Telecom Argentina S.A. - Tender Offer 2024 (US) - Launch

Telecom Argentina S.A. Announces the Commencement of the Tender Offer for its 8.500% Notes due 2025 - US879273AT79 - USP9028NAZ44

08 JULY 2024

Full announcement including disclaimers and offer restrictions available via Prnewswire: Source: Telecom Argentina S.A.

Telecom Argentina S.A. Offer to Purchase for Cash Up to U.S.$100,000,000 Aggregate Principal Amount of the Outstanding 8.500% Notes due August 6, 2025 (CUSIP Nos. 879273 AT7 and P9028N AZ4; ISIN Nos. US879273AT79 and USP9028NAZ44)

Telecom Argentina S.A. (“Telecom” or “we”) hereby announces the commencement of its offer to purchase for cash (the “Offer”) from each registered holder (each, a “Holder” and, collectively, the “Holders”), on the terms and subject to the conditions set forth in the offer to purchase dated July 8, 2024 (as it may be amended or supplemented from time to time, the “Statement”), up to U.S.$100,000,000 outstanding aggregate principal amount (reflecting, for the avoidance of doubt, any amortization) (the “Tender Cap”) of its outstanding 8.500% Notes due August 6, 2025 (the “Notes”). Telecom reserves the right, in its sole discretion, subject to applicable law, to increase or decrease the Tender Cap; however, there can be no assurance that it will do so.

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"The following table sets forth certain terms of the Offer:

(1) As of July 8, 2024. This amount does not reflect any amortizations or repurchases.

(2) The original principal amount of Notes of U.S.$388,871,000 is subject to a variable amortization factor (the “Amortization Factor”) which is calculated in accordance with amortization payments made and expected to be made in accordance with the terms and conditions of the Notes. As of the date of the Statement, the Amortization Factor is 0.67 and the aggregate outstanding principal amount of the Notes is U.S.$260,543,570. On or after August 6, 2024, the Amortization Factor is expected be 0.34 and the aggregate outstanding principal amount of the Notes is expected to be U.S.$132,216,140.

(3) Tender Cap to be applied to the outstanding aggregate principal amount of Notes (such aggregate principal amount of the Notes being subject to the Amortization Factor). For the avoidance of doubt, determination as to whether or not the Tender Cap has been exceeded will be made based on the aggregate principal amount of the Notes validly tendered and accepted for purchase after the application of the Amortization Factor that is expected to be applicable on the Payment Date (0.34).

(4) Per U.S.$1,000 principal amount of Notes that are validly tendered at or prior to the Expiration Time but after the Early Tender Deadline and that are accepted for purchase. The Tender Offer Consideration will be paid following the application of the relevant Amortization Factor applicable on the Payment Date. The Tender Offer Consideration excludes accrued interest. Holders whose Notes are validly tendered and accepted for purchase pursuant to the Offer will receive accrued interest and will be paid in U.S. dollars.

(5) Per U.S.$1,000 principal amount of Notes that are validly tendered at or prior to the Early Tender Deadline and that are accepted for purchase. The Early Tender Offer Consideration will be paid following the application of the relevant Amortization Factor applicable on the Payment Date. The Early Tender Offer Consideration excludes accrued interest. Holders whose Notes are validly tendered at or prior to the Early Tender Deadline and that are accepted for purchase pursuant to the Offer will receive accrued interest and will be paid in U.S. dollars."

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