Obligation Uruguaya 4.375% ( US917288BK78 ) en USD

Uruguaya

100 % ▲

Uruguay

US917288BK78 ( en USD )

4.375% par an ( paiement semestriel )

23/01/2031

Prospectus brochure de l'obligation Uruguay US917288BK78 en USD 4.375%, échéance 23/01/2031

1 USD

1 866 969 670 USD

917288BK7

23/07/2026 ( Dans 164 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'Obligation émise par Uruguaya ( Uruguay ) , en USD, avec le code ISIN US917288BK78, paye un coupon de 4.375% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 23/01/2031

424B5
424B5 1 d944312d424b5.htm 424B5
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-223463

PROSPECTUS SUPPLEMENT
TO PROSPECTUS DATED MARCH 6, 2018

República Oriental del Uruguay

US$400,000,000 4.375% Bonds due 2031

Pursuant to this prospectus supplement, the Republic of Uruguay ("Uruguay") is offering US$400,000,000 4.375% Bonds due 2031 (the "Bonds").

Maturity
Fungibility
The Bonds will mature on January 23, 2031.
The Bonds will be a further issuance of, and will be consolidated, form

a single series, and be fully fungible with Uruguay's outstanding 4.375%
See "Description of the Bonds."
Bonds due 2031 issued in an aggregate principal amount of

Principal
US$1,466,969,673 on January 23 and October 2, 2019. After giving
Principal on the Bonds will be repaid in three nominally equal installments on
effect to the offering, the total amount outstanding of Uruguay's 4.375%
January 23, 2029, January 23, 2030 and at maturity.
Bonds due 2031 will be US$1,866,969,673.

Interest
Status
Interest on the Bonds will be payable in arrears on January 23 and July 23 of
Direct, general, unconditional and unsubordinated foreign debt of
each year, commencing on July 23, 2020.
Uruguay.

Bonds Optional Redemption
Issuance
Uruguay may, at its option, redeem the Bonds, in whole or in part, before
The Bonds will be issued through the book-entry system of The
maturity, on not less than 30 nor more than 60 days' notice on the terms
Depository Trust Company on or about July 2, 2020.

described under "Description of the Bonds--Bonds Optional Redemption" in
Listing
this prospectus supplement.
Application will be made to list the Bonds on the Luxembourg Stock
Exchange and to have the Bonds admitted to trading on the Euro MTF
Market of the Luxembourg Stock Exchange.

The 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 (as amended, modified and/or supplemented from time to time, the
"Indenture"). Under these provisions, which differ from the terms of Uruguay's public foreign debt issued prior to October 27, 2015 and that are described
beginning on page 10 of the accompanying prospectus dated March 6, 2018, Uruguay may amend the payment provisions of any series of debt securities
(including the Bonds) and other reserve matters listed in the 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 66 2/3 % 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.

Per Bond(1)
Total

Public Offering Price(2)

115.895%
US$463,580,000
Underwriting Discount

0.090%
US$
360,000
Proceeds, before expenses, to Uruguay

115.805%
US$463,220,000

(1)
As a percentage of principal amount.
(2)
Plus accrued interest from January 23, 2020 to, but not including, July 2, 2020, totaling US$19.323 per US$1,000 principal amount of Bonds, and
any additional interest from July 2, 2020 if settlement occurs after that date.
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5

Investing in the Bonds involves risks. See "Risk Factors and Investment Considerations" beginning on page S-8 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 (EACH, A "MEMBER
STATE") WHICH IS SUBJECT TO REGULATION (EU) 2017/1129 (THE "PROSPECTUS REGULATION") MUST BE ADDRESSED TO
QUALIFIED INVESTORS (AS DEFINED IN THE PROSPECTUS REGULATION) ("QUALIFIED INVESTORS").

Joint Book-running Managers
Citigroup

HSBC

Itaú BBA
The date of this prospectus supplement is June 24, 2020.

Table of Contents
TABLE OF CONTENTS

Page
Prospectus Supplement

INTRODUCTION
S-1
INCORPORATION BY REFERENCE
S-3
DATA DISSEMINATION
S-3
CERTAIN DEFINED TERMS AND CONVENTIONS
S-3
ENFORCEMENT OF CIVIL LIABILITIES
S-4
SUMMARY OF THE OFFERING
S-5
RISK FACTORS AND INVESTMENT CONSIDERATIONS
S-8
USE OF PROCEEDS
S-10
RECENT DEVELOPMENTS
S-11
DESCRIPTION OF THE BONDS
S-17
CLEARANCE AND SETTLEMENT
S-23
TAXATION
S-27
UNDERWRITING
S-30
FORWARD-LOOKING STATEMENTS
S-37
GENERAL INFORMATION
S-38

Prospectus

ABOUT THIS PROSPECTUS
1
FORWARD-LOOKING STATEMENTS
2
DATA DISSEMINATION
3
DESCRIPTION OF THE SECURITIES
5
TAXATION
21
PLAN OF DISTRIBUTION
23
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5
OFFICIAL STATEMENTS
25
VALIDITY OF THE SECURITIES
26
AUTHORIZED REPRESENTATIVE
27
WHERE YOU CAN FIND MORE INFORMATION
28
Table of Contents
INTRODUCTION
This prospectus supplements the Republic of Uruguay's prospectus dated March 6, 2018, setting forth in general terms the conditions of the
securities of the Republic of Uruguay issued under the Indenture under which the Bonds will be issued and should be read together with the 2019
Annual Report (as defined below), the Amendment No. 1 on Form 18-K/A to the 2019 Annual Report and any other amendments to the 2019
Annual Report.
The Bonds that Uruguay issues in the United States are being offered under (i) Uruguay's registration statement (file no. 333-223463) filed with the
United States Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended (the "Securities Act") on March 6, 2018 (the
"Registration Statement"). The accompanying prospectus is part of the Registration Statement, which became effective on April 9, 2018. 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 Argentina, Brazil, Canada, Chile, China, Luxembourg, Dubai International Financial Centre, European Economic Area ("EEA"), Hong Kong, Japan, the
Republic of Korea, Netherlands, Peru, Switzerland, Singapore, Taiwan, the United Kingdom and Uruguay, see the section entitled "Underwriting."

S-1
Table of Contents
NOTICE TO PROSPECTIVE INVESTORS IN THE EUROPEAN ECONOMIC AREA AND IN THE UNITED KINGDOM
The Bonds are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in any Member State of the European Economic Area ("EEA") or in the United Kingdom (each a "Relevant State"). For these purposes,
(a) a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended,
"MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the "Insurance Distribution Directive"), where that customer
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5
would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus
Regulation, and (b) the expression "offer" includes the communication in any form and by any means of sufficient information on the terms of the offer and
the Bonds to be offered so as to enable an investor to decide to purchase or subscribe for the Bonds.
Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or
selling the Bonds or otherwise making them available to retail investors in a Relevant State has been prepared and therefore offering or selling the Bonds or
otherwise making them available to any retail investor in a Relevant State may be unlawful under the PRIIPs Regulation.
Any distributor subject to MiFID II subsequently offering, selling or recommending the Bonds is responsible for undertaking its own target market
assessment in respect of the Bonds and determining the appropriate distribution channels for the purposes of the MiFID II product governance rules under
Commission Delegated Directive (EU) 2017/593 (the "Delegated Directive"). Neither Uruguay nor any of the underwriters make any representations or
warranties as to a distributor's compliance with the Delegated Directive.
References to Regulations or Directives include, in relation to the UK, those Regulations or Directives as they form part of UK domestic law by
virtue of the European Union (Withdrawal) Act 2018 or have been implemented in UK domestic law, as appropriate.
The above selling restriction is in addition to any other selling restrictions set out below.
NOTICE TO PROSPECTIVE INVESTORS IN THE UNITED KINGDOM
This prospectus supplement is for distribution only to persons who: (i) are outside the United Kingdom; (ii) 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 (as amended, the
"Financial Promotion Order"); (iii) are persons falling within Articles 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the
Financial Promotion Order; or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of
the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to
be communicated (all such persons together being referred to as "relevant persons"). This prospectus supplement 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 prospectus supplement
relates is available only to relevant persons and will be engaged in only with relevant persons.
STABILIZATION
In connection with the offering of the Bonds, HSBC Securities (USA) Inc. (the "Stabilizing Manager(s)") (or persons acting on their behalf) may
over-allot Bonds (provided that, in the case of any Bonds to be admitted to trading on the Euro MTF Market, the aggregate principal amount of Bonds
allotted does not exceed 105 per cent. of the aggregate principal amount of the Bonds subject to the offering) or effect transactions with a view to
supporting the market price of the Bonds during the stabilization period at a level higher than that which might otherwise prevail. However, stabilization
may not necessarily occur. Any stabilization action may begin on or after the date on which adequate public disclosure of the terms of the offer of the
Bonds is made and, if begun, may cease at any time, but it must end no later than the earlier of 30 days after the issue date of the Bonds and 60 days after
the date of allotment of the Bonds. Any stabilization action or over-allotment must be conducted by the relevant Stabilizing Manager(s) (or persons acting
on their behalf) in accordance with all applicable laws and rules and will be undertaken at the offices of the Stabilizing Manager(s) (or persons acting on
their behalf) and on the Euro MTF Market.

S-2
Table of Contents
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 documents, which Uruguay has filed with the SEC, are considered part of and are
incorporated by reference in this prospectus supplement and any accompanying prospectus:

·
Uruguay's annual report on Form 18-K for the year ended December 31, 2019, filed with the SEC on May 11, 2020 (File No.

333-07128) (the "2019 Annual Report");

·
Amendment No. 1 on Form 18-K/A to the 2019 Annual Report, filed with the SEC on June 22, 2020 (File No. 333-07128); and

·
each subsequent report on Form 18-K and any amendment on Form 18-K/A filed after the date of this prospectus supplement and prior to the

closing date.
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5
Any person receiving a copy of this prospectus supplement may obtain, without charge and upon request, a copy of any of the above documents
(including only the exhibits that are specifically incorporated by reference in them). Requests for such documents 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
Tel. No: +598-2-1712-2785
Email: [email protected]
Attention: Debt Management Unit
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-3
Table of Contents
ENFORCEMENT OF CIVIL LIABILITIES
A judgment obtained against Uruguay in a foreign court can be enforced in the courts of Uruguay, if such judgment is ratified by the Uruguayan
Supreme Court. Based on existing law, the Uruguayan Supreme Court will ratify such a judgment:
(a) if there exists a treaty with the country where such judgment was issued (no such treaty exists at the present time between Uruguay and the United
States); or
(b) if such judgment:

·
complies with all formalities required for the enforceability thereof under the laws of the country where it was issued;

·
has been translated into Spanish, together with related documents, and satisfies the authentication requirements of Uruguayan law;

·
was issued by a competent court after valid service of process upon the parties to the action;

·
was issued after an opportunity was given to the defendant to present its defense;

·
is not subject to further appeal; and

·
is not against Uruguayan public policy.
Pursuant to Section 52 of Law N° 17,930, as amended pursuant to Section 15 of Law N°19,535, the Executive Power may either use available
operating or investment expenses to pay judgments rendered against Uruguay for amounts in excess of 75,000,000 of Indexed Units (approximately
US$8.3 million as of June 23, 2020) even if the budget in effect at the time the judgment becomes enforceable does not include a specific expense
allocation for that purpose or, alternatively, include a specific budgetary allocation in the budget submitted to Congress for the following fiscal year. Upon
approval of the budget including such allocation, payment shall be made during the following year.

https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5
S-4
Table of Contents
SUMMARY OF THE OFFERING
The information below presents a summary of certain terms of the Bonds. This summary must be read as an introduction to this prospectus
supplement and the accompanying 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 Indenture and the form of Bonds before
making your investment decision. Uruguay filed the Indenture and will file 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 Bonds are being issued under the Indenture.

Principal Amount
US$400,000,000.

Issue Price
115.895% of the principal amount, plus accrued interest from January 23, 2020 to, but not
including, July 2, 2020, totaling US$7,729,166.67, or US$19.323 per US$1,000 principal
amount of bonds, and any additional interest from July 2, 2020 if settlement occurs after that
date.

Fungibility
The Bonds will be a further issuance of, and will be consolidated, form a single series, and
be fully fungible with Uruguay's outstanding 4.375% Bonds due 2031 issued in an aggregate
principal amount of US$ 1,466,969,673 on January 23 and October 2, 2019. After giving
effect to the offering, the total amount outstanding of Uruguay's 4.375% Bonds due 2031
will be US$1,866,969,673.

Maturity Date
January 23, 2031.

Payment of Principal
Principal on the Bonds will be repaid in three nominally equal installments on January 23,
2029, January 23, 2030 and at maturity.

Interest Rate
4.375% per year.

Payment of Interest
Amounts due in respect of interest will be accrued and paid semi-annually in arrears on
January 23 and July 23 of each year, commencing on July 23, 2020.Interest on the Bonds will
be calculated on the basis of a 360-day year of twelve 30-day months.

Bonds Optional Redemption
The Bonds will be subject to redemption at the option of Uruguay before maturity. See
"Description of the Bonds--Bonds Optional Redemption" in this prospectus supplement.

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.

S-5
Table of Contents
Denominations
Uruguay will issue the Bonds only in minimum denominations of US$1.00 and integral
multiples of US$1.00 in excess thereof.
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5

Withholding Tax and Additional Amounts
All payments by Uruguay in respect of the Bonds will be made 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.

Use of Proceeds
The net proceeds to Uruguay from the sale of the Bonds will be approximately
US$463,196,000, after deduction of the underwriting discount and of certain expenses
payable by Uruguay estimated at US$384,000 in the aggregate. Uruguay intends to use a
portion of the net proceeds of the sale of the Bonds to partially finance the implementation of
measures designed to support economic activity, employment and protect vulnerable sectors,
including COVID 19-related government response through Uruguay's broad social safety net
and the remainder for general purposes of the government, including financial investment
and the refinancing, repurchase or retiring of domestic and external indebtedness.

Further Issues
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.

Governing Law and Jurisdiction
State of New York.

Settlement Date
July 2, 2020.

S-6
Table of Contents
Listing
Application will be made to list the Bonds on the Luxembourg Stock Exchange and to have
the Bonds admitted to trading on the Euro MTF Market of the Luxembourg Stock Exchange.

Taxation
For a discussion of U.S. federal tax consequences associated with the Bonds, see "Taxation
--United States Federal Income Tax Considerations" 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 Considerations" 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, Registrar, Transfer Agent
and Paying Agent
The Bank of New York Mellon.

Luxembourg Listing Agent
The Bank of New York Mellon SA/NV, Luxembourg Branch.

S-7
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5
Table of Contents
RISK FACTORS AND INVESTMENT CONSIDERATIONS
An investment in the Bonds involves a significant degree of risk. Investors are urged to read carefully the entirety of the accompanying prospectus
together with this prospectus supplement and to note, in particular, the following considerations.
Risk Factors and Investment Considerations Relating to the Bonds
Enforcement of Civil Liabilities; Waiver of Sovereign Immunity.
Uruguay is a foreign sovereign state. Consequently, it may be difficult for you or the trustee to obtain or enforce judgments of courts in the United
States or elsewhere against Uruguay. See "Description of the Securities--Jurisdiction, Consent to Service, Enforcement of Judgments and Immunities from
Attachment," in the accompanying prospectus and "Enforcement of Civil Liabilities" in this prospectus supplement.
Market for the Bonds.
Uruguay has been advised by the underwriters that the underwriters may make a market in the Bonds but they are not obligated to do so and may
discontinue market making at any time without notice. Application will be made to list the Bonds on the Luxembourg Stock Exchange and to have the
Bonds admitted to trading on the Euro MTF Market of the Luxembourg Stock Exchange. No assurance can be given as to the liquidity of the trading
market for the Bonds. The price at which the Bonds will trade in the secondary market is uncertain.
Risk Factors and Investment Considerations Relating to Uruguay
Uruguay remains vulnerable to regional and global shocks, which could arise from significant economic difficulties in its major trading partners
(particularly Argentina, Brazil and China) or by more general "contagion" effects-- including those precipitated by the United Kingdom's impending
departure from the European Union. Such trade and financial external shocks and "contagion" effects could have a material adverse effect on
Uruguay's economic growth and funding conditions faced by the government in international capital markets.
Weak, flat or negative economic growth of any of Uruguay's major trading partners, such as Brazil, Argentina and China has in the past, and could in
the future, materially affect Uruguay's exports to those markets and, in turn, adversely affect economic growth.
Uruguay's economy may also be affected by conditions (including trade and Central Bank policies) in developed economies, which are significant
trading partners of Uruguay or have influence over world economic cycles. For example, if interest rates increase significantly in developed economies,
including the United States and Europe, Uruguay and its developing economy trading partners, such as Brazil and Argentina, could find it more difficult
and expensive to borrow capital and refinance existing debt, which could adversely affect economic growth in those countries. Additionally, decreased
growth on the part of Uruguay's trading partners could have a material adverse effect on the markets for Uruguay's exports and, in turn, adversely affect
economic growth.
On June 23, 2016, the United Kingdom held a referendum in which a majority voted for the United Kingdom's withdrawal from the European Union
(the "Brexit"). On March 29, 2017, Article 50 of the Lisbon Treaty was triggered, which provides for a mechanism for the voluntary and unilateral
withdrawal of a country from the European Union. The triggering of Article 50 initiated a two-year period of negotiation for the United Kingdom to leave
the European Union. Following a series of extensions to this period, on January 31, 2020, the United Kingdom withdrew from the European Union and
entered into a transition period that will end on December 31, 2020. Brexit may adversely affect business activity and the economic conditions in the
United Kingdom, the Eurozone and globally, and could contribute to uncertainty in global financial and foreign exchange markets, as well as additional
political, social and legal instability in the European Union.
Uruguay's economy may be affected by "contagion" effects, as international investors' reactions to events occurring in one developing country
sometimes appear to follow a cascading pattern, in which an entire region or investment class is disfavored by international investors.

S-8
Table of Contents
Domestic factors could lead to a reduced growth and decrease of foreign investment in Uruguay.
Adverse domestic factors, such as domestic inflation, high domestic interest rates, exchange rate volatility and political uncertainty could lead to
lower growth in Uruguay, declines in foreign direct and portfolio investment and potentially lower international reserves. In addition, any of these factors
may adversely affect the liquidity of, and trading markets for, Uruguay's bonds.
There can be no assurances that Uruguay's credit ratings will improve or remain stable, or that they will not be downgraded, suspended or
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5
cancelled by the rating agencies.
Uruguay's long-term foreign-currency debt is currently rated investment grade by the three leading rating agencies. Fitch has a negative outlook
since October 2018, while Moody's and S&P have a stable outlook.
Ratings address the creditworthiness of Uruguay and the likelihood of timely payment of Uruguay's long- term bonds. Uruguay's credit ratings may
not improve and they may adversely affect the trading price of Uruguay's debt securities (including the Bonds), which could potentially affect Uruguay's
cost of funds in the international capital markets and the liquidity of and demand for Uruguay's debt securities.
The novel coronavirus could have an adverse effect on our economy.
In December 2019, a novel form of pneumonia first noticed in Wuhan, Hubei province (COVID-19, caused by a novel coronavirus) was reported to
the World Health Organization, with cases soon confirmed in multiple provinces in China. On March 11, 2020, the World Health Organization
characterized the COVID-19 as a pandemic. Governments have undertaken several measures across the world to control the coronavirus, including
mandatory quarantines and travel restrictions.
The measures implemented so far, together with lower external demand and tighter international financial conditions, have resulted in a slowdown in
economic activity that will adversely affect economic growth in 2020, to a degree and for a duration that we cannot quantify as of the date of this
prospectus supplement. Restrictive measures put in place to control the outbreak of contagious diseases or other public health developments in Uruguay
may, as in other countries, have an unintended adverse effect on Uruguay's economy. At this time, given the uncertainty of the duration of COVID-19, the
financial impact on Uruguay's economy is difficult to predict. The government expects that GDP growth will be negative in 2020, and that the
government's fiscal deficit will increase. In the medium to long term, if the spread of COVID-19 is prolonged, it could adversely affect the economies and
financial markets of Uruguay and of many other countries. The occurrence of these events could have an adverse effect on the Republic's economy.
The government expects that the increases in public expenditures arising from COVID-19 will, to a large extent, come from the operation of
automatic stabilizers on Uruguay's extensive social insurance framework.
For further information see "Recent Developments" in the 2019 Annual Report and the Amendment No. 1 on Form 18-K/A to the 2019 Annual
Report.

S-9
Table of Contents
USE OF PROCEEDS
The net proceeds to Uruguay from the sale of the Bonds will be approximately US$463,196,000, after deduction of the underwriting discount and of
certain expenses payable by Uruguay estimated at US$384,000 in the aggregate. Uruguay intends to use a portion of the net proceeds of the sale of the
Bonds to partially finance the implementation of measures designed to support economic activity, employment and protect vulnerable sectors, including
COVID 19-related government response through Uruguay's broad social safety net and the remainder for general purposes of the government, including
financial investment and the refinancing, repurchase or retiring of domestic and external indebtedness.

S-10
Table of Contents
RECENT DEVELOPMENTS
The information in this section supplements the information about Uruguay corresponding to the headings below that are contained in Exhibit 99.D
to the 2019 Annual Report, as amended. To the extent that the information included in this section differs from the information set forth in the 2019 Annual
Report, you should rely on the information in this section.
REPÚBLICA ORIENTAL DEL URUGUAY
Between March 13, 2020, the date on which the government declared a state of national sanitary emergency due to the COVID-19 global pandemic,
and June 19, 2020, the government conducted 56,234 COVID-19 tests, with 853 confirmed cases of which, 814 recovered, 24 died and 15 remained active
(4 of whom were in intensive care).
The government has deployed various measures in response to COVID-19. See "Recent Developments--República Oriental del Uruguay" in the
Annual Report. Between May 5, 2020 and the date of this amendment to the Annual Report, the government adopted the following additional measures:
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

424B5

· Protecting household purchasing power: On May 8, 2020, the government agreed on a three-month prize freeze on selected food,

hygiene and health products with retailers, wholesalers and producers.

· Resumption of school classes: On May 21, 2020, the government announced its plan for the voluntary return to classes in stages. As of

June 15, 2020, educational institutions of all levels were allowed to resume activities, except for certain educational institutions in
Montevideo and its metropolitan area, which are scheduled to resume activities on June 29, 2020.

· More stringent controls at the border with Brazil: On May 25, 2020, the government subscribed a binational sanitary treaty with Brazil
to contain the spread of COVID-19 in the border city of Rivera. Additionally, the number of checkpoints on the border with Brazil was

increased for a more stringent control of circulation of people and vehicles. In addition, the Ministry of Public Health and the
Administration of State Health Services (ASSE) carried out, in coordination with the National Statistics Institute (INE), 1,100 random
tests over four days in the city of Rivera, all with negative results.

· Commerce: On June 9, 2020, shopping malls throughout the country reopened to the public, with the exception of those located in the

city of Rivera.

· Extended tax relief: On June 17, 2020, the government deferred May 2020 payments of the minimum VAT applicable to micro- and

small-enterprises (i.e., enterprises with a monthly income below Ps.113,612) to June 2020, which will be payable in six equal and
consecutive installments, without any penalty interest.

· Credit preservation, liquidity injection and loan guarantees for enterprises: On June 17, 2020, the government announced that the
National Guarantee System (SIGA) would introduce changes to the legal framework to provide guarantees to financial institutions'

lending to large firms, extending the coverage already available for small and medium-sized enterprises whose activity has been
affected by the COVID-19.

· Unemployment insurance: On June 18, 2020, the partial unemployment insurance plan, that provides for the payment by the
government of an unemployment benefit to self-employed workers in the amount of up to 25% of the monthly average compensation
received in the six-month period immediately preceding the date work was suspended, was further extended through September 30,

2020. In addition, sectors related to sports, education and culture were incorporated into the partial unemployment insurance plan,
which allows firms to place employees on part-time schedules and use the unemployment insurance fund to ensure that employees
receive wages as close as possible to their regular wages. In addition, the payment of Ps.6,779 per month for single-tax payers
(monotributistas) in vulnerable situations was extended through July 31, 2020.

S-11
Table of Contents
THE ECONOMY
The Economic Policies of the Lacalle Pou Administration
On April 23, 2020, the Lacalle Pou administration submitted to Congress an urgent consideration bill ("Ley de Urgente Consideración", or LUC) to
implement certain key measures and structural reforms in line with the administration's objectives. See "Recent Developments--The Economy--The
Economic Policies of the Lacalle Pou Administration" in the Annual Report. On June 6, 2020, the Chamber of Senators approved the LUC without
modifications. On June 7, 2020, the bill was submitted to the Chamber of Deputies, which has 30 days to vote for its approval, modification or rejection. If
the Chamber of Deputies introduces no changes to the draft bill within that period, the LUC will be enacted into law.
On June 10, 2020, the government announced new guidelines to prepare the budget for the 2020-2024 period, including an indication that each
governmental agency must fulfill its assumed commitments with existing resources, through efficient and modern management. The Lacalle Pou
administration has until August 31, 2020 to submit the budget for the 2020-2024 period.
Role of the State in the Economy
Large-scale Foreign Direct Investments and Public-Private Partnerships for Infrastructure Development
On May 15, 2020, the Uruguayan government entered into a complementary memorandum of understanding (MoU) with UPM relating to UPM's
investment in a second pulp mill (the construction of which is ongoing) stating, among other terms, that UPM intends to (i) advance US$60 million as
partial financing for certain road infrastructure projects, including the modification of routes to make them suitable for circulation of heavy vehicles and
(ii) provide US$68 million as partial financing for certain electrical infrastructure projects to be carried out by the Administración Nacional de Usinas y
Trasmisiones Eléctricas (UTE). These contributions by UPM are expected to replace investments that the government would have otherwise undertaken,
while increasing employment in the country. Additionally, UPM has committed to invest an additional aggregate amount of US$55 million in two
additional projects: the expansion of its paper pulp mill located in Fray Bentos and the construction of a plant nursery with a research and development
facility. These additional investments are expected to increase UPM's use of electricity, thereby reducing the expected amount of residual electricity supply
from UPM that UTE would be required to purchase under the electricity supply contract between both parties. The government estimates that UTE will
https://www.sec.gov/Archives/edgar/data/102385/000119312520179186/d944312d424b5.htm[6/26/2020 8:46:36 AM]

Document Outline

#1">
- #1">