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YPF S.A. Announces Exchange Offer For 10% Notes Due 2028

BUENOS AIRES, Argentina, March 4, 2014 /PRNewswire/ -- YPF S.A. (NYSE: YPF) today announced an offer to exchange any and all of its outstanding 10% Medium-Term Notes (Series C) due 2028 (the "Old Notes") for 8.875% Senior Notes due 2028 (the "New Notes").

The terms of the exchange offer are described in YPF's Pricing Supplement, dated March 4, 2014 (the "Pricing Supplement"). The exchange offer will expire at 5:00 p.m. (New York City time) on April 1, 2014, unless extended or terminated earlier by YPF (the "Expiration Date").


of Old Notes

Principal Amount Outstanding of
Old Notes

Title of
Old Notes

Title of
New Notes

Principal Amount

 of New Notes
per U.S.$1,000

 Principal Amount

of Old Notes




10% Medium-Term Notes (Series C) due 2028


 Notes due 2018


YPF is offering the New Notes only to holders of the Old Notes, and will accept for exchange any and all validly tendered and not validly withdrawn Old Notes. The exchange offer is subject to certain conditions set forth in the Pricing Supplement. Tenders of Old Notes may be validly withdrawn at any time prior to the Expiration Date.

Holders of our Old Notes participating in the Exchange Offer will receive an amount of New Notes in principal amount equal to the amount of such accrued and unpaid interest, plus cash for any fractional portion of the New Notes, as described below.

YPF issued the original 8.875% Senior Notes due 2018, which have the same terms as the New Notes and will be fully fungible with the New Notes, in a principal amount of U.S.$500,000,000 on December 19, 2013 (the "Original 2018 Notes"). The aggregate principal amount of New Notes issued in exchange for Old Notes tendered in the exchange offer will be (i) increased by accrued and unpaid interest on the Old Notes, as described above, and then (ii) reduced by interest accrued on such New Notes from December 19, 2013 (as if they had been issued along with the Original 2018 Notes) up to but excluding the Settlement Date (as defined below), calculated based on the aggregate principal amount of Old Notes tendered. The total amount of New Notes to be issued to any tendering holder of Old Notes will be rounded down to the nearest U.S.$1,000. YPF will pay any fractional portion of the New Notes not received as a result of rounding down in cash through the Exchange Agent (as defined below). Interest on the New Notes will accrue from December 19, 2013.

The "Settlement Date" will be promptly after the Expiration Date and is expected to be the third business day after the Expiration Date, or as soon as practicable thereafter. On the Settlement Date, all holders of our Old Notes whose Old Notes are validly tendered, not validly withdrawn and accepted for exchange will receive the accrued and unpaid interest on these Old Notes from the last applicable interest payment date up to but excluding the Settlement Date, payable as described above in the form of New Notes.

U.S. Bank National Association is acting as the exchange agent (the "Exchange Agent") for the exchange offer. Persons with questions regarding the exchange offer should contact YPF's Investor Relations department at +54 11-5441-1215.

About YPF S.A.

YPF is Argentina's leading energy company, operating a fully integrated oil and gas chain with leading market positions across the domestic upstream and downstream segments. YPF's upstream operations consist of the exploration, development and production of crude oil, natural gas and LPG. YPF's 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, YPF is active in the gas separation and natural gas distribution sectors both directly and through its investments in several affiliated companies.

Headquartered in Buenos Aires, Argentina, YPF is traded on the Buenos Aires Stock Exchange and its American Depositary Shares are traded on the New York Stock Exchange. For more information on YPF, please visit

Forward-Looking Statements

This press release contains forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. Readers are cautioned that these forward-looking statements speak only as of the date hereof, and YPF does not assume any obligation to update, amend or clarify them to reflect events, new information or circumstances occurring after the date of this release. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to those described from time to time in YPF's filings with the U.S. Securities and Exchange Commission.


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