Obbligazione YPX 7% ( USP989MJBN03 ) in USD

YPX

86.5 USD ▼

Argentina

USP989MJBN03 ( in USD )

7% per anno ( pagato 2 volte l'anno)

14/12/2047

Prospetto opuscolo dell'obbligazione YPF USP989MJBN03 en USD 7%, scadenza 14/12/2047

P989MJBN0

B- ( Highly speculative )

15/12/2025 ( In 173 giorni )

YPF è la principale compagnia petrolifera e gasifera dell'Argentina, operante in esplorazione, produzione, raffinazione e commercializzazione di idrocarburi.

The Obbligazione issued by YPX ( Argentina ) , in USD, with the ISIN code USP989MJBN03, pays a coupon of 7% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 14/12/2047
The Obbligazione issued by YPX ( Argentina ) , in USD, with the ISIN code USP989MJBN03, was rated B- ( Highly speculative ) by Standard & Poor's ( S&P ) credit rating agency.

PRICING SUPPLEMENT
(TO OFFERING MEMORANDUM DATED DECEMBER 6, 2017)

YPF Sociedad Anónima
(incorporated in the Republic of Argentina)
U.S.$750,000,000 7.000% Senior Notes due 2047
Principal Amount: U.S.$750,000,000
Issue Price: 100.00% of the principal amount, plus accrued interest, if any, from December 15, 2017
Issue Date: December 15, 2017
Gross Proceeds to Company: U.S.$.750,000,000
Specified Currency: U.S. dollars

Interest Rate: 7.000% per annum.
Principal Payment: Principal on the U.S.$750,000,000 7.000% Senior Notes due 2047 (the "Notes") will be payable on December 15, 2047. At any time prior to June 15, 2047, we may at
our option, redeem the Notes, in whole, or in part, at a price equal to 100% of the principal amount plus accrued and unpaid interest, if any, to the date of redemption, plus the Applicable
Redemption Premium. On and after June 15, 2047, we may, at our option, redeem part or all of the Notes at any time prior to their final maturity, at a price equal to 100% of the principal
amount plus accrued and unpaid interest. If we undergo a change of control, we may be required to make an offer to purchase the Notes. In the event of certain developments affecting taxation,
we may redeem all, but not less than all, of the Notes.
Interest Payment: Interest on the Notes will be payable semi-annually in arrears on June 15 and December 15 of each year, commencing on June 15, 2018.
Status and Ranking: The Notes will constitute obligaciones negociables simples no convertibles en acciones under Argentine law. The Notes will constitute our unconditional and
unsubordinated general obligations and will rank at least pari passu in priority of payment with all of our present and future unsubordinated and unsecured obligations.
Listing: Application has been made for the notes to be admitted to listing on the Official List of the Luxembourg Stock Exchange and to trading on the Euro MTF Market.
Minimum Initial Subscription Amount: U.S.$10,000 and integral multiples of U.S.$1,000 in excess thereof.
Minimum Denominations: U.S.$ 10,000 and integral multiples of U.S.$1,000 in excess thereof.
Form: Global Notes (Rule 144A and Regulation S)
CUSIP Numbers:
Rule 144A: 984245 AR1
Regulation S: P989MJ BN0
ISIN Numbers:
Rule 144A: US984245AR17
Regulation S: USP989MJBN03
Settlement: The Depository Trust Company and its direct and indirect participants, including Euroclear S.A./N.V. and Clearstream Banking, société anonyme.
This Pricing Supplement is supplementary to, and should be read together with, the accompanying Offering Memorandum and our attached Annual Report on Form 20-F for the year ended
December 31, 2016, which includes our Audited Consolidated Financial Statements as of December 31, 2016, 2015 and 2014, and our Form 6-K furnished to the Securities and Exchange
Commission (the "SEC") on November 15, 2017 (which attached our Unaudited Condensed Interim Consolidated Financial Statements as of September 30, 2017). This pricing supplement and
the offering memorandum constitute a prospectus for purposes of Part IV of the Luxembourg law on prospectus for securities dated July 10, 2005, as amended.
Investing in the Notes involves significant risks. See "Risk Factors" on page S-35 of this Pricing Supplement and on page I-6 of the Offering Memorandum and see "Item 3. Key
Information--Risk Factors" in our Annual Report on Form 20-F for the year ended December 31, 2016 included therein.
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 be offered only in
transactions that are exempt from registration under the Securities Act and the securities laws of other jurisdictions. Accordingly, the Notes are being offered and sold only (1) in the United
States to qualified institutional buyers, as defined in Rule 144A under the Securities Act, and (2) outside the United States to non-U.S. persons in reliance on Regulation S under the Securities
Act. For a description of certain restrictions on resale and transfer of the Notes, see "Transfer Restrictions" in the Offering Memorandum and "Plan of Distribution" in this Pricing Supplement.
The Notes are being offered pursuant to an exemption from the requirement to publish a prospectus under Directive 2003/71/EC (as amended and supplemented from time to time, the
"Prospectus Directive"), of the European Union, and this Pricing Supplement has not been approved by a competent authority within the meaning of the Prospectus Directive.
Joint Bookrunners and Joint Lead Managers
BofA Merrill Lynch
Credit Suisse
January 4, 2018.

TABLE OF CONTENTS
Pricing Supplement

Page
Terms and Conditions of the Notes ..........................................................................................................
S-xiii
Additional Terms and Conditions of the Notes .......................................................................................
S-1
Selected Financial and Operating Data ...................................................................................................
S-3
Update of Operating and Financial Review and Prospects ....................................................................
S-7
Major Shareholders and Related Party Transactions ............................................................................
S-21
Recent Developments ................................................................................................................................
S-26
Risk Factors ...............................................................................................................................................
S-35
Update of Legal Proceedings ....................................................................................................................
S-36
Update of Regulatory Framework ...........................................................................................................
S-37
Exchange Rates ..........................................................................................................................................
S-38
Use of Proceeds ..........................................................................................................................................
S-39
Capitalization .............................................................................................................................................
S-40
Plan of Distribution ...................................................................................................................................
S-41
Transfer Restrictions .................................................................................................................................
S-49
Listing and General Information .............................................................................................................
S-51
Offering Memorandum
Introduction to Offering Memorandum ..................................................................................................
iii
Where You Can Find More Information.................................................................................................
iii
Cautionary Statement About Forward Looking Statements .................................................................
iii
Presentation of Financial Information .....................................................................................................
iv
Anti-Money Laundering Regulations ......................................................................................................
iv
Exchange Rates ..........................................................................................................................................
ix
Foreign Exchange Regulations .................................................................................................................
x
Part I: Information Relating To Our Global Medium Term Note Program
Summary of the Program .........................................................................................................................
I-2
Risk Factors ...............................................................................................................................................
I-6
Use of Proceeds ..........................................................................................................................................
I-9
Description of the Notes ............................................................................................................................
I-10
Clearing and Settlement ............................................................................................................................
I-36
Transfer Restrictions .................................................................................................................................
I-40
Taxation ......................................................................................................................................................
I-42
Certain ERISA Considerations ................................................................................................................
I-55
Enforceability of Civil Liabilities .............................................................................................................
I-56
Plan of Distribution ...................................................................................................................................
I-57
Legal Matters .............................................................................................................................................
I-61
Part II: Additional Information Relating to YPF Sociedad Anónima
Annual Report on Form 20-F for the year ended December 31, 2016, filed with the SEC on April
7, 2017 .........................................................................................................................................................
II-1
Unaudited Condensed Interim Consolidated Financial Statements as of September 30, 2017, as
furnished to the SEC on Form 6-K on November 15, 2017 ....................................................................
II-2
S-i

This Pricing Supplement relates to our U.S.$750,000,000 7.000% Senior Notes due 2047, Series LIV,
which are a series of notes to be issued under our Global Medium-Term Note Program authorized by resolution of
the CNV 18,974 dated November 27, 2017, in an aggregate principal amount at any time outstanding not to exceed
U.S.$10,000,000,000 or the equivalent amount in other currencies (the "Program"). This Pricing Supplement is
supplemental to, and should be read together with, the accompanying Offering Memorandum and our Annual Report
on Form 20-F for the year ended December 31, 2016 (the "2016 20-F"), which includes our audited consolidated
financial statements as of December 31, 2016, 2015 and 2014 (our "Audited Consolidated Financial Statements"),
and our Form 6-K furnished to the SEC on November 15, 2017, which attached our Unaudited Condensed Interim
Consolidated Financial Statements as of and for the nine months ended September 30, 2017 (the "September 2017
6-K"). To the extent that information contained in this Pricing Supplement is not consistent with the Offering
Memorandum, this Pricing Supplement will be deemed to supersede the Offering Memorandum 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 Offering Memorandum. In this Pricing Supplement, we use the terms "YPF," the "Company,"
"we," "our" and "us" to refer to YPF Sociedad Anónima and its controlled companies; "YPF Sociedad Anónima"
and "YPF S.A." refer to YPF Sociedad Anónima alone.
The creation of the Program was approved by resolution of our shareholders at a meeting held on January
8, 2008 and by resolution of our Board of Directors approved on February 6, 2008. The size of the Program was
most recently increased to U.S.$10,000,000,000 by resolution of our shareholders at a meeting held on April 29,
2016 and by resolution of our Board of Directors dated May 10, 2016. In addition, the term of the Program was
extended for five years from October 25, 2017 by our shareholders at a meeting held on April 28, 2017 and in a
meeting of our Board of Directors held on June 7, 2017.
The issuance of the Notes and the subdelegation of powers for certain of the Company's officers was
approved by our Board of Directors at a meeting held on November 8, 2017.
The offering of the Notes was authorized by resolution of the Comisión Nacional de Valores (the
Argentinean National Securities Commission or the "CNV") dated December 6, 2017. This authorization
means only that the applicable information requirements have been met. The CNV has not rendered any
opinion in respect of the accuracy of the information contained in this Pricing Supplement or the Offering
Memorandum. We are responsible for the information contained in this Pricing Supplement or the Offering
Memorandum. The information in this Pricing Supplement or the Offering Memorandum 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 Offering
Memorandum or when any sale of the Notes occurs. This Pricing Supplement and the Offering
Memorandum may be used only for the purposes for which they have been published.
We are a stock corporation (sociedad anónima) incorporated on June 2, 1977 under the laws of Argentina
and the liability of our shareholders is limited to their subscribed and paid-in capital under Argentine General
Corporations Law No. 19,550, as amended (the "Argentine Corporations Law"). Prospective purchasers
acknowledge and agree that neither our shareholders, nor our affiliates or subsidiaries, will be liable for any
obligation under the Notes.
We have not, and the initial purchasers have not, authorized anyone to provide you with any other
information, and we and the initial purchasers take no responsibility for any other information that anyone else may
provide you. We are not, and the initial purchasers are not, making an offer of these securities in any jurisdiction
where the offer is not permitted. You should not assume that the information contained in this Pricing Supplement
is accurate as of any date other than the date of this Pricing Supplement.
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 Offering Memorandum as legal, business, financial or tax advice. You should consult
your own advisors as needed to make your investment decision and to determine whether you are legally permitted
to purchase the securities under applicable legal investment or similar laws or regulations. You should be aware that
you may be required to bear the financial risks of an investment in the Notes for an indefinite period of time.
S-ii

The Notes will constitute obligaciones negociables simples no convertibles en acciones under the
Argentine Negotiable Obligations Law No. 23,576, as amended by Argentine Law No. 23,962 (the "Negotiable
Obligations Law"), will be entitled to the benefits set forth therein and subject to the procedural requirements
established therein and in Law No. 26,831 and the applicable CNV resolutions.
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 through a book-building process, in accordance with applicable CNV rules. See
"Plan of DistributionArgentinaPlacement Efforts."
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. Nothing contained in this Pricing
Supplement or the accompanying Offering Memorandum is, or shall be relied upon as, a promise or representation
by the initial purchasers as to the past or future. The initial purchasers assume no responsibility for the accuracy or
completeness of any such information.
The initial purchasers participating in this offering may engage in transactions that stabilize, maintain or
otherwise affect the price of the Notes, including over-allotment, stabilizing and short-covering transactions in the
Notes, and the imposition of a penalty bid during and after this offering of the Notes. Such stabilization, if
commenced, may be discontinued at any time. For a description of these activities, see "Plan of Distribution."
The modifications or replacements of certain items in the accompanying Offering Memorandum included
in this Pricing Supplement do not affect respective rights of holders of other series of notes issued under the
Program.
S-iii

COMPANY OVERVIEW
This overview highlights and updates certain relevant information in the accompanying Offering Memorandum
(including our 2016 20-F). This overview does not purport to be complete and may not contain all of the
information that is important or relevant to you. Before investing in the Notes, you should read this Pricing
Supplement and the accompanying Offering Memorandum carefully for a more complete understanding of our
business and the offering, including: our Audited Consolidated Financial Statements, Unaudited Condensed Interim
Consolidated Financial Statements and related notes included elsewhere in this Pricing Supplement; the sections
entitled "Risk Factors" included in the accompanying Offering Memorandum and in the 2016 20-F; and the section
entitled "Update of Operating and Financial Review and Prospects" in this Pricing Supplement.

Overview
We are Argentina's leading energy company, operating a fully integrated oil and gas chain with leading
market positions across the domestic upstream, downstream and gas and power segments. Our upstream operations
consist of the exploration, development and production of crude oil, natural gas and LPG. Our downstream
operations include the refining, marketing, transportation and distribution of oil and a wide range of petroleum
products, petroleum derivatives, petrochemicals, LPG and bio-fuels. Additionally, we are active in the gas
separation and natural gas distribution sectors both directly and through our investments in several affiliated
companies and in power generation through YPF Energía Eléctrica. For the nine-month periods ended September
30, 2017 and 2016, our consolidated revenues were Ps. 183,199 million and Ps. 155,542 million, respectively and
net income (loss) was Ps. 710 million and Ps. (30,154) million, respectively. For the years ended December 31,
2016, 2015 and 2014, our consolidated revenues were Ps. 210,100 million, Ps. 156,136 million and Ps. 141,942
million, respectively and net income (loss) was Ps. (28,379) million, Ps. 4,426 million and Ps. 8,849 million. See
"--Selected Financial and Operating Data."
Beginning in the 1920s and until 1990, both the upstream and downstream segments of the Argentine oil
and gas industry were effectively monopolies of the Argentine government. During this period, we and our
predecessors were owned by the state, which controlled the exploration and production of oil and natural gas, as
well as the refining of crude oil and marketing of refined petroleum products. In August 1989, Argentina enacted
laws aimed at the deregulation of the economy and the privatization of Argentina's state-owned companies,
including us. Following the enactment of these laws, a series of presidential decrees were promulgated, which
required, among other things, us to sell majority interests in our production rights to certain major producing areas
and to undertake an internal management and operational restructuring program.
In November 1992, the Argentine government enacted the Privatization Law (Law No. 24,145), which
established the procedures for our privatization. In accordance with the Privatization Law, in July 1993, we
completed a worldwide offering of 160 million Class D shares that had previously been owned by the Argentine
government. As a result of that offering and other transactions, the Argentine government's ownership interest in
our capital stock was reduced from 100% to approximately 20% by the end of 1993.
In January 1999, Repsol YPF acquired 52,914,700 Class A shares (14.99% of our shares) which were
converted to Class D shares. Additionally, on April 30, 1999, Repsol YPF announced a tender offer to purchase all
outstanding Class A, B, C and D shares (the "Offer"). Pursuant to the Offer, in June 1999, Repsol YPF acquired an
additional 82.47% of our outstanding capital stock. Repsol YPF acquired additional stakes in us from minority
shareholders and other transactions in 1999 and 2000.
Repsol YPF owned approximately 99% of our capital stock from 2000 until 2008, when Petersen Energía
("PEISA") purchased 58,603,606 of our ADSs on February 21, 2008, representing 14.9% of our capital stock, from
Repsol YPF for U.S.$2,235 million. In addition, Repsol YPF granted certain affiliates of PEISA options to purchase
up to an additional 10% of our outstanding capital stock within four years. On May 20, 2008, PEISA exercised an
option to purchase shares representing 0.1% of our capital stock. Additionally, PEISA launched a tender offer to
purchase all of the shares of YPF that were not already owned by them at a price of U.S.$49.45 per share or ADS.
Repsol YPF, pursuant to its first option agreement with PEISA, had stated that it would not tender YPF shares to
S-iv

PEISA. A total of 1,816,879 shares (including Class D shares and ADSs), representing approximately 0.462% of
our total shares outstanding, were tendered. On May 3, 2011, PEISA exercised an option to acquire, from Repsol
YPF, shares or ADSs representing 10.0% of our capital stock and on May 4, 2011, Repsol YPF acknowledged and
accepted such exercise. See "--Legal and Regulatory Framework and Relationship with the Argentine
Government--The Expropriation Law" and "Item 7. Major Shareholders and Related Party Transactions" in the
2016 20-F for a detail of our current major shareholders.
On May 3, 2012, the Argentine congress passed the Expropriation Law. Among other matters, the
Expropriation Law provided for the expropriation of 51% of the share capital of YPF represented by an identical
stake of Class D shares owned, directly or indirectly, by Repsol YPF and its controlled or controlling entities. The
shares subject to expropriation, which have been declared of public interest, will be assigned as follows: 51% to the
Argentine Republic and 49% to the governments of the provinces that compose the National Organization of
Hydrocarbon Producing States. See "Item 3. Key Information--Risk Factors--Risks Relating to Argentina--The
Argentine Republic owns 51% of the shares of the Company" in the 2016 20-F. As of the date of this Pricing
Supplement, the transfer of the shares subject to expropriation from the National Executive Branch to the provinces
that compose the National Organization of Hydrocarbon Producing States was still pending. According to Article 8
of the Expropriation Law, the distribution of the shares among the provinces that accept their transfer must be
conducted in an equitable manner, considering their respective levels of hydrocarbon production and proved
reserves. To ensure compliance with its objectives, the Expropriation Law provides that the National Executive
Branch, by itself or through an appointed public entity, shall exercise all the political rights associated with the
shares subject to expropriation until the transfer of political and economic rights to the provinces that compose the
National Organization of Hydrocarbon Producing States is completed. In addition, in accordance with Article 9 of
the Expropriation Law, each of the Argentine provinces to which shares subject to expropriation are allocated must
enter into a shareholder's agreement with the federal government that will provide for the unified exercise of its
rights as a shareholder. See "--Legal and Regulatory Framework and Relationship with the Argentine
Government--The Expropriation Law," "Item 7. Major Shareholders and Related Party Transactions" and "Item 3.
Key Information--Risk Factors--Risks Relating to the Argentine Oil and Gas Business and Our Business--We face
risk relating to certain legal proceedings" in the 2016 20-F for a description of the Repsol Agreement relating to
compensation for the expropriation of 51% of the share capital of YPF owned, directly or indirectly, by Repsol.
In addition, on February 25, 2014, the Republic of Argentina and Repsol reached an agreement (the
"Repsol Agreement") in relation to compensation for the expropriation of 200,589,525 of YPF's Class D shares
pursuant to the Expropriation Law under the Repsol Agreement. Repsol accepted U.S.$5.0 billion in sovereign
bonds from the Republic of Argentina and withdrew judicial and arbitral claims it had filed, including claims against
YPF, and waived additional claims. YPF and Repsol also executed a separate agreement (the "Repsol
Arrangement") on February 27, 2014, pursuant to which YPF and Repsol each withdrew, subject to certain
exclusions, all present and future actions and/or claims based on causes occurring prior to the date of execution of
Repsol Arrangement arising from the expropriation of the YPF shares owned by Repsol pursuant to the
Expropriation Law, including the intervention and temporary possession for public purposes of YPF's shares. YPF
and Repsol agreed to withdraw reciprocal actions and claims with respect to third parties and/or pursued by them
and to grant a series of mutual indemnities, which at the time were subject to certain conditions precedent. The
Repsol Arrangement entered into force the day after Repsol notified YPF that the Repsol Agreement had entered
into force. The Repsol Agreement was ratified on March 28, 2014 at a Repsol general shareholders' meeting and
approved by the Argentine congress by Law No. 26,932 enacted by Decree No. 600/2014. On May 8, 2014, YPF
was notified of the entry into force of the Repsol Agreement. As of that date, the expropriation pursuant to the
Expropriation Law was concluded, and as a result the Republic of Argentina is definitively the owner of 51% of the
capital stock of each of YPF and YPF GAS S.A.
YPF is a corporation (sociedad anónima), incorporated under the laws of Argentina for a limited term. Our
address is Macacha Güemes 515, C1106BKK Ciudad Autónoma de Buenos Aires, Argentina and our telephone
number is (011-54-11) 5441-2000. Our legal name is YPF Sociedad Anónima and we conduct our business under
the commercial name "YPF."
S-v

Argentina Macroeconomic Conditions
On August 13, 2017, primary elections (Primarias Abiertas Simultáneas y Obligatorias (PASO)) were held, in
which candidates for the mid-term legislative elections were defined. On October 22, 2017, the legislative elections
were held. This election renewed one third of the representatives of the Senate for the next six years and half of the
representatives of the Chamber of Deputies for the next four years. Candidates representing the current federal
administration obtained the largest aggregate percentage of votes at a national level.
The official exchange rate of the Argentine peso to the U.S. dollar as of September 30, 2017 was Ps. 17.32 per
U.S. $1.00, a depreciation of approximately 9.3% compared to the exchange rate as of December 31, 2016.
According to inflation data published by INDEC in January, February, March, April, May, June, July, August,
September and October 2017, the provisional CPI increased 1.3%, 2.5%, 2.4%, 2.6%, 1.3%, 1.2%, 1.7%, 1.4%,
1.9% and 1.5% respectively. In January, February, March, April, May, June, July, August, September and October
2017, the provisional wholesale price index increased 1.5%, 1.7%, 0.9%, 0.5%, 0.9%, 1.9%, 2.6%, 1.9%, 1.0% and
1.5% respectively.
During the nine-month period ended September 30, 2017, the estimated Argentine trade balance was a deficit
of U.S.$5.2 billion resulting from exports of approximately U.S.$44.0 billion as of September 30, 2017, representing
a 0.7% increase from the same period in 2016, and total imports of approximately U.S.$49.2 billion as of September
30, 2017, representing a 17.65% decrease from the same period in 2016.
In 2017, continuing with the gradual reduction of crude oil prices in the domestic market, an agreement among
producers, refiners and MINEM was reached (the "Transitional Agreement") to attain price parity with international
markets during the course of 2017 and to sustain domestic production and protect employment in the oil and gas
sector. The agreement establishes mechanisms to adjust fuel prices in the domestic market in 2017. Pursuant to the
agreement, gas oil and gasoline prices increased by 8.0% in January 2017, and decreased by 2.6% and 0.1%,
respectively, in April 2017. On July 1, 2017, gas oil and gasoline increased respectively by 6.0% and 7.2%. Section
9 of the Transitional Agreement provided that if, at any time, the international average price of a barrel of Brent
crude oil exceeded the reference value for local crude oil of Medanito type by less than one U.S. dollar per barrel for
a period greater than 10 consecutive days, the commitments assumed by the parties to the Transitional Agreement
would be suspended, effective as of the immediately succeeding calendar month. On September 26, 2017, MINEM
informed that the conditions for the suspension of the Transitional Agreement had been satisfied on September 13,
2017, and consequently the terms of the Transitional Agreement (other than the requirements relating to the import
of crude oil and derivatives) were suspended, effective as of October 1, 2017.
On October 23, 2017, diesel, super gasoline and premium gasoline prices were increased by 9%, 10% and 12%,
respectively, and on November 2, 2017, the price of super and premium gasoline was decreased by 1.5%. On
December 1, 2017, prices of diesel and gasoline were increased.
In addition, on November 29, 2017, based on the objectives of the Ministry of Energy and Mining ("MINEM")
and at MINEM's request, companies producing natural gas in Argentina, including YPF and Energía Argentina
Sociedad Anónima ("ENARSA") entered into certain "Terms and Conditions for the Supply of Natural Gas to Gas
Distributors by Networks" (the "Terms and Conditions").
The Terms and Conditions set forth the basic policies to guarantee the adequate supply of natural gas to
Distributors, and consequently to the residential and commercial final consumers, the continuity of the gradual and
progressive reduction of subsidies. The Terms and Conditions were entered into within the framework of the
normalization process of the natural gas market, which provides that the Terms and Conditions will be effective
during the "transition period" to normalization which is currently scheduled to run through December 31, 2019.
Among other provisions, the Terms and Conditions recognize the right to transfer the cost of acquiring gas
to the tariff paid by users and consumers and establish the volume that each producer and each basin must make
available on a daily basis to the distributors (who in turn may express their lack of interest in receiving such amounts
before a certain cut-off date set forth in the Terms and Conditions) during each month. In addition, the Terms and
S-vi

Conditions: (i) set forth penalties for any party's non-compliance with their obligation to take or deliver gas, (ii) set
maximum gas prices in US dollars for each basin for the two-year period from the execution of the Terms and
Conditions, (iii) include payment guidelines for the purchases made by the distributors to the producers and (iv) they
include guidelines for early termination in the event of certain breaches by the parties. Pursuant to the Terms and
Conditions, during the transition period ENARSA assumed the obligation to supply the demand corresponding to
areas where the subsidies of residential gas consumption set forth in section 75 of Law No. 25,565 (corresponding to
the areas of lower price of residential gas charged to users and consumers) are applicable.
The Terms and Conditions constitute guidelines for all parties in the negotiation of their respective individual
agreements; however, the terms and conditions are guidelines and not obligations of the parties who entered into the
Terms and Conditions.
On October 31, 2017, the Argentine Government announced that it had submitted one bill and expects to submit
another one to the Argentine Congress in order to implement reforms to the Argentine Federal labor and tax
regimes.
The labor and social security draft reform bill intends to improve competitiveness and efficiency of the different
productive sectors, increase generation of employment, attract investment and reduce the labor costs.
The tax reforms are intended to eliminate certain of the existing complexities and inefficiencies of the Argentine
tax regime, diminish evasion, increase the coverage of income tax as applied to individuals and encourage
investment while sustaining its medium and long term efforts aim at restoring fiscal balance. The proposed reforms
are part of a larger program announced by President Macri intended to increase the competitiveness of the Argentine
economy (including by reducing the fiscal deficit) as well as employment, and diminish poverty on a sustainable
basis.
In addition, the Argentine Government has sent to Congress a bill for the reform of Law No. 26,831, Law No.
24,083 of Common Investment Funds, Law No. 20,643 on the Tax Relief Regime for Private Securities and its
amendments regarding Caja de Valores, the Negotiable Obligation Law, Law No. 27,264 of Productivity Recovery
Program and its amendments regarding the regulation of the promissory note, Law No. 25,246 and its amendments
regarding persons obliged to provide information to the Financial Information Unit among others. The reform
intends to develop the Argentine capital markets within the framework of a market with clear and transparent rules.
Given the preliminary nature of the proposed reforms and the need for congressional discussion and approval, it
is difficult to determine how we could be affected by these potential legislative reforms, but given the high
sensitivity of our industry to changes in labor and tax regulations, any such reform (if approved) could have a
material adverse effect on our business, financial condition or consolidated results of operations. See "Item 3. Key
Information--Risk Factors--Risks Relating to Argentina--The implementation of new export duties, other taxes
and import regulations could adversely affect our results" and "Certain risks are inherent in any investment in a
company operating in an emerging market such as Argentina" in the 2016 20-F.
Competitive Strengths
Largest producer, refiner and marketer of crude oil, natural gas and refined products in Argentina
Since 2012, we have launched a concerted effort of significant magnitude that managed to reverse the
decline rate that had marked the production trend of the previous 10 years. Between 2012 and 2015 the average
annual oil production grew approximately 3% while the annual average natural gas production grew approximately
6%, including the acquisition of Apache Argentina in 2014. In order to achieve these increases, we committed a
considerable amount of resources evidenced, among other elements, by the significant increase in the number of
active drilling rigs in activity to a total of 72 as of December 31, 2015. Additionally, the increase in activity resulted
in a sustained increase in well drilling and other projects, amounting to an increase of more than 100% in wells
drilled in the 2015 campaign compared to 2012. The possibility of integrating this production with the demand for
fuel and energy in the market through the downstream activities, allowed us to develop this production in line with
commercial policies that shortened the gap between domestic and international prices, contributing to the
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profitability of our projects. As of 2015, the effect of the drastic fall in international prices which began in 2014
started to permeate into the local markets, which caused us to adjust our activity by being more selective in the
execution of the projects within our vast portfolio of resources. Consequently, the number of projects executed in
2016 was more limited than in previous years, due to the aforementioned price effect, resulting in a fall in the level
of activity (drilling and work-overs equipment and number of resulting wells). We have consistently shown
indicators of the replacement of our reserves at a rate of approximately 100% which evidence our strength to
transform our prospective resources into profitable projects. In line with the above, we have shown a strong
commitment to the development of unconventional oil and gas resources, based on the enormous potential they
have. During 2016, we were able to maintain the production levels of our unconventional developments due to: (i)
the use of horizontal wells with higher production, both in oil and natural gas, and (ii) the continued use of pilot
wells, which allow for the identification of the new sweet spots for the future development of new projects.
Our downstream operations refine and distribute more refined products than any other company in
Argentina. In 2016 we accounted for more than 50% of the country's refining capacity and distributed more diesel,
gasoline, lubricants, asphalts and compressed natural gas than any other distributor in 2016, according to our latest
internal estimates. As of December 31, 2016, we had 1,547 YPF-branded service stations (including proprietary and
franchised service stations). We believe, as of December 31, 2016, this figure represented approximately 36% of
Argentina's network of gasoline service stations, and we accounted for approximately 54.9% of all sales of gasoline
and 56.1% of all sales of diesel in 2016 based on our analysis of the information published by the Secretariat of
Energy. We are one of the largest petrochemical producers in the Argentine market, offering a wide range of
products, including aromatics and fertilizers, LAB, LAS, maleic anhydride, polybutenes, methanol and solvents.
Favorably positioned as a vertically integrated player along the entire oil and gas value chain
We participate in all phases of the oil and gas value chain, including production, refining, marketing and
distribution, obtaining margins at all levels, which gives us unique flexibility in managing our portfolio in relation to
our target markets. Our oil production is aimed almost entirely at our refineries. Our gas production caters not only
to the residential sectors of the country but also the consumption of our own refineries and chemical complexes, and,
to varying degrees, the gas needs of our portfolio companies such as Compañía Mega S.A. (separating and
fractionating NGLs), Profertil S.A. (producer and marketer of fertilizers) and Refinor (refinery located in the
northwest of the country), among others. Finally, we supply natural gas to the industrial consumption sector and
electricity generation, where we have carried out new projects that supplement our energy supply in partnership with
General Electric. These generation projects will involve new ten-year contracts in very convenient terms for the
company's strategy. Fuels sold in our service stations are generally produced in our refineries and are supplemented
by fuels which we import, whenever justified by market opportunities. We believe that this effort to meet current
demand contributes to strengthening our customer base and enhances our profitability through an integrated value
chain.
Substantial portfolio of oil and gas concessions
As of December 31, 2016, we held interests in 133 production concessions and exploration permits in
Argentina, with 100% ownership interest in 75 of these. Several of our production concessions are among the most
productive in Argentina, including concessions in the Neuquina basin, which accounted for approximately 77% of
our reserves of oil and gas in 2016 in operated and non-operated concessions. In the majority of those concessions,
YPF extended them until 2026, 2027, 2042 and 2048, respectively (for additional information on those concessions
already extended, see "Item 4. Information on the Company--Exploration and Production Overview" in the 2016
20-F) The process of obtaining the extension of concessions continues according to the designed strategy of assets
valuation, which determines the timing and extent of each case. For example, we have a portfolio of mature fields,
including reservoirs under secondary recovery processes and gas reservoirs with low permeability with geologic
characteristics that are similar in many respects to those in other regions (such as those in the United States) which
have been successfully rejuvenated through the use of advanced oil recovery technologies to increase field recovery
factors or to enhance the permeability through reservoirs stimulation mechanisms. In addition, we made several
strategic acquisitions to improve our portfolio. See "-- Optimize the value of our asset portfolio". Likewise, the
strategy for increasing the value of our assets has also driven our request for new unconventional hydrocarbons
concessions or the reconversion of existing areas and permits in said concessions of the new type (for 35 years
according to Law No. 27,007 of modification of the Hydrocarbons Law).
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Approximately 73% of our total proved reserves of 1,113 mmboe as of December 31, 2016 were classified
as developed.
Extensive refining and logistics assets
We have extensive refining assets with processing capacity of almost 319,5 mbbl/d as of December 31,
2016, which we believe represents more than 50% of the country's refining capacity, according to our latest internal
estimates, and have been operating at high utilization rates. Our refining system is complex, and gives us flexibility
to shift some of our production resources toward higher value-added products. During 2016, the new Coke A unit in
La Plata refinery came into operation, reinforcing our industrial capacity both in the conversion factor and in the
greater flexibility of the system as a whole.
Our refining assets also benefit from large scale and convenient location (e.g., our La Plata refinery is the
largest in Argentina, with a capacity of 189,000 bbl/d), and they rank highly in terms of availability and
maintenance.
Notwithstanding the foregoing, on April 2, 2013, our facilities in the La Plata refinery were hit by a severe
and unprecedented storm, which caused a fire and consequently affected the Coke A and Topping C units in the
refinery. These incidents affected the crude processing capacity of the refinery for a long period of time (during
which period we benefitted from the coverage of our insurance policy). The industrial complex now has a greater
capacity for conversion and flexibility from the start-up of the Topping C in 2015 and the new Coke A in 2016. We
operated our industrial refining complexes at 91.9% of their capacity during 2016. In Argentina, we also operate a
network of multiple pipelines for the transportation of refined products with a total length of 1,801 km. We also
own 17 plants for the storage and distribution of refined products and seven LPG plants with an approximate
aggregate capacity of 1,620,000 cm. Three of our storage and distribution plants are annexed to the refineries of
Luján de Cuyo, La Plata and Plaza Huincul. Ten of our storage and distribution plants have maritime or river
connections. We operate 53 airplane refueling facilities (40 of which are wholly-owned) with a capacity of 22,500
cm, and we own 28 trucks, 123 manual fuel dispensers and 17 automatic fuel dispensers. These facilities provide a
flexible countrywide distribution system and allow us to facilitate exports to foreign markets, to the extent allowed
pursuant to government regulations. Products are shipped mainly by truck, ship or river barge.
All of our refineries are connected to pipelines that we own or in which we have a significant ownership
stake. Oil is shipped to our Luján de Cuyo refinery from Puerto Hernández by a 528 km pipeline and to our La Plata
refinery from Puerto Rosales by another 585 km pipeline. We also have a 37% stake in Oleoductos del Valle S.A.
(the company operating the oil pipeline from the Neuquina basin to Puerto Rosales).
Strong marketing brand
The "YPF" brand is widely recognized in the Argentine consumer market. Our more than 1,500 YPF-
branded service stations are located throughout Argentina's urban, suburban and rural areas with the largest country
market coverage, and we maintain marketing loyalty programs with approximately 1.5 million card members as of
December 31, 2016. We also leverage our marketing and branding power to sell industrial products, such as
lubricants, for which we held approximately 38.1% market share as of December 31, 2016, according to the
MINEM.
One of the most significant achievements of brand positioning was the introduction and consolidation of
"Infinia", the YPF brand of Premium fuels. During 2016, our Infinia gasoline product obtained approximately 61%
market share in premium gasolines. At the same time, in the diesel line, Infinia Diesel was introduced, and reached
an approximately 58% market share in Premium gas oil.
Experienced management team strengthened with executives with broad experience in the industry at
international levels
We are led by a professional team whose high capacity is recognized by the industry, both locally and
internationally, with vast experience in the areas where we conduct our business in the Argentine energy sector.
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