currently working on a new inflation index. According to the most recent publicly available
information based on data from the Province of San Luis, the CPI grew by 31.6% in 2015 and the inflation rate was
6.5%, 4.2%, 2.7%, 3.0% and 3.4% in December 2015 and January, February, March and April 2016, respectively.
According to the most recent publicly available information based on data from the City of Buenos Aires, the CPI
grew by 26.9% in 2015 and the inflation rate was 3.9%, 4.1%, 4.0%, 3.3% and 6.5% in December 2015 and January,
February, March and April 2016, respectively. After implementing certain methodological reforms and adjusting
certain macroeconomic statistics on the basis of these reforms, in June 2016 the INDEC resumed its CPI
publications. According to the INDEC, Argentina's rate of inflation for May, June, July, August, September,
October and November 2016 was 4.2%, 3.1%, 2.0%, 0.2%, 1.1%, 2.4% and 1.6%, respectively. The accuracy of the
measurements of inflation by INDEC has been called into question, and the actual inflation for 2015 and previous
years could be substantially higher than that indicated by INDEC. In addition, despite recent reforms, there remains
uncertainty as to whether official data and measurement procedures sufficiently reflect inflation in the country, and
what effect these reforms will have on the Argentine economy.
Our fiscal year ends December 31. References in this Offering Memorandum to a fiscal year, such as
"fiscal year 2015," relate to our fiscal year ended on December 31 of that calendar year.
Non-IFRS Data
In this Offering Memorandum we present Adjusted EBITDA; which is not a measure of financial
performance under IFRS. We use Adjusted EBITDA as a supplemental measure of our performance. Adjusted
EBITDA is subject to certain limitations. We define Adjusted EBITDA as net income or loss plus depreciation and
amortization, total net financial income or expense and income taxes. Other companies in our industry may calculate
Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure. Because of these
limitations, Adjusted EBITDA should not be considered in isolation or as a measure of discretionary cash available
to us for investment or to meet our obligations. Investors should rely primarily on our results of operations contained
in the Audited Consolidated Financial Statements and the Unaudited Interim Financial Statements, as applicable.
Currency
The terms "U.S. dollar," "Dollar," "Dollars," "U.S. dollars," "dollar" and "dollars," "USD" and the symbol
"US$" refer to the legal currency of the United States. The terms "Argentine peso," "Argentine pesos," "Peso,"
"Pesos," "peso" and "pesos" and the symbols "Ps." and "AR$" refer to the legal currency of Argentina.
We maintain our books and records in Argentine pesos and the Consolidated Financial Statements included
in this Offering Memorandum are presented in Argentine pesos. Solely for the convenience of the reader, we have
converted certain amounts in this Offering Memorandum from Argentine pesos into U.S. dollars. Unless otherwise
indicated, we have converted Argentine peso amounts into U.S. dollars (i) as of December 31, 2015 and September
30, 2016 at the seller's exchange rate quoted by Banco de la Nación Argentina ("Banco Nación") for wire transfers
(divisas) of Ps. 13.04 and Ps. 15.31 to US$1.00, respectively, and (ii) for the year ended December 31, 2015 and for
the nine-month period ended September 30, 2016 at the daily average seller's exchange rate quoted Banco Nación
for wire transfers (divisas) of Ps. 9.27 and Ps. 14.55 to US$1.00, respectively. As a result, you should not read these
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rate conversions as representations that any amounts have been or could be converted into U.S. dollars at those or
any other exchange rates. See "Exchange Rate Information and Exchange Controls" for information regarding
exchange rates of the Argentine peso since January 1, 2011.
Rounding
Certain numerical figures (including percentage amounts) included in this Offering Memorandum have
been rounded for ease of presentation. Percentage amounts and totals included in this Offering Memorandum have,
in some cases, been calculated on the basis of such figures prior to rounding. Accordingly, certain numerical figures
may vary from those obtained by performing the same calculations using the figures in the Consolidated Financial
Statements and numerical figures shown as totals in some tables may not be an exact arithmetic aggregate of the
other figures in such tables.
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