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BORROWINGS

12 Months Ended

Dec. 31, 2023

NOTE 13 – BORROWINGS


	As of December 31,
Current	2023	2022
Bank overdrafts - principal	23,514	23,698
Bank and other financial entities loans – principal	204,748	124,786
Notes – principal	188,977	147,620
DFI (Note 22)	—	58
Loans for purchase of equipment	15,582	16,408
Remeasurement, interest and related expenses	130,657	105,841
	563,478	418,411
Non-current
Notes – principal	999,132	563,869
Bank and other financial entities loans – principal	399,680	319,466
Loans for purchase of equipment	10,725	13,874
Remeasurement, interest and related expenses	155,054	145,471
	1,564,591	1,042,680
Total borrowings	2,128,069	1,461,091

Movements in Borrowings are as follows:


				Exchange
				differences,
				currency
	Balances at the			translation	Balances as of
	beginning of the	Net Cash		adjustments and	December 31,
	year	Flows	Accrued	others	2023
Bank overdrafts	23,698	58,006	—	(58,190)	23,514
Bank and other financial entities loans – principal	444,252	(38,117)	—	198,293	604,428
Notes – principal	711,489	154,297	—	322,323	1,188,109
DFI	58	(32,356)	—	32,298	—
Loans for purchase of equipment	30,282	(14,569)	—	10,594	26,307
Remeasurement, interest and related expenses	251,312	(174,573)	9,925	199,047	285,711
Total as of December 31, 2023	1,461,091	(47,312)	9,925	*() 704,365**	2,128,069
Total as of December 31, 2022	1,619,141	(103,151)	40,701	() (95,600)**	1,461,091

(*)	Includes $34,104 million of loans that do not represent cash movement.

(**)	Includes $33,433 million of loans that do not represent cash movement.

The main borrowings, which are effective as of December 31, 2023 and 2022, are detailed below:

Notes

Telecom Argentina

Global Programs for the issuance of Notes

In connection with the Notes Global Program for a maximum outstanding amount of US$3,000 million or its equivalent in other currencies, the Company issued several series of Notes, which amounts and main characteristics as of December 31, 2023 and 2022 are described below:

Amount

involved

Issuance

Maturity

Interest payment

Accouting balance (in millions) (*)

Series

Currency

(in millions)

date

Amortization

Interest rate

date

As of December 31,

2023

2022

US$

400

07/2019

07/2026

In one installment at maturity date

Annual fixed rate of 8.00%

Semiannually

331,879

225,752

US$

389

08/2020

08/2025

In four installment of: 3% at 02/2023 30% at 08/2023 33% at 08/2024 34% at 08/2025

Annual fixed rate of 8.50%

Semiannually

219,488

224,662

UVA

125

12/2020

12/2023

In one installment at maturity date

Annual fixed rate of 3.00%

Semiannually

—

72,380

UVA

134

01/2021

01/2025

In one installment at maturity date

Annual fixed rate of 4.00%

Semiannually

62,401

77,643

US$linked

06/2021

06/2024

In one installment at maturity date

Annual fixed rate of 2.75%

Quarterly basis

74,371

50,669

UVA

127

12/2021

06/2025

In one installment at maturity date

n/a

58,623

72,891

2,000

12/2021

06/2023

In one installment at maturity date

Variable annual rate: Badlar plus spread of 3.25%

Quarterly basis

—

6,462

12 (1)

US$linked

03/2022

03/2027

In one installment at maturity date

Annual fixed rate of 1.00%

Quarterly basis

85,265

59,407

US$linked

08/2022

03/2027

In one installment at maturity date

Annual fixed rate of 1.00%

Quarterly basis

2,348

03/2022

09/2023

In one installment at maturity date

Variable annual rate: Badlar plus spread of 1.50%

Quarterly basis

—

7,583

US$linked

62.4

02/2023

02/2028

In one installment at maturity date

Fixed rate of 1.00%

Quarterly basis

50,455

—

15 (2)

US$linked

87.4

06/2023

06/2026

In one installment at maturity date

n/a

80,106

—

16 (3)

US$linked

180.4

07/2023

07/2025

In one installment at maturity date

n/a

165,853

—

18 (4)

UVA

11/2023

11/2027

In one installment at maturity date

Annual fixed rate of 1.00%

Quarterly basis

43,380

—

19 (5) (6)

US$linked

34.6

11/2023

11/2026

In one installment at maturity date

n/a

78,339

—

30.9

12/2023

11/2026

In one installment at maturity date

n/a

(*) This accounting balances includes remeasurement, interest and related expenses.

(1)	For Series 12 Notes issued on August 16, 2022, the subscription price was above par, so that on the date of issuance, its value was $11,621 million ($45,064 million in current currency as of December 31, 2023), equivalent to US $86 million without considering the issuance expenses.

(2)	For the Series 15 Notes: the subscription price was above par, so that on the date of issuance, its value was $24,474 million ($50,580 million in current currency as of December 31, 2023), equivalent to US$102.3 million without considering the issuance expenses.

(3)	For the Series 16 Notes: the subscription price was above par, so that on the date of issuance, its value was $57,186 million ($111,133 million in current currency as of December 31, 2023), equivalent to US $213.2 million without considering the issuance expenses.

(4)

For the Series 18 Notes, the subscription price was above par, so that on the date of issuance, its value was $37,435 million ($46,968 million in current currency as of December 31, 2023), equivalent to US$213.2 million, of which the Company received funds for $56,906 million ($29,825 million in current currency as of December 31, 2023) and $13,512 million ($16,953 million in current currency as of December 31, 2023) (equivalent to 34.1 million UVAs of nominal value) through the exchange of a portion of Series 7 Notes, net of issuance expenses for $151 million ($190 million in current currency as of December 31, 2023).

(5)	For the Series 19 Notes, the subscription price was above par, so that on the date of issuance, its value was $17,058 million ($21,402 million in current currency as of December 31, 2023), equivalent to US$48.3 million without considering the issuance expenses.

(6)	For the additional Series 19 Notes, the subscription price was above par, so that on the date of issuance, its value was $18,102 million, equivalent to US$49.9 million without considering the issuance expenses.

Núcleo

Global Programs for the issuance of Notes

In connection with the Notes Global Program for a maximum outstanding amount of up to 500,000,000,000 of Guaraníes (approximately $3,200 million as of the date of issue), Núcleo issued several series of Notes, which amounts and main characteristics as of December 31, 2023 and 2022 are described below:

Amount

Interest

Accouting balance

involved

Issuance

Maturity

payment

(in millions) (*)

Series

Currency

date

Amortization

Interest rate

date

As of December 31,

(in millions)

2023

2022

Gs.

120,000

03/2019

03/2024

In one installment at maturity date

Annual fixed rate of 9.00

Quarterly basis

13,234

8,953

Gs.

30,000

03/2019

03/2024

In one installment at maturity date

Annual fixed rate of 9.00

Quarterly basis

3,296

2,230

Gs.

100,000

03/2020

03/2025

In one installment at maturity date

Annual fixed rate of 8.75

Quarterly basis

11,042

7,471

Gs.

130,000

03/2021

01/2028

In one installment at maturity date

Annual fixed rate of 7.10

Quarterly basis

14,558

9,834

Gs.

120,000

03/2021

01/2031

In one installment at maturity date

Annual fixed rate of 8.00

Quarterly basis

13,452

9,087

(*) This accounting balances includes remeasurement, interest and related expenses.

Bank and other financing entities loans

b.1) Details of loans

Principal

Interest

Accouting balance

Entities

Currency

residual

Maturity

Amortization

Interest rate

Spread

payment

(in millions) (*)

nominal value

date

As of December 31,

(in millions)

2023

2022

US$

03/2027

Semiannually

Variable annual rate:
SOF 6 months

between 4.43% and 7.18%

Semiannually

80,195

66,903

International
Finance
Corporation
(IFC)

US$

120

Between 08/2024 and 08/2025

Semiannually

Variable annual rate: SOF 6 months

between 5.03% and 5.28%

Semiannually

100,869

118,290

US$

185

08/2029 (1)

Semiannually from 08/2024

Variable annual rate: SOF 6 months

6.50%

Semiannually

153,759

103,760

Inter-American
Investment
Corporation
(IIC)

US$

12/2024

Semiannually

Variable annual rate: SOF 6 months

6.28%

Semiannually

14,100

19,403

Inter-American
Development
Bank
(IDB) (2)

US$

301

06/2027

Semiannually

Variable annual rate: SOF 6 months

between 7.18% and 9.18%

Semiannually

245,930

103,629

China
Development
Bank Shenzhen
Branch (CDB) (3)

RMB

1,134

12/2027

Semiannually

Annual fixed
rate of 4.95%

N/A

Semiannually

118,208

73,126

—

07/2023 (4)

In one installment at maturity date

Modified annual fixed rate 55.00

N/A

Monthly

—

12,459

Banco
Santander
Argentina S.A.

—

10/2023 (5)

In one installment at maturity date

Modified annual fixed rate 79.00

N/A

Monthly

—

4,754

(Santander)

—

07/2023 (6)

In one installment at maturity date

Modified: annual fixed rate of 44.50

N/A

Monthly

—

11,131

—

06/2023

In one installment at maturity date

Annual fixed rate of 47.00

N/A

Monthly

—

3,135

Banco BBVA Argentina S.A. (BBVA)

—

03/2023

In one installment at maturity date

Annual fixed rate of 43.90

N/A

Monthly

—

3,178

—

05/2023

In one installment at maturity date

Annual fixed rate of 44.85

N/A

Monthly

—

4,692

Finnvera (7)

US$

Between 11/2025 and 11/2026

Semiannually

Variable annual rate: SOF 6 months

between 1.47% and 1.63

Semiannually

36,728

34,606

Export Development Canadá (EDC) (8) (9)

US$

Between 12/2026 and 05/2023

Semiannually

Variable annual rate: SOF 6 months

between 1.63% and 6.65

Semiannually

20,130

8,743

BBVA (10)

147

07/2025

Monthly

Annual fixed rate of 47.90

N/A

Monthly

149

622

PSA Finance Argentina (10)

327

07/2025

Monthly

Annual fixed rate of 42.90

N/A

Monthly

335

1,418

Rombo Compañía Financiera (11)

233

07/2025

Monthly

Annual fixed rate between 70.9% and 77.9

N/A

Monthly

244

—

Banco Industrial and Commercial Bank of China (Argentina) S.A.U. (ICBC) (12)

—

08/2023

Monthly

Annual fixed rate of 4.90

N/A

Monthly

—

257

Cisco Systems Capital Corporation (Cisco) and others (13)

US$

between 10/2022 and 11/2026

Quarterly basis

Annual fixed rate of 4.00

N/A

Quarterly basis

27,140

31,072

(*) This accounting balances includes remeasurement, interest and related expenses.

(1)

In June, 2022 the Company executed a proposal for a credit line to finance the expansion of fixed and mobile network coverage with IFC for a total amount of up to US $184.5 million, as requested in a timely manner by the Company (the “Loan”). On July 15, 2022, the Company received a disbursement for a total amount of US $184.5 million ($98,834 million in current currency as of December 31, 2023) of which the Company received funds for US $181.5 million ($97,218 million in current currency as of December 31, 2023) were credited, because US $3 million ($1,616 million in current currency as of December 31, 2023) corresponding to debt issuance expenses.

(2)

On October 17, 2023, the Company subscribed two new tranches (5 and 6) under the IDB loan for a total of US $120 million, equivalent to $41,145 million ($58,236 million in current currency as of December 31, 2023), net of issuance expenses for $866 million ($1,226 million in current currency as of December 31, 2023). The funds were used to pay for the 5G spectrum.

(3)	During 2023 and 2022, the Company has subscribed new tranches for a total of RMB431.3 million ($31,298 million in current currency as of December 31, 2023) and RMB488 million ($40,308 million in current currency as of December 31, 2023), respectively.

(4)

In July, 2022, the Company executed an addendum to Santander loan signed on August 18, 2021 for a total amount of $4,000 million ($16,592 million in current currency as of December 31, 2023) and agreed to change the principal maturity amortization schedule that would take place on August 18, 2022, by deferring it to July 27, 2023. Additionally, a new fixed interest rate from 40.5% to 55% annual nominal was renegotiated from July 27, 2022. This transaction was recognized as a debt extinguishment, recognizing a loss of $118 million that is included in “Borrowings renegotiation results” item, within financial results. As of December 31, 2023, this loan has been cancelled.

(5)

In October, 2022, the Company executed an addendum to Santander loan signed on October 15, 2021 for a total amount of $1,500 million ($5,152 million in current currency as of December 31, 2023), and agreed to change the amortization schedule of principal maturity that would take place on October 17, 2022, by deferring it to October 17, 2023. Additionally, a new fixed interest rate from 37.75% to 79% annual nominal was renegotiated from October 17, 2022. As of December 31, 2023, this loan has been cancelled.

(6)

In March, 2023, the Company executed an addendum to Santander loan signed on March, 2022 for a total amount of $3,500 million ($8,954 million in current currency as of December 31, 2023), and agreed to change the principal maturity amortization schedule whose maturity was on March 9, 2023, by deferring it to July 10, 2023. Additionally, a new fixed interest rate from 44.5% of 73.5% annual nominal was renegotiated. This transaction was recognized as a debt refinancing, recognizing a loss of $799 million that is included in “Borrowings renegotiation results” item, within financial results, net. As of December 31, 2023, this loan was totally repaid.

(7)

During 2022, the Company received a disbursement for a total amount of US$11.4 million ($6,582 million in current currency as of December 31, 2023) of which the Company received funds for US$9.7 million ($5,634 million in current currency as of December 31, 2023), because US$1.7 million ($948 million in current currency as of December 31, 2023) corresponding to the premium equivalent to 14.41% of the total amount committed by the lenders under the credit line were deducted from the initial disbursement). With this disbursement, the total amount committed for this line of credit is completed.

(8)

On January 3, 2022, the Company submitted a proposal for an export credit line for a total amount of up to US$23.4 million to the following entities: (i) JPMorgan Chase Bank, N.A., as initial lender, residual risk guarantor and agent of the facility, (ii) JPMorgan Chase Bank, N.A., Buenos Aires branch as an onshore custody agent, and (iii) JPMorgan Chase Bank, N.A. and EDC as lead co-organizers, which was accepted on the same date.

The line of credit is guaranteed by EDC, the official export credit agency of Canada. The funds received will be used to finance up to 85% of the value of certain imported goods and services, up to 50% of the value of certain national goods and services and the total payment of the EDC surplus equivalent to 14.41% of the total amount committed by the lenders under the line of credit.

During 2022, the Company received a disbursement for a total amount of US$23.3 million($12,557 million in current currency as of December 31, 2023), of which the Company received US$19.5 million($10,748 million in current currency as of December 31, 2023) net of debt issuance expenses deducted, the total amount committed for this line of credit is completed.

(9)	On May 5, 2023, the Company submitted a proposal for an export credit line for a total amount of up to US$50 million to EDC, the official export credit agency of Canada.

The funds received will be used to finance up to 100% of the payments due to “Nokia Solutions and Networks Oy” and/or “Nokia Spain S.A.”, received from August 30, 2022 until November 1, 2024.

On September 28, 2023, the first disbursement of US$12.7 million ($6,799 million in current currency as of December 31, 2023) was received, maturing in May 2030. The principal disbursed accrues compensatory interest at a semi-annual SOFR plus a margin of 6.65 percentage points.

(10)

On June 10, 2022, the Company executed a proposal for a credit line with Peugeot to finance the acquisition of 350 utility vehicles for a total amount of $1,042.7 million ($4,646 million in current currency as of December 31, 2023) plus VAT. For each acquisition, the Company will pay an advance of 40% of the value, financing the remaining 60% in 36 consecutive monthly installments at the rate agreed at the time of each acquisition through PSA Finance Argentina and/or BBVA.

(11)

On June 29, 2023, the Company executed a pledge loan with Rombo Compañia Financiera to finance 50% of the acquisition of 59 utility vehicles for a total amount of $521.2 million (VAT included) ($1,077 million in current currency as of December 31, 2023). For each acquisition, the Company agreed to pay advance payments of 50% of the value, financing the remaining 50%, equivalent to $260.6 million ($539 million in current currency as of December 31, 2023), in 24 consecutive monthly installments at the following rates: i) $80.3 million ($166 million in current currency as of December 31, 2023) at a rate of 70.9%, ii) $180.3 million ($372 million in current currency as of December 31, 2023) at a rate of 77.9%.

(12) On August 30, 2022, the Company executed a proposal for a credit line with Ford to finance the acquisition of 43 utility vehicles for a total amount of $222 million ($861 million in current currency as of December 31, 2023) plus VAT. For the acquisition, the Company was paid an advance of 50% of the value, financing the remaining 50% of $122.6 million ($475 million in current currency as of December 31, 2023) in 12 consecutive monthly installments at a fixed rate of 4.9% through ICBC. As of December 31, 2023, this loan has been cancelled.

(13)	During 2023 and 2022, the Company received a disbursement for a total of US$5 million ($2,448 million in current currency as of December 31, 2023) and US$17 million, equivalent to $1,911 million ($9,392 million in current currency as of December 31, 2023), respectively.

b.2) LIBOR transition

During July, 2023, the Company signed addendums to the Finnvera loan and the two loans with IFC based on US$ LIBOR in order to replace LIBO rate with SOF rate, plus a 0.42826% adjustment margin. The transition date under the addendum was in November 2023 for Finnvera loan. For IFC loans, the transition dates were on August and September 2023.

During September, 2023, the Company signed addendums to the IDB loan based on US$ LIBOR in order to replace LIBO rate with SOF rate, plus a 0.42826% adjustment margin. The transition date under the addendum was in December 2023.

The Company does not maintain any LIBOR-based loans as of December 31, 2023.

c)Compliance with covenants

The Company holds certain loans with IFC, IIC, IDB, Finnvera, EDC, and CDB, hereinafter collectively referred to as the "Lenders", which, as of December 31, 2023, amount to $769,919 million. These loans establish, among other provisions, the obligation to comply with certain financial ratios, which are calculated based on contractual definitions: i) "Net Debt/EBITDA" and ii) "EBITDA/Interest Net" on a quarterly basis, along with the presentation of the Company’s financial statements.

Considering the complexity of Argentina's economic situation, described in Note 29, which prevented the early and accurate estimation of the ratios, the Company requested and obtained from the Lenders waivers regarding the obligation to present the Net Debt/EBITDA ratio from December 31, 2023 until March 15, 2024. These waivers were conditioned upon certain obligations during the period, which have been met to date.

During March 2024, the Company requested and obtained from the Lenders new waivers effective until March 31, 2025, which allow increasing the maintenance Net Debt/EBITDA ratio above the originally established level (raising it to 3.75), for the calculation period between December 31, 2023 and December 31, 2024, establishing a net debt of US$2.700 billion on each calculation date, among other matters.

In addition, during the term of the waivers, the payment of dividends will be permitted between October 1, 2024 and December 31, 2024, for a maximum amount of US$100 million, while in compliance with a maintenance Net Debt/EBITDA ratio of less than 3.

The Company has complied with the Net Debt/EBITDA ratio established in the waiver obtained in March 2024, and is also in compliance with the rest of the commitments assumed and in force on the date of issuance of these consolidated financial statements.