EXHIBIT 4.4
LOAN AGREEMENT
between
BANCO DE LA NACION ARGENTINA
In its capacity as Trustee of the Fondo Fiduciario de Asistencia a
Entidades Financieras y de Seguros [Trust Fund for Assistance to Financial
Institutions and Insurance Companies]
and
BANCO XX XXXXXXX Y BUENOS AIRES S.A.
LOAN AGREEMENT
This agreement is entered into in the CITY OF BUENOS AIRES, on April 30, 2002
between BANCO DE LA NACION ARGENTINA, in its capacity as trustee of the Trust
Fund for Assistance to Financial Institutions and Insurance Companies created by
Decree No. 342/2000 and extended by Decree No. 465/2002, both issued by the
National Executive Branch, having its place of business at Xxxxxxxxx Xxxxx 326,
City of Buenos Aires (hereinafter the "TRUSTEE"), herein represented by Xx.
Xxxxx Xxxxxx Xxxxxx, and the financial institution BANCO XX XXXXXXX Y BUENOS
AIRES S.A., establishing domicile for the purposes hereof at Tte. Gral Xxxxx
407, City of Buenos Aires (hereinafter the "BANK"), herein represented by
Xxxxxxxxx Xxxx Xxxxx and Xxxxxxx Xxxxxxx Fanciulli, in their capacities as
attorneys-in-fact.
WHEREAS
1. On February 22, 2002, the Argentine Central Bank ordered the restructuring
of the BANK in the terms of section 35 bis of the Financial Institutions
Law, in order to protect the interests of depositors.
2. On February 28, 2002, the BANK requested the Steering Committee of the
Trust Fund for Assistance to Financial Institutions and Insurance Companies
to extend the assistance originally requested on December 12, 2001, in
order to build a solid capitalization and liquidity base within the
restructuring process undertaken by the company in terms of liquidity and
solvency.
2. On March 21, 2002, the BANK filed the so called Galicia Capitalization and
Liquidity Plan [Plan Galicia de Capitalizacion y Liquidez] (the
"Restructuring Plan") with the Argentine Central Bank ("BCRA").
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3. The Steering Committee of the Trust Fund for Assistance to Financial
Institutions and Insurance Companies resolved at its meetings held on March
14, 2002, April 10, 2002 and April 22, 2002 to grant the BANK under the
terms and conditions hereof, a loan in US Dollars equivalent to AR
$100,000,000 (Argentine Pesos One Hundred Million), establishing that the
loan was to be denominated in US Dollars as the obligations of the Trust
Fund for Assistance to Financial Institutions and Insurance Companies with
the International Bank for Reconstruction and Development were denominated
in such currency.
THEREFORE, the parties have agreed to enter this Loan Agreement subject to the
following terms and conditions:
ONE
a) The TRUSTEE shall lend the BANK an amount in US Dollars equivalent to AR
$100,000,000 (Argentine Pesos One Hundred Million) (such US Dollar amount shall
be hereinafter referred to as the "Loan") at the reference exchange rate
disclosed by the BCRA on the exchange business day immediately preceding the
date of disbursement. The BANK shall use the Loan to strengthen its liquidity
position.
b) The actual disbursement on the Loan shall be subject to the fulfillment, at
the entire satisfaction of the TRUSTEE, of the following conditions precedent,
including delivery to the TRUSTEE of supporting documents evidencing such
compliance in a manner satisfactory to it:
(i) That the BCRA shall have approved the Restructuring Plan. The BANK
must evidence such approval with a certified copy of the relevant BCRA
resolution.
(ii) That the following financial assistance contemplated in the
Restructuring Plan shall have been granted: Cash contributions made by financial
institutions and SEDESA in an aggregate amount of AR $ 400,000,000 (Argentine
Pesos Four Hundred
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Million), and Loan Agreement with SEDESA for AR $ 200,000,000 (Argentine Pesos
Two Hundred Million). The BANK must evidence the fulfillment of this condition
with a certified copy of the documents whereby the aforesaid assistance is
implemented.
(iii) That the guarantees referred to in Section Three (the
"Guarantees") shall have been duly executed and all registrations and filings
with, and consents from, any applicable governmental entities, agencies and
officers, and third parties shall have been made or obtained when so necessary
and/or convenient for the execution and/or enforcement of the Guarantees granted
hereunder, and for the validity, applicability and/or enforcement thereof.
(iv) That the BCRA shall have authorized the BANK to furnish any and
all the Guarantees, pursuant to the provisions of section 28 of the Financial
Companies Law, which authorization must be evidenced by the BANK with a
certified copy of the relevant BCRA resolution.
c) The TRUSTEE shall discharge its obligation by depositing the US Dollar amount
of the Loan in the account specified by the BANK with its New York Branch, or
else by depositing the amount of AR $100,000,000 (Argentine Pesos One Hundred
Million) equivalent to the US Dollar amount of the Loan, in Buenos Aires, in the
account specified by the BANK and as instructed by the BANK to the TRUSTEE. Such
deposit shall be made exclusively upon: (i) surrender to the TRUSTEE of a
promissory note in the form of Exhibit I, signed in the name and on behalf of
the BANK by the BANK's attorneys-in-fact with sufficient powers to such effect,
for an amount in US Dollars equivalent to that of the Loan; and (ii) the
issuance by the BANK of an acknowledgment of receipt in the form of Exhibit II.
TWO
The BANK agrees to repay the aggregate amount of the Loan in four consecutive
equal semiannual installments, the first one due 18 (eighteen) months after the
date of
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disbursement. This means that each installment shall be equivalent to one-fourth
of the Loan.
If any date of principal payment falls on a non-business day, such payment may
be made on the immediately following business day, and no additional interest
shall be charged for such additional non-business days, except in case of the
last payment period, where interest shall accrue up to the date of actual
payment.
The BANK is permitted to make prepayments of this loan.
THREE
In order to secure the obligations assumed before the TRUSTEE under this
Agreement, prior to the disbursement of the Loan, the BANK will assign to the
TRUSTEE in trust the rights arising from its participation in the 2008 Global
fixed rate Secured Loans due on December 19, 2011 granted pursuant to provisions
of Decree No. 1387/2001 and related ones.
The outstanding principal amount of the Secured Loans assigned in trust must be
at least AR $125,000,000 (Argentine Pesos One Hundred and Twenty-five Million)
on the assignment date.
Without prejudice to the foregoing, after the trust assignment is made, the
value in pesos of the outstanding principal amount of the Secured Loans assigned
in trust, plus the moneys held by the trustee under the Trust Assignment, on
account of principal and interest paid on the Secured Loans assigned in trust,
must at all times be not less than the Peso equivalent of the amount of the Loan
plus the interest accrued thereon, at to the rate indicated in Section FIVE plus
a 20% (twenty per cent) margin [aforo]. The TRUSTEE shall verify compliance with
this ratio every calendar month and, if such ratio is not met at any time or if
the TRUSTEE reasonably determines in good faith that it is convenient to furnish
additional guaranties in order to secure the rights arising from
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the Documents, and exclusively for such purposes, the TRUSTEE may request the
BANK to furnish new guarantees to the satisfaction of the TRUSTEE, and the BANK
agrees to perform at all times all necessary acts - including the execution of
documents and all steps as may be necessary - to create and perfect such
guarantees. It is expressly stated that the provisions of Section TEN will apply
in case the BANK fails to perform this obligation.
FOUR
Interest will accrue on the outstanding principal of the Loan at 180 (one
hundred and eighty)-day LIBOR plus 4 (four) per cent per annum and will be
payable semiannually in arrears. "LIBOR" means the London Interbank Offered Rate
for Eurodollar deposits. If at the time of determining the interest rate
appertaining to any interest period, the resulting amount of LIBOR plus 4 (four)
points were lower than 8.07% (eight point zero seven per cent) per annum,
interest shall accrue on the Loan during such period at a fixed rate of 8.07%
(eight point zero seven per cent) per annum. The LIBO rate shall be determined
by the New York Branch of Xxxxx xx xx Xxxxxx Xxxxxxxxx, 0 (five)-bank business
days before the commencement of each semiannual period. Interest shall be paid
semiannually, with the first installment being due on the date of the initial
disbursement.
If any date of interest payment falls on a non-business day, such payment may be
made on the immediately following business day, and no additional interest shall
be charged for such additional non-business days, except in case of the last
installment. Interest shall be calculated upon the basis of the days effectively
elapsed.
For each interest period and once the relevant interest rate has been calculated
in the manner described in the first part of this section FOUR, the TRUSTEE may,
at its exclusive discretion, request the BANK to issue a promissory note in US
Dollars for to the interest payable at the end of such period. The BANK's
refusal or failure to provide an answer, within a term of five days as from the
date it is given due notice by the
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TRUSTEE of its request for promissory note, shall trigger the application of the
provisions of section TEN.
FIVE
The BANK shall make all principal, interest and other payments due and payable
hereunder, in New York, in US Dollars, in the account specified by the TRUSTEE.
However, as prescribed in section 643 and related provisions of the Civil Code
(on optional obligations), the BANK may, at its exclusive discretion, discharge
its obligation by paying in Buenos Aires, in the account specified by the
TRUSTEE, an amount in pesos equivalent to the amount owed in US Dollars,
calculated at the reference US Dollar exchange rate disclosed by the BCRA for
the business day immediately preceding each payment date; and, if there is no
such reference exchange rate, at the sale exchange rate US Dollar / Argentine
Peso in New York or Montevideo, whichever the higher, at the end of operations
on the business day immediately preceding each payment date. The Parties
represent that, in spite of the fact that these are optional obligations,
section 647 of the Civil Code shall under no circumstances apply, and therefore,
if due to regulatory matters, the BANK is prevented or impaired from making any
payment in US Dollars in New York, the TRUSTEE may demand payment in Buenos
Aires, in the account specified by the TRUSTEE, of an amount in Pesos equivalent
to the amount owed in US Dollars, at the reference US Dollar exchange rate
disclosed by the BCRA for the business day immediately preceding each payment
date; and if there is no such reference exchange rate, at the sale exchange rate
US Dollar / Argentine Peso in New York or Montevideo, whichever the higher, at
the end of operations on the business day immediately preceding each payment
date.
SIX
The BANK shall automatically be considered to be in default of its obligations
hereunder, upon the mere expiration of the terms or the occurrence of the events
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indicated in section TEN hereof, without need of any judicial or extrajudicial
notice and, upon such default, the TRUSTEE shall be entitled to demand full
payment of all amounts due, pursuant to the provisions of the aforesaid section.
In case of default in the payment of principal and/or interest and/or any other
amount due in connection with this agreement, in addition to the agreed upon
interest, a default interest will be charged at rate equivalent to times two and
a half the interest agreed in section FOUR.
SIX
The BANK represents and warrants that:
a) It is a company duly incorporated under the applicable laws, it has the
necessary corporate power and authority to enter into its obligations under
this Agreement and has obtained all authorizations, permits, consents and
approvals required to such effect, and there is no legal or regulatory
provision or restriction under a contract or the bylaws that may anyhow
affect the execution or performance of this Agreement;
b) Its obligations hereunder are valid and enforceable;
c) The financial statements as September 30, 2001 audited by Harteneck, Xxxxx
& Cia. and the other information furnished in due time to the Steering
Committee of the Trust Fund for Assistance to Financial Institutions and
Insurance Companies and to the BCRA for the pertinent credit analysis,
present fairly the financial and economic condition of the BANK, and there
have been no significant changes in its financial and economic situation as
from such date;
d) There are no litigation or contingencies other than those disclosed in the
financial statements or duly informed in a written instrument whose receipt
was acknowledged by a director of the Steering Committee of the Trust Fund
for Assistance to Financial Institutions and Insurance Companies;
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e) The BANK has paid all applicable taxes, rates and assessments and social
security contributions;
f) It is not, by virtue of any contract or obligation of which it is a party
or under which it may be bound, or any order, judgment or decree of any
court, tribunal or governmental agency, be they national, provincial or
municipal, in a position where the enforcement or outcome of any of the
foregoing may affect the fulfillment of its obligations hereunder;
g) It is not engaged in any litigation or administrative proceedings in any
national, provincial or municipal court or administrative authority, the
pendency or outcome of which may affect the fulfillment its obligations
hereunder; and
h) To the best of its knowledge, it is not threatened with foreclosure and
there is no possibility that the present value of its assets may decrease
as a result of any foreclosure or condemnation, in any case in a manner
that may adversely affect its financial ability to fulfil its obligations
hereunder.
EIGHT
During the life of this agreement, the BANK agrees:
a) Not to distribute any dividend to its shareholders;
b) Not to acquire any shareholding in other companies or entities, or increase
its current shareholdings, in violation of the provisions of Communique "A"
3086 of the BCRA or the communique that may replace or amend it, without
the prior authorization of the Steering Committee of the Trust Fund for
Assistance to Financial Institutions and Insurance Companies;
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c) To comply with the minimum capital requirements prescribed by the BCRA plus
an additional minimum margin of 10% (ten per cent);
d) To comply with the minimum liquidity requirements or equivalent provisions
prescribed by the BCRA for the BANK;
e) Not to engage on its own account or on account of third parties in any
commercial, industrial, agricultural or other business;
f) To deliver to the TRUSTEE the quarterly and annual audited balance sheets
within five (5) days as from the date they are filed with the BCRA; to
deliver on a quarterly basis to the TRUSTEE, together with the aforesaid
financial statements, an annual cash flow projection in the manner
prescribed by the BCRA regulations. If based on the aforesaid
documentation, the TRUSTEE verifies a reduction in the payment capacity as
compared to that existing at the execution of this agreement, and such
situation remains unvaried during two consecutive quarters prior to the
date of the TRUSTEE's analysis of the aforesaid documents, and the
projection for the third quarter being analyzed by the TRUSTEE shows the
continuance of the downward trend, the TRUSTEE may demand the full payment
of all amounts due as of such date;
g) To punctually pay all national, provincial and municipal taxes, rates and
assessments imposed on it, both in the country and abroad, and the relevant
social security contributions;
h) To maintain margins within the limits set forth in the projections
submitted by the BANK, if and always provided the market conditions remain
similar to those prevailing at the time of the execution of this agreement.
In case of a significant variation of such conditions, the BANK may modify
the margins, with the prior written approval of the Steering Committee of
the Trust Fund for Assistance to
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Financial Institutions and Insurance Companies, which approval may not be
unreasonably withheld; and
i) Not to make any capital reduction.
NINE
The Steering Committee of the Trust Fund for Assistance to Financial
Institutions and Insurance Companies shall be at all times entitled to access,
and the BANK will immediately permit it to access, to the corporate and
accounting books of the BANK, as well as to any information that such Steering
Committee may deem necessary at its discretion and it will appoint one or more
professionals to carry out such work. The BANK must permit access to the persons
appointed by the Steering Committee of the Trust Fund for Assistance to
Financial Institutions and Insurance Companies and facilitate them all premises,
documentation and elements necessary for the performance of their work. If the
BANK fails to comply with the aforementioned obligations, Section TEN on events
of default will apply. The information so obtained or disclosed will be
confidential and may not be disclosed to third parties; except for the
information that for the nature thereof is designed to be of common knowledge
and the information required to be disclosed by the BCRA in exercise of its
powers.
TEN
The Loan herein agreed shall be terminated without any liability for the TRUSTEE
or the Steering Committee of the Trust Fund for Assistance to Financial
Institutions and Insurance Companies or its successor, without the BANK being
entitled to any claim in this respect against the TRUSTEE or the Steering
Committee of the Trust Fund for Assistance to Financial Institutions and
Insurance Companies or its successor, with the TRUSTEE, the Steering Committee
of the Trust Fund for Assistance to Financial Institutions and Insurance
Companies or its successor being released from their
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commitments hereunder, with all obligations that have not been automatically
accelerated being accelerated by operation of law, and with the Loan, the
interest thereon and any other additional amount becoming immediately due and
payable without need of any judicial or extrajudical notice or demand, upon the
occurrence of any of the following events:
a) if the BANK fails to comply with: (i) the representations and warranties
contained in Section SEVEN or if any such representations and warranties are
found to be untrue; (ii) the commitments assumed in Section EIGHT; (iii) any of
its obligations hereunder, particularly the payment when due of interest and/or
principal, (iv) any of its obligations contemplated in the Guarantee documents;
or (v) the use of funds prescribed in Section ONE hereof;
b) if after the execution of this agreement: (i) the BANK goes into liquidation
or is dissolved; (ii) its banking license is cancelled by the BCRA; (iii) a
substantial part of its assets are condemned, transferred or affected by any
restraining order, attachment or precautionary measure and/or (iv) it defaults
on its payment obligations with respect to any state-owned or privately owned
national or foreign entity, any financial institution or any individual or legal
person, in an amount that, individually or together with other unpaid
obligations, exceeds US$5,000,000 (United States Dollars Five Million) and such
restraining order, attachment or precautionary measure is not lifted within 5
(five) business days after the issuance thereof or such default is not remedied
within like term after the BANK is formally made a defaulting debtor;
c) if the BANK pledges or encumbers assets for which the prior authorization of
the BCRA is required under Section 28 of Law 21,526, as amended, in favor of
other present or future creditors, granting them rights more senior than those
of the TRUSTEE, without the authorization of the Steering Committee of the Trust
Fund for Assistance to Financial Institutions and Insurance Companies;
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d) if the BANK sells or otherwise transfers its assets for purposes not included
within the normal course of business;
e) if any material legal or administrative proceedings that may adversely affect
the fulfillment of this loan agreement, are commenced against the BANK; in which
case the BANK must inform such circumstance to the TRUSTEE within twenty-four
hours after having gained knowledge of it;
f) if the BCRA suspends the BANK or subjects it to a restructuring process
within the scope of section 35 bis of the Financial Institutions Law, or a
petition is filed with any administrative or judicial court, seeking the
liquidation or bankruptcy of the BANK, and such petition is not withdrawn or
dismissed within a term of 30 (thirty) days or if the BANK institutes
proceedings to be liquidated or seeks any judicial or extrajudicial agreement
with its creditors. It is expressly stated that, in connection with the
application of this subsection, the BANK's elegibility in the terms of section
35 bis of the Financial Institutions Law that empowers it to continue doing
business, shall not be considered as a ground for termination. Without prejudice
to this, any subsequent falling of the BANK under any of the provisions of the
aforesaid section 35 bis, shall be considered as a ground for termination of
this Agreement.
g) if there is any change in the applicable laws or regulations or their
implementation or construction, which, at the TRUSTEE's discretion, may render
unlawful or extremely burdensome the maintenance of the terms of the Loan for
any reason whatsoever;
h) if the BANK fails to comply with any of the obligations set forth in Section
FOURTEEN and/or, in general, with any of the obligations set forth in the
Documents (as defined in Section FOURTEEN);
i) if the BANK fails to comply with the TRUSTEE's demand to make promissory
notes as stated in section FOUR;
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j) if the BANK fails to meet the following goals set forth in the projection
submitted by it to the Steering Committee of the Trust Fund for Assistance to
Financial Institutions and Insurance Companies -that is attached as Exhibit III
and made an integral part hereof:
(i) Comply with the Minimum Liquidity Requirements or equivalent
provisions prescribed by the BCRA for the BANK, and
(ii) To maintain margins within the limits set forth in the projections
submitted by the BANK, if and always provided the market
conditions remain similar to those prevailing at the time of the
execution of this agreement. In case of a significant variation of
such conditions, the BANK may modify the margins, with the prior
written approval of the Steering Committee of the Trust Fund for
Assistance to Financial Institutions and Insurance Companies,
which approval may not be unreasonably withheld.
k) if the assets granted as Guarantee do not provide sufficient security, at the
TRUSTEE's discretion, for the BANK's obligations under the Documents, and the
BANK fails to replace or strengthen the guarantee or to pay a cash amount
equivalent to such impairment, within 7 (seven) days after notice thereof is
given by the TRUSTEE;
l) if there are significant changes that adversely affect the financial
condition of the BANK.
ELEVEN
The obligations arising from this Agreement must be implemented and the
disbursements thereunder must made within a term of 180 days (one hundred and
eighty) days counted as from the date the BANK is given notice of the Loan
approval by
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the Steering Committee of the Trust Fund for Assistance to Financial
Institutions and Insurance Companies.
TWELVE
The BANK shall pay all national, provincial or municipal taxes, fines, rates,
expenses or fees arising out of or in connection with this Agreement, as well as
the fees and legal expenses of the TRUSTEE. If the amounts due in the aforesaid
respects shall have been determined at the time of the Loan disbursement, they
shall be deducted from the amount to be disbursed. The BANK agrees to make the
necessary disbursements to make all future payments required under this section,
until the full discharge of all obligations arising out or in connection with
this Agreement and the guarantees referred to in Section THREE. Together with
any interest payment, the BANK shall pay to the TRUSTEE all necessary additional
amounts so that it receives the full amount of the agreed upon interest, as if
no tax withholding has been made in accordance with the tax laws.
THIRTEEN
No change due to capital increases or reductions, term extensions, loan renewal,
payment deferral, alteration of payment terms or otherwise, shall produce a
novation, and all guarantees furnished under Section THREE shall continue in
full force and effect. It is expressly agreed that, if due to the circumstances
of any particular case, a novation is deemed to have existed, all guarantees
furnished shall continue in full force and effect, since the TRUSTEE expressly
reserves the right to such survival (sections 803 and 804 of the Civil Code).
FOURTEEN
As long as any of BANK's obligations hereunder and under the Guarantee documents
(this agreement and the aforesaid documents, hereinafter jointly referred to as
the
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"Documents") remain outstanding, the BANK shall have the following obligations
with respect to the assigned Secured Loans:
(i) at any time and at its own expense, it must execute and deliver all
instruments and documents and take all steps as may be necessary for the
perfection and protection of any obligation assumed or deemed to be assumed in
the Documents or to permit the TRUSTEE to exercise or enforce any of its rights
and claims under the Documents;
(ii) it shall not create or permit the existence of any kind of lien or security
on the assigned Secured Loans and/or any other asset furnished as collateral
hereunder and/or any kind of lien and/or title restriction thereon, without the
prior written consent of the TRUSTEE; and
(iii) lift any attachment or other precautionary measure levied on the assigned
Secured Loans in the first procedural opportunity available.
FIFTEEN
In case of any judicial complaint, the parties submit themselves to the
jurisdiction of the Federal Courts in Civil and Commercial Matters for the City
of Buenos Aires, hereby expressly waiving any other venue or jurisdiction that
may correspond, and for such purposes, the BANK establishes domicile at Tte.
Gral. Xxxxx 407, City of Buenos Aires, and the TRUSTEE at Xxxxxxxxx Xxxxx 326,
City de Buenos Aires, where all judicial and extrajudicial notices in connection
with this agreement and the loan granted hereunder shall be deemed duly served.
In witness whereof, the Parties sign two counterparts of the same tenor and to
only one effect.
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BANK
By:
Name: Xxxxxxx Xxxxxxx Fanciulli Xxxxxxxxx Xxxx Xxxxx
Title: Attorney-in-fact Attorney-in-fact
TRUSTEE
By:
Name: Mario Xxxxxx Xxxxxx
Title: Department Manager
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EXHIBIT 1
FORM OF PROMISSORY NOTE
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FORM OF PROMISSORY NOTE
PROMISSORY NOTE
US$ [amount of the Loan].-______________
(US Dollars [____])
Buenos Aires, ________________
FOR VALUE RECEIVED, I promise to pay unconditionally AT SIGHT AND WITHOUT
PROTEST to, or to the order of, BANCO DE LA NACION ARGENTINA in its capacity as
Trustee of the Trust Fund for Assistance to Financial Institutions and Insurance
Companies, the amount of US$ [amount of the Loan] (US Dollars [____]). Said
payment shall be made exclusively in US Dollars (cash payment in foreign
currency clause, third paragraph of section 44, Decree Law 5.965/63) to BANCO DE
LA NACION ARGENTINA.
This Promissory Note must be surrendered for payment not later than three years
and six months after its date of issuance. The place of payment shall be Tte.
Gral. Xxxxx 407, City of Buenos Aires.
The stamp tax as well as any other taxes, rates, fines, charges, expenses and
fees arising out or in connection with this Promissory Note shall be borne by
BANCO XX XXXXXXX Y BUENOS AIRES S.A.
BANCO XX XXXXXXX Y BUENOS AIRES S.A.:
By _______________
Name
Title
Domicile
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EXHIBIT II
FORM OF ACKNOWLEDGMENT OF RECEIPT
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FORM OF ACKNOWLEDGEMENT OF RECEIPT
Buenos Aires,
To: Banco de la Nacion Argentina
Dear Sirs,
BANCO XX XXXXXXX Y BUENOS AIRES S.A. represents that, in connection with the
Loan Agreement dated [____] (the "Agreement") entered into between such bank and
the Trustee, as defined therein, it received at its entire satisfaction, the
amount of US$ [amount of the Loan] (United States Dollars [____]), [through the
deposit of AR $100,000,000 (Argentine Pesos One Hundred Million) that is the
peso equivalent to such amount (if applicable)] corresponding to the Loan
specified in Section One of the Agreement, the receipt of which is hereby
acknowledged.
BANCO XX XXXXXXX Y BUENOS AIRES S.A.
By:
Name:
Title:
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EXHIBIT III
BANK PROJECTIONS
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