SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
Report
of Foreign Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For the
month of October, 2009
Telefónica
de Argentina S.A.
(Exact
name of registrant as specified in its charter)
Telefonica of Argentina
Inc.
(Translation
of registrant’s name into English)
Avenida
HUERGO 723
Ground
Floor
(C1107A0H)
Buenos Aires, Argentina
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file
annual
reports under cover of Form 20-F or Form 40-F:
Indicate
by check mark whether the registrant by furnishing the information
contained
in this Form is also thereby furnishing the information to the
Commission
pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
If “Yes”
is marked, indicate below the file number assigned to the
registrant
in
connection with Rule 12g3-2(b):
N/A
Telefónica
de Argentina S.A.
TABLE OF
CONTENTS
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1
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Press
Release, dated October 8, 2009, entitled “Telefónica de Argentina S.A.
announces modifications to its tender offers for its 8.850% Conversion
Notes due August 2011, 9.125% Notes due November 2010 and 8.850% Notes due
August 2011
”
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Item
1
FOR
IMMEDIATE RELEASE
TELEFÓNICA DE ARGENTINA
S.A.
ANNOUNCES MODIFICATIONS TO ITS TENDER OFFERS FOR ITS
8.850%
CONVERSION NOTES DUE AUGUST 2011, 9.125% NOTES DUE NOVEMBER 2010 AND
8.850%
NOTES DUE AUGUST 2011
BUENOS
AIRES, ARGENTINA, October 8, 2009 — Telefónica de Argentina S.A. (the “
Company
”) announced today that
in connection with its previously announced cash tender offers (each an “
Offer
” and together, the
“
Offers
”) for its
outstanding 8.850% Conversion Notes due August 2011 (the “
2011 Conversion Notes
”),
9.125% Notes due November 2010 (the “
2010 Notes
”) and 8.850% Notes
due August 2011 (the “
2011
Notes
”, and together with the 2011 Conversion Notes and the 2010 Notes,
the “
Notes
”) it has
modified the Offers in the following manner:
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in
connection with the U.S. Dollar Offer, the Company is now offering to
purchase Notes in accordance with the Acceptance Priority Levels described
in the Offer to Purchase dated September 24, 2009 (the “
Offer to Purchase
”) for
an aggregate purchase price of up to US$75 million (the “
Maximum U.S. Dollar Tender
Amount
”) (as opposed to US$50 million as originally set forth in
the Offer to Purchase);
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each
Holder who validly tenders Notes in the Argentine Peso Offer prior to the
Expiration Date and whose Notes are accepted for purchase will be entitled
to receive the Total Argentine Peso Consideration described in the Offer
to Purchase, regardless of whether the Holder validly tendered Notes
before 5:00 p.m., New York City time (6:00 p.m. Buenos Aires time) on
October 7, 2009 (the “
Early Tender Date
”). As
a result, Holders who tender Notes in the Argentine Peso Offer after the
Early Tender Date (but prior to the Expiration Date) and whose Notes are
accepted for purchase will receive the same consideration as those Holders
who tendered Notes in the Argentine Peso Offer prior to the Early Tender
Date and whose Notes are also accepted for purchase. For the
avoidance of doubt, Holders validly tendering Notes in the Argentine Peso
Offer after the Early Tender Date, which has since expired, will be
entitled to receive the Total Argentine Peso Consideration and not the
Argentine Peso Tender Offer Consideration described in the Offer to
Purchase; and
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in
connection with the Argentine Peso Offer, the Company is now offering to
purchase Notes, in accordance with the Acceptance Priority Levels
described in the Offer to Purchase, for an aggregate purchase price of up
to Argentine Ps.200 million (the “
Maximum Argentine Peso Tender
Amount
”), provided that in no event will the aggregate purchase
price of the 2011 Notes purchased by the Company in the Argentine Peso
Offer exceed Argentine Ps.150 million (as opposed to the aggregate
purchase price limit on the 2011 Notes originally set forth in the Offer
to Purchase of Argentine Ps.100
million).
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According
to information provided by The Bank of New York Mellon, the depositary for the
Offers, the approximate aggregate principal amount of the Notes listed below
were validly tendered and not validly withdrawn before the Early Tender
Date.
With
respect to the U.S. Dollar Offer, the Company had received valid tenders from
Holders for:
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US$28,576
in aggregate principal amount of the 2011 Conversion Notes, representing
the entire outstanding principal amount of the 2011 Conversion
Notes;
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US$42,494,000
in aggregate principal amount of the 2010 Notes;
and
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US$15,825,000
in aggregate principal amount of the 2011
Notes.
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With
respect to the Argentine Peso Offer, the Company had received valid tenders from
Holders for:
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US$2,502,000
in aggregate principal amount of the 2010 Notes;
and
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US$1,176,000
in aggregate principal amount of the 2011
Notes.
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Withdrawal
rights for the Notes tendered in the Offers terminated at 5:00 p.m., New York
City time (6:00 p.m. Buenos Aires time) on October 7, 2009. The
Offers are scheduled to expire at 11:59 p.m. New York City time on October 22,
2009 (12:59 a.m. Buenos Aires time, on October 23, 2009), unless extended by the
Company (the “
Expiration
Date
”). The Offers are governed by the times and dates referred to herein
and in the Offer to Purchase based on New York City time. Times and dates based
on Buenos Aires time are provided solely for your convenience.
This
press release is for informational purposes only and is not an offer to purchase
any Notes. The Offers are being made only through the Offer to
Purchase and a related Letter of Transmittal dated September 24, 2009 (the
“
Letter of
Transmittal
”), and the information in the Offer to Purchase and the
Letter of Transmittal is hereby amended and supplemented by the information
contained in this press release. Capitalized terms used herein and
not otherwise defined have the meanings ascribed to them in the Offer to
Purchase.
The
Offers are not being made to Holders in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities or blue sky
laws or other laws of such jurisdiction. In any jurisdiction where
the laws require the Offers to be made by a licensed broker or dealer, the
Offers will be deemed to be made on behalf of the Company by the dealer manager
or one or more registered broker dealers under the laws of such
jurisdiction.
About
Telefónica de Argentina S.A.
Telefónica
de Argentina S.A. was incorporated in Argentina in 1990 as an Argentine
sociedad anónima
(a limited
liability company). Telefónica de Argentina S.A. has a non-expiring
license to provide telecommunications services throughout Argentina. Telefónica
de Argentina S.A. also provides other telephone-related services such as
international long-distance service, data transmission and Internet
service.
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CONTACT:
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Telefónica
de Argentina S.A.
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Irene
Bertuzzi
(54 11)
4332-3857
bertuzzi@telefonica.com.ar
SOURCE: Telefónica de
Argentina S.A.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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Telefónica
de Argentina S.A.
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Date:
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October
8, 2009
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By:
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/s/
Pablo Luis Llauró
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Name:
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Pablo
Luis Llauró
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Title:
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Assistant
General Counsel
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