0001104659-23-058983.txt : 20230511 0001104659-23-058983.hdr.sgml : 20230511 20230511130006 ACCESSION NUMBER: 0001104659-23-058983 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230331 FILED AS OF DATE: 20230511 DATE AS OF CHANGE: 20230511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TELECOM ARGENTINA SA CENTRAL INDEX KEY: 0000932470 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13464 FILM NUMBER: 23910106 BUSINESS ADDRESS: STREET 1: GENERAL HORNOS, NO. 690 CITY: BUENOS AIRES STATE: C1 ZIP: C1272ACL BUSINESS PHONE: 54-11-4968-4000 MAIL ADDRESS: STREET 1: GENERAL HORNOS, NO. 690 CITY: BUENOS AIRES STATE: C1 ZIP: C1272ACL FORMER COMPANY: FORMER CONFORMED NAME: TELECOM ARGENTINA STET FRANCE TELECOM SA DATE OF NAME CHANGE: 19950809 6-K 1 tm2315349d1_6k.htm FORM 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

 

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

 

 

For the month of May 2023

 

Commission File Number: 001-13464

 

 

Telecom Argentina S.A.

(Translation of registrant’s name into English)

 

General Hornos, No. 690, 1272

Buenos Aires, Argentina

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F

X

  Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

 

Yes   No

X

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

 

Yes   No

X

 

 

 

 

Telecom Argentina S.A.

 

 

TABLE OF CONTENTS

 

Item

 

1 English translation of the Unaudited Condensed Consolidated Financial Statements as of March 31, 2023

 

 

 

 

Telecom Argentina S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unaudited Condensed Consolidated Financial Statements as of March 31, 2023

 

 

 

 

 

 

 

General Hornos 690

(127) Ciudad Autónoma de Buenos Aires

Argentina

 

 

 

 

$: Argentine peso

US$: US dollar

$209.01 = US$1 as of March 31, 2023

 

 

 

 

TELECOM ARGENTINA S.A.

 

 

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 

AS OF MARCH 31, 2023 AND 2022

 

INDEX

 

Glossary of terms F-1
Unaudited consolidated financial statements
Unaudited consolidated statements of financial position F-3
Unaudited consolidated income statements F-4
Unaudited consolidated statements of comprehensive income F-5
Unaudited consolidated statements of changes in equity F-6
Unaudited consolidated statements of cash flows F-7
Notes to the unaudited consolidated financial statements F-8
Operating and Financial Review and Prospects I
Corporate information

 

 

 

 

TELECOM ARGENTINA S.A.

 

Glossary of terms

 

The following explanations are not technical definitions, but to assist the general reader to understand certain terms as used in these unaudited consolidated financial statements.

 

ADS: Telecom Argentina’s American Depositary Share, listed on the New York Stock Exchange, each representing five Class B Shares.

 

ADR: American Depositary Receipt

 

BYMA (Bolsas y Mercados Argentinos): Buenos Aires Stock Exchange.

 

CAPEX: Capital expenditures.

 

CNV (Comisión Nacional de Valores): The Argentine National Securities Commission.

 

Company/Telecom Argentina: Telecom Argentina S.A.

 

CPCECABA (Consejo Profesional de Ciencias Económicas de la Ciudad Autónoma de Buenos Aires): The Professional Council of Economic Sciences of the City of Buenos Aires.

 

CVH: Cablevisión Holding S.A., controlling company of Telecom since January 1, 2018.

 

DFI: Derivate Financial Instrument

 

FACPCE (Federación Argentina de Consejos Profesionales en Ciencias Económicas): Argentine Federation of Professional Councils of Economic Sciences.

 

Fintech: Fintech Telecom LCC, a Telecom shareholder.

 

fintech: Financial technology services.

 

Fixed assets: Includes PP&E, Intangible assets, Goodwill and Rights of use assets.

 

IAS: International Accounting Standards.

 

IASB: International Accounting Standards Board.

 

ICT Services (Information and Communication Technology services): Services to transport and distribute signals or data, such as voice, text, video and images, provided or requested by third-party users, through telecommunications networks.

 

IFRS: International Financial Reporting Standards, as issued by the International Accounting Standards Board.

 

INDEC (Instituto Nacional de estadísticas y censos): The National Institute of statistics and cense.

 

La Capital Cable/Ver TV/TSMA: Names corresponding to limited companies La Capital Cable S.A., Ver T.V. S.A. and Teledifusora San Miguel Arcángel S.A., respectively, companies that are directly or indirectly associates according to the definition of the General Corporations Law.

 

LAD (Ley Argentina Digital): Argentine Digital Law No. 27,078.

 

LGS (Ley de General de Sociedades): Argentine Corporations Law No. 19,550 as amended. Since the enforcement of the new Civil and Commercial Code its name was changed to “General Corporations Law”.

 

Micro Sistemas/Pem/Cable Imagen/AVC Continente Audiovisual/Inter Radios/Personal Smarthome/Personal Security/NYSSA: Names corresponding to limited companies or limited responsibility companies that are directly or indirectly controlled according to the definition of the General Corporations Law, or were controlled by the Company, directly or indirectly: Micro Sistemas S.A.U., Pem S.A.U., Cable Imagen S.R.L., AVC Continente Audiovisual S.A., Inter Radios S.A.U., Personal Smarthome S.A., Personal Smart Security S.A.U., Negocios y Servicios S.A.U.

 

NYSE: New York Stock Exchange.

 

PEN (Poder Ejecutivo Nacional): The executive branch of the Argentine government.

 

PP&E: Properties, plant and equipment.

 

RECPAM (Resultado por exposición a los cambios en el poder adquisitivo de la moneda): Inflation Adjustment Gain (Loss).

 

RMB: Official currency of Popular Republic of China.

 

RT: Technical resolutions issued by the FACPCE.

 

RT 26: Technical resolution No, 26 issued by the FACPCE, amended by RT29 and RT43.

 

Telecom: Telecom Argentina and its consolidated subsidiaries.

 

F-1

 

 

TELECOM ARGENTINA S.A.

 

Telecom USA/Núcleo/Personal Envíos/Tuves Paraguay/Televisión Dirigida/Adesol/Opalker: Names corresponding to foreign companies Telecom Argentina USA, Inc., Núcleo S.A.E, Personal Envíos S.A., Tuves Paraguay S.A., Televisión Dirigida S.A., Adesol S.A. and Opalker S.A., respectively, companies that are directly or indirectly controlled according to the definition of the General Corporations Law.

 

USA: United States of America

 

VLG: VLG S.A.U. (formerly VLG Argentina LLC), a company that is a shareholder of the Company and controlled by CVH.

 

In these unaudited consolidated financial statements, unless otherwise stated, $ amounts are stated in millions.

 

F-2

 

 

TELECOM ARGENTINA S.A.

 

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(In millions of Argentine pesos in current currency - Note 1.d)

 

    March 31, December 31,
ASSETS Note 2023 2022
Current Assets      
Cash and cash equivalents 2 41,594 48,756
Investments 2 50,131 10,193
Trade receivables 3 48,122 45,791
Other receivables 4 25,442 23,783
Inventories 5 8,667 7,849
Assets classified as held for sale   1,149 1,161
Total current assets   175,105 137,533
Non-Current Assets      
Trade receivables 3 143 144
Other receivables 4 1,886 2,031
Deferred income tax assets 13 3,125 3,009
Investments 2 8,139 7,844
Goodwill 6 602,273 602,280
PP&E 7 936,405 965,087
Intangible assets 8 302,592 310,183
Right of use assets 9 79,503 76,609
Total non-current assets   1,934,066 1,967,187
TOTAL ASSETS   2,109,171 2,104,720
LIABILITIES      
Current Liabilities      
Trade payables 10 107,124 108,655
Borrowings 11 180,802 163,561
Salaries and social security payables 12 37,733 45,835
Income tax payables 13 417 382
Other taxes payables 14 13,828 12,089
Leases liabilities 15 11,267 11,202
Other liabilities 16 5,474 6,038
Provisions 17 3,268 3,206
Total current liabilities   359,913 350,968
Non-Current Liabilities      
Trade payables 10 365 388
Borrowings 11 389,068 407,594
Salaries and social security payables 12 3,106 3,344
Deferred income tax liabilities 13 300,091 311,894
Other taxes payables 14 31 54
Leases liabilities 15 24,393 23,975
Other liabilities 16 2,697 3,177
Provisions 17 12,783 14,187
Total non-current liabilities   732,534 764,613
TOTAL LIABILITIES   1,092,447 1,115,581
EQUITY      
Equity attributable to Controlling Company   996,389 969,405
Equity attributable to non-controlling interest   20,335 19,734
TOTAL EQUITY(See Consolidated Statements of Changes in Equity)   1,016,724 989,139
TOTAL LIABILITIES AND EQUITY   2,109,171 2,104,720

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

F-3

 

 

TELECOM ARGENTINA S.A.

 

CONSOLIDATED INCOME STATEMENTS

(In millions of Argentine pesos in current currency, except per share data in Argentine pesos in current currency - Note 1.d)

 

    Three-month period
ended March 31,
  Note 2023 2022
Revenues 21 214,818 239,787
Employee benefit expenses and severance payments 22 (51,669) (49,477)
Interconnection and transmission costs   (6,408) (7,328)
Fees for services, maintenance, materials and supplies 22 (25,185) (25,602)
Taxes and fees with the Regulatory Authority 22 (16,542) (18,336)
Commissions and advertising   (12,517) (13,126)
Cost of equipment and handsets 22 (9,968) (12,280)
Programming and content costs   (12,316) (15,316)
Bad debt expenses 3 (6,499) (6,535)
Other operating expenses 22 (8,668) (8,657)
Depreciation, amortization and impairment of fixed assets 22 (68,136) (80,562)
Operating income (loss)   (3,090) 2,568
Earnings from associates 2 425 245
Debt financial results 23 8,916 29,629
Other financial results, net 23 10,459 16,011
Income before income tax   16,710 48,453
Income tax benefit 13 11,773 57
Net income for the period   28,483 48,510
       
Attributable to:      
Controlling Company   27,759 48,063
Non-controlling interest   724 447
    28,483 48,510
       
Earnings per share for income attributable to the Controlling Company - Basic and diluted 1.c 12.89 22.32

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

See Note 22 for additional information on operating expenses per function.

 

F-4

 

 

TELECOM ARGENTINA S.A.

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions of Argentine pesos in current currency - Note 1.d)

 

  Three-month period
ended March 31,
  2023 2022
     
Net income for the period 28,483 48,510
     
Other comprehensive income - Will be reclassified subsequently to profit or loss    
Currency translation adjustments (no effect on Income Tax) (770) (3,465)
DFI effects classified as hedges (204) 157
Income Tax effects on DFI classified as hedges and others 76 (51)
Other comprehensive loss, net of tax (898) (3,359)
     
Total comprehensive income for the period 27,585 45,151
     
Attributable to:    
Controlling Company 26,984 45,448
Non-controlling interest 601 (297)
  27,585 45,151

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

F-5

 

 

TELECOM ARGENTINA S.A.

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In millions of Argentine pesos in current currency - Note 1.d)

 

  Owners contribution Reserves  
  Outstanding
shares
Inflation
adjustment
Contributed
Surplus
Legal Special reserve
for IFRS
implementation
Facultative
(2)
Other
comprehensive
results
Retained
earnings
Equity
attributable
to
controlling
company
Equity
attributable to
non-controlling
interest
Total
Equity
Capital
nominal
value
(1)
Balances as of January 1, 2022 2,154 333,972 863,422 18,975 7,313 71,114 (33,761) 20,381 1,283,570 20,323 1,303,893
Comprehensive income:                      
   Net income for the period - - - - - - - 48,063 48,063 447 48,510
   Other comprehensive loss - - - - - - (2,615) - (2,615) (744) (3,359)
Total Comprehensive Income (loss) - - - - - - (2,615) 48,063 45,448 (297) 45,151
                       
Balances as of March 31, 2022 2,154 333,972 863,422 18,975 7,313 71,114 (36,376) 68,444 1,329,018 20,026 1,349,044
                       
Balances as of January 1, 2023 2,154 333,972 827,171 19,943 7,313 71,849 (39,997) (253,000) 969,405 19,734 989,139
Comprehensive income:                      
   Net income for the period - - - - - - - 27,759 27,759 724 28,483
   Other comprehensive loss - - - - - - (775) - (775) (123) (898)
Total Comprehensive income (loss) - - - - - - (775) 27,759 26,984 601 27,585
                       
Balances as of March 31, 2023 2,154 333,972 827,171 19,943 7,313 71,849 (40,772) (225,241) 996,389 20,335 1,016,724

 

(1) See Note 20 to these unaudited consolidated financial statements.

(2) Correspond to the Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level.

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

F-6

 

 

TELECOM ARGENTINA S.A.

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions of Argentine pesos in current currency – Note 1.d)

 

    Three-month period
ended March 31,
  Note 2023 2022
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES      
Net income for the period   28,483 48,510
Adjustments to reconcile net income to net cash flows provided by operating activities      
Allowances deducted from assets   5,949 12,081
Depreciation of PP&E 7 53,058 61,195
Amortization of intangible assets 8 8,585 8,781
Amortization of rights of use assets 9 6,218 6,051
Disposals of fixed assets and consumption of materials   69 1,156
Earnings from associates 2.a (425) (245)
Financial results and others   (25,081) (50,199)
Income tax 13 (11,773) (57)
Income tax paid (*)   (292) (1,473)
Net increase in assets 2.b (28,913) (20,276)
Net increase in liabilities 2.b 17,263 9,562
Total cash flows from operating activities   53,141 75,086
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES      
PP&E acquisitions   (17,688) (45,344)
Intangible asset acquisitions   (852) (1,185)
Proceeds from dividends 2.b - 300
Proceeds from the sale of PP&E and intangible assets   1 55
Net Investments acquisitions not considered as cash and cash equivalents   (42,740) (31,120)
Total cash flows used in investing activities   (61,279) (77,294)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES      
Proceeds from borrowings 2.b 42,045 38,148
Payment of borrowings 2.b (16,762) (15,900)
Payment of interests and related expenses 2.b (18,237) (17,337)
Payments of leases liabilities 15 (4,536) (3,015)
Total cash flows from financing activities   2,510 1,896
       
NET DECREASE IN CASH AND CASH EQUIVALENTS   (5,628) (312)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR   48,756 47,068
NET FOREIGN EXCHANGE DIFFERENCES AND RECPAM ON CASH AND CASH EQUIVALENTS   (1,534) (2,821)
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD   41,594 43,935

 

(*)

Three-month period

ended March 31

  2023 2022
Corresponding to Controlling Company (259) (1,465)
Corresponding to subsidiaries (33) (8)
  (292) (1,473)

 

See Note 2.b for additional information on the consolidated statements of cash flows.

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

F-7

 

 

TELECOM ARGENTINA S.A.

 

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2023 AND 2022 (*)

(In millions of Argentine pesos in current currency, except as otherwise indicated)

 

INDEX

 

  Page
Note 1 – Basis of preparation of the unaudited consolidated financial statements and significant accounting policies F-9
Note 2 – Cash and cash equivalents and Investments. Additional information on the consolidated statements of cash flows F-12
Note 3 – Trade receivables F-14
Note 4 – Other receivables F-14
Note 5 – Inventories F-14
Note 6 – Goodwill F-15
Note 7 – PP&E F-15
Note 8 – Intangible assets F-15
Note 9 – Right of use assets F-16
Note 10 – Trade payables F-16
Note 11 – Borrowings F-16
Note 12 – Salaries and social security payables F-18
Note 13 – Income tax payable and Deferred income tax assets/liabilities F-18
Note 14 – Other taxes payables F-19
Note 15 – Leases liabilities F-19
Note 16 – Other liabilities F-20
Note 17 – Provisions F-20
Note 18 – Additional information of financial assets and liabilities F-20
Note 19 – Purchase Commitments F-22
Note 20 – Equity F-22
Note 21 – Revenues F-22
Note 22 – Operating expenses F-22
Note 23 – Financial results F-24
Note 24 – Balances and transactions with Companies under Section 33 - Law No. 19,550 and Related Parties F-24
Note 25 – Restrictions on distribution of profits F-25
Note 26 – Recent developments corresponding to the three-month period ended March 31, 2023 F-25
Note 27 – Subsequent events to March 31, 2023 F-26

 

(*) By convention the definitions used in the notes are in the Glossary of Terms.

 

F-8

 

 

TELECOM ARGENTINA S.A.

 

 

NOTE 1 – BASIS OF PREPARATION OF THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS AND SIGNIFICANT ACCOUNTING POLICIES

 

a)    Basis of preparation and significant accounting policies

 

As required by the CNV, the unaudited consolidated financial statements of the Company have been prepared in accordance with RT 26 of FACPCE (and its amendments), which adopted IFRS as issued by the IASB, standards also adopted by the CPCECABA.

 

For the preparation of these unaudited consolidated financial statements, the Company has elected to make use of the option provided by IAS 34 and has prepared them in its condensed form. Therefore, these financial statements do not include all the information required in an annual financial statement and, consequently, they must be read jointly with the annual financial statements as of December 31, 2022, which can be consulted at the Company´s website (https://institucional.telecom.com.ar/inversores/informacionfinanciera.html). Therefore, these unaudited consolidated financial statements were prepared following the same accounting policies as in the most recent annual financial statements.

 

These unaudited consolidated financial statements were prepared including in the consolidation process the following companies:

 

 

Company

 

Main Activity

 

Country

Telecom Argentina's
direct / indirect
interest in capital
stock and votes
Núcleo Mobile telecommunications Services Paraguay 67.50%
Personal Envíos Mobile financial services Paraguay 67.50%
Tuves Paraguay Distribution of television and audio signals direct to home services Paraguay 67.50%
Micro Sistemas Services related to the use of electronic payment media Argentina 100.00%
Pem Investment Argentina 100.00%
Cable Imagen Closed-circuit television Argentina 100.00%
Televisión Dirigida Cable television services Paraguay 100.00%
Adesol (a) Holding Uruguay 100.00%
AVC Continente Audiovisual Broadcasting services Argentina 100.00%
Inter Radios Broadcasting services Argentina 100.00%
Telecom USA Telecommunication services USA 100.00%
Personal Smarthome (b) Security solutions and services Argentina 100.00%
Personal Smart Security (b) Security services and/or related services Argentina 100.00%
Opalker S.A. Cybersecurity and related services Uruguay 100.00%
NYSSA (c) Internet Services Argentina 100.00%

 

(a)Includes the 100% interest in Telemas S.A., which holds interests in the following special-purpose entities: Audomar S.A., Bersabel S.A., Dolfycor S.A., Reiford S.A., Space Energy S.A., Tracel S.A. and Visión Satelital S.A.
(b)As of March 31, 2023 is a dormant entity.
(c)Company acquired on June 1, 2022.

 

The preparation of these unaudited consolidated financial statements in accordance with IFRS requires that the Company's Management make estimates that affect the figures disclosed in the financial statements or its complementary information. Actual results may differ from these estimates.

 

These unaudited consolidated financial statements were prepared in current currency as of March 31, 2023 (see item d) on an accrual basis of accounting (except for the statement of cash flows).

 

The figures as of December 31, 2022 and for the three-month period ended on March 31, 2022, which are disclosed in these unaudited consolidated financial statements for comparative purposes, are a result of restating the financial statements as of such dates to values in current currency as of March 31, 2023. This is as consequence of the restatement process of the financial information described in point d). When applicable, certain reclassifications were made for comparative purposes.

 

These unaudited consolidated financial statements as of March 31, 2023, were approved by resolution of the Board of Directors’ meeting held on May 9, 2023.

 

These unaudited consolidated financial statements contain all disclosures required under IAS 34. Some additional disclosures required by the LGS and/or by the CNV have been also included.

 

b)Segment information

 

An operating segment is defined as a component of an entity that may earn revenues and incur expenses, and whose financial information is available, held separately, and evaluated regularly by the chief operating decision maker. In the case of the Company, the Executive Committee and the Chief Executive Officer (“CEO”) are responsible for controlling recourses and for the economic and financial performance of Telecom.

 

F-9

 

 

 

TELECOM ARGENTINA S.A.

 

The Executive Committee and the CEO have a strategic and operational vision of Telecom as a single business unit in Argentina, according to the current regulatory context of the converged ICT services industry (adding to the same segment both the activities related to the mobile services, internet services, cable television and fixed telephony services, services governed by the same regulatory framework of ICT services). To exercise its functions, both the Executive Committee and the CEO receive periodically the economic-financial information of Telecom Argentina and its subsidiaries (in current currency as of the date of each transaction), that is prepared as a single segment and evaluate the evolution of business as a unit of generation of results, administrating the resources in a unique way to achieve the objectives. Regarding to costs, they are not specifically appropriate to a type of service, considering that the Company has a single payroll and operating expenses that affect all services in general (non-specific). On the other hand, decisions on CAPEX affect all the types of services provided by Telecom in Argentina and not specifically to one of them. Based on what was previously described and under the accounting principles (provided by IFRS as issued by the IASB), it was defined that the Company has a single segment of operations in Argentina.

 

Additionally, Telecom, through Micro Sistemas, develops activities in the fintech industry in Argentina, which are not analyzed as a separate segment by the Executive Committee and the CEO, who analyze the consolidated information of companies in Argentina, taking into account that, as of March 31, 2023, activities of Micro Sistemas are not significant and do not exceed any of the quantitative thresholds identified under IFRS to qualify as reportable segments. The Executive Committee and the CEO will continue to monitor the evolution of this business to assess its eventual consideration as a separate reportable segment provided it complies with the requirements established by IFRS to that effect.

 

Telecom carries out activities abroad (Paraguay, United States of America and Uruguay). These operations are not analyzed as a separate segment by the Executive Committee and the CEO, who analyze the consolidated information of companies in Argentina and abroad (in current currency as of the date of each transaction), considering that the activities of foreign companies are not significant for Telecom. Operations carried out abroad by Telecom do not meet the aggregation criteria established by the standard to be grouped within the "Services rendered in Argentina" segment, and considering that they do not exceed any of the quantitative thresholds identified in the standard to qualify as reportable segments, they are grouped within the category "Other abroad segments".

 

The Executive Committee and the CEO evaluate the profitability for each reportable segment based on the measure of the Adjusted EBITDA. Adjusted EBITDA is defined as our net (loss) income less income taxes, financial results, Earnings (losses) from associates, depreciation, amortization and impairment of fixed assets.

 

Presented below is the Segment financial information as it is analyzed by the Executive Committee and the CEO for the three-month periods ended March 31, 2023 and 2022.

 

Consolidated Income Statement as of March 31, 2023

 

  Services
rendered
in
Argentina
Services
rendered in
Argentina –
Inflation
restatement
Services
rendered in
Argentina
restated for
inflation
Other
abroad
segments
Other
abroad
segments –
Inflation
restatement
Other abroad
segments
restated for
inflation
Eliminations Total
Revenues 188,115 13,634 201,749 13,008 938 13,946 (877) 214,818
Operating costs without depreciation, amortization and impairment of fixed assets (131,957) (10,558) (142,515) (7,590) (544) (8,134) 877 (149,772)
Adjusted EBITDA 56,158 3,076 59,234 5,418 394 5,812 - 65,046
           
Depreciation, amortization and impairment of fixed assets         (68,136)
Operating loss               (3,090)
Earnings from associates             425
Debt financial expenses             8,916
Other financial results, net             10,459
Income before income tax           16,710
Income tax benefit               11,773
Net income               28,483
                 
Attributable to:                
Controlling Company               27,759
Non-controlling interest               724
                28,483

F-10 

 

 

TELECOM ARGENTINA S.A.

 

Consolidated Income Statement as of March 31, 2022

 

  Services
rendered
in
Argentina
Services
rendered in
Argentina –
Inflation
restatement
Services
rendered in
Argentina
restated for
inflation
Other
abroad
segments
Other
abroad
segments –
Inflation
restatement
Other abroad
segments
restated for
inflation
Eliminations Total
Revenues 103,727 121,236 224,963 7,347 8,552 15,899 (1,075) 239,787
Operating costs without depreciation, amortization and impairment of fixed assets (66,969) (81,070) (148,039) (4,482) (5,211) (9,693) 1,075 (156,657)
Adjusted EBITDA 36,758 40,166 76,924 2,865 3,341 6,206 - 83,130
         
Depreciation, amortization and impairment of fixed assets       (80,562)
Operating income           2,568
Earnings from associates         245
Debt financial expenses         29,629
Other financial results, net         16,011
Income before income tax       48,453
Income tax benefit           57
Net income           48,510
             
Attributable to:            
Controlling Company           48,063
Non-controlling interest           447
            48,510
                 

Additional information per geographical area required under IFRS 8 (Operating Segments) is disclosed below:

 

  As of March 31, As of December 31
  2023 2022 2022
Revenues from customers located in Argentina 201,015 224,146 n/a
Revenues from foreign customers 13,803 15,641 n/a
       
CAPEX corresponding to the segment “Services rendered in Argentina” 23,350 30,769 n/a
CAPEX corresponding to the segment “Other abroad segments” 2,024 3,013 n/a
       
Fixed assets corresponding to the segment “Services rendered in Argentina” 1,852,529 n/a 1,883,745
Fixed assets corresponding to the segment “Other abroad segments” 68,244 n/a 70,414
       
Borrowings corresponding to the segment “Services rendered in Argentina” 555,488 n/a 556,467
Borrowings corresponding to the segment “Other abroad segments” 14,382 n/a 14,688
       

 

c)Net earnings per share

 

Basic earnings per share is calculated by dividing the net income attributable to the Controlling Company by the weighted average number of ordinary shares outstanding during the period. On the other hand, diluted earnings per share is computed by dividing the net income attributable to the Controlling Company for the period by the weighted average number of common shares issued and to be potentially issued at the end of the period. Since the Company has no dilutive potential common stock outstanding, basic and dilutive earnings per share amounts do not differ.

 

For the three-month periods ended March 31, 2023 and 2022, the weighted average number of shares outstanding amounted to 2,153,688,011.

 

d)Financial reporting in hyperinflationary economies

 

Since Argentina has been considered a high-inflation economy for accounting purposes in accordance with IAS 29 since July 1, 2018, the financial information expressed in Argentine pesos is restated in current currency of March 31, 2023.

 

The table below shows the evolution of the indexes as of March 31, 2023 and 2022 and December 31, 2022 according to official statistics (INDEC) in accordance with Resolution No. 539/18 and the devaluation of the Argentine peso vs. de US dollar for the same years / periods:

 

F-11 

 

 

TELECOM ARGENTINA S.A.

 

  As of March 31,
2022
As of December 31,
2022
As of March 31,
2023
       
National Consumer Price Index (National CPI) (December 2016=100) 676.06 1,134.59 1,381.16
       
Variation in prices      
Annual 55.1% 94.8% 104.3%
Accumulated 3 months 16.1% n/a 21.7%
       
Banco Nación US$/$ exchange rate 111.01 177.16 209.01
       
Variation in the exchange rate      
Annual 20.7% 72.5% 88.3%
Accumulated 3 months 8.1% n/a 18.0%

 

The Company followed the same restatement policies for items identified in the annual consolidated financial statements as of December 31, 2022.

 

NOTE 2 – CASH AND CASH EQUIVALENTS AND INVESTMENTS. ADDITIONAL INFORMATION ON THE CONSOLIDATED STATEMENTS OF CASH FLOWS.

 

a)    Cash and cash equivalents and Investments

 

  March 31, December 31,
Cash and cash equivalents 2023 2022
Cash and Banks  (1) 19,960 19,791
Time deposits 13,002 19,128
Mutual funds 8,632 3,950
Government bonds at fair value - 5,887
Total cash and cash equivalents 41,594 48,756

 

(1)As of March 31, 2023 includes restricted funds for $439 corresponding to the funds to be paid to clients.

 

Investments    
Current    
Government bonds at fair value 50,001 10,059
Mutual funds 130 134
  50,131 10,193
Non- current    
Investments in associates (a) 8,138 7,843
2003 Telecommunications Fund 1 1
  8,139 7,844
Total investments 58,270 18,037

 

(a)Information on Investments in associates is detailed below:

 

Financial position information:

 

Companies Main activity Country Percentage of
capital
stock owned and
voting rights (%)
Valuation as of
03.31.2023
Valuation as of
12.31.2022
Ver TV. (1) Cable television station Argentina 49.00 5,190 5,030
TSMA (1) (2) (3) Cable television station Argentina 50.10 1,947 1,891
La Capital Cable (1) (2) Closed-circuit television Argentina 50.00 1,001 922
Total       8,138 7,843

 

(1)Data about the issuer arises from extra-accounting information.
(2)Direct and indirect interest.
(3)Despite owning a percentage higher than a 50% of interest, the Company does not have the control in accordance with the requirements of IFRS.

 

Earnings information:

 

 

Three-months period
ended

March 31,

  2023 2022
  Profit (loss)
Ver TV 290 229
TSMA 56 35
La Capital Cable 79 (19)
Total 425 245

 

F-12 

 

 

TELECOM ARGENTINA S.A.

 

b)    Additional information on the consolidated statements of cash flows

 

Changes in assets/liabilities components:

 

  March 31,
Net (increase) decrease in assets 2023 2022
Trade receivables (16,459) (13,986)
Other receivables (9,759) (7,526)
Inventories (2,695) 1,236
  (28,913) (20,276)
Net increase (decrease) in liabilities    
Trade payables 11,662 7,659
Salaries and social security payables 104 (2,251)
Other taxes payables 3,959 1,743
Other liabilities and provisions 1,538 2,411
  17,263 9,562

Main Financing activities components

 

The following table presents the main financing activities components:

 

  March 31,
  2023 2022
Bank overdrafts 28,265 10,364
Notes 12,755 9,816
Bank and other financial entities loans 1,025 16,291
Loans for purchase of equipment - 1,677
Total borrowings proceeds 42,045 38,148
Notes (2,436) (57)
Bank and other financial entities loans (12,462) (13,747)
Loans for purchase of equipment (1,864) (2,096)
Total payment of borrowings (16,762) (15,900)
Bank overdrafts (2,252) (2,562)
Notes (4,524) (8,629)
Bank and other financial entities loans (7,113) (5,008)
By DFI, loans  for purchase of equipment and others (4,348) (1,138)
Total payment of interest and related expenses (18,237) (17,337)

 

Main non-cash operating transactions

 

Main non-cash operating transactions and that were eliminated from the consolidated statement of cash flows are the following:

 

  March 31,
  2023 2022
PP&E and intangible assets acquisition financed with accounts payable 24,477 30,028
Trade payables cancelled with borrowings 647 3,146
Uncollected dividends from Ver TV (1) 130 -

 

(1)Correspond to the distribution of cash dividends made by Ver TV in March 2023 that are uncollected as of March 31, 2023.

 

Dividends proceeds

 

Brief information on dividends proceeds by the Company is provided below:

 

Three-month period
ended

March 31

Associate

Company

Dividends collected
Currency of the
transaction date
Current currency
as of March 31,
2023
2022 Ver TV 104 237
  TSMA 28 63
      300

 

F-13 

 

 

TELECOM ARGENTINA S.A.

 

NOTE 3 – TRADE RECEIVABLES

 

  March 31, December 31,
Current Trade receivables 2023 2022
Ordinary receivables 66,664 64,219
Companies under section 33 - Law No. 19,550 and related parties (Note 24.c) 294 274
Contractual asset IFRS 15 25 30
Allowance for doubtful accounts (18,861) (18,732)
  48,122 45,791
Non-current Trade receivables    
Ordinary receivables 137 135
Contractual asset IFRS 15 6 9
  143 144
Total trade receivables, net 48,265 45,935

 

Movements in the allowance for current doubtful accounts are as follows:

 

  March 31,
  2023 2022
At the beginning of the fiscal year (18,732) (23,226)
Increases (6,499) (6,535)
Uses 2,766 3,741
RECPAM and currency translation adjustments 3,604 3,295
At the end of the period (18,861) (22,725)

 

NOTE 4 – OTHER RECEIVABLES

 

  March 31, December 31,
Current Other Receivables 2023 2022
Prepaid expenses 8,588 6,667
Guarantee of financial operations 1,607 2,940
Tax credits 11,500 11,619
Companies under section 33 - Law No. 19,550 and related parties (Note 24.c) 285 416
DFI 139 142
Indemnification assets 82 84
Other 4,007 2,827
Allowance for other receivables (766) (912)
  25,442 23,783
Non-Current Other Receivables    
Prepaid expenses 1,026 1,100
DFI 83 245
Tax credits 13 11
Other 764 675
  1,886 2,031
Total other receivables, net 27,328 25,814

 

Movements in the allowance for current other receivables are as follows:

 

  March 31,
  2023 2022
At the beginning of the year (912) (874)
Increases (17) (31)
RECPAM and currency translation adjustments 163 134
At the end of the period (766) (771)

 

NOTE 5 – INVENTORIES

 

  March 31, December 31,
  2023 2022
Mobile handsets and others 9,273 8,445
Allowance for obsolescence of inventories (606) (596)
Total inventories 8,667 7,849

 

Movements in the allowance for obsolescence of inventories are as follows:

 

  March 31,
  2023 2022
At the beginning of the year (596) (766)
Increases (30) (25)
Decreases 20 22
At the end of the period (606) (769)

 

F-14 

 

 

TELECOM ARGENTINA S.A.

 

NOTE 6 – GOODWILL

 

  March 31, December 31,
  2023 2022
Argentina (1) 600,244 600,239
Abroad (2) 2,029 2,041
Total goodwill 602,273 602,280

 

(1)The variation corresponds to the increase in the value of the goodwill of NYSSA acquired in the year 2022 due to contractual modifications during the current period.
(2)The variation in the amounts with respect to balance as of December 31, 2022 corresponds to temporary currency translation adjustments.

 

NOTE 7 – PP&E

 

  March 31, December 31,
  2023 2022
PP&E 947,796 977,078
Allowance for obsolescence and impairment of materials (10,200) (11,052)
Impairment allowance of PP&E (1,191) (939)
Total PP&E 936,405 965,087

 

Movements in PP&E (without allowance for obsolescence and impairment of materials and impairment allowance of PP&E) are as follows:

 

  March 31,
  2023 2022
At the beginning of the year 977,078 1,084,894
CAPEX 24,339 32,344
Currency translation adjustments (512) (3,775)
Net carrying value of decreases and consumption of materials (51) (486)
Depreciation of the period (53,058) (61,195)
At the end of the period 947,796 1,051,782

 

Movements in the allowance for obsolescence and impairment of materials are as follows:

 

  March 31,
  2023 2022
At the beginning of the year (11,052) (11,202)
(Increases)/Decreases 849 (219)
Currency translation adjustments 3 14
At the end of the period (10,200) (11,407)

 

Movements in the impairment allowance of PP&E are as follows:

 

  March 31,
  2023 2022
At the beginning of the year (939) (3,841)
Increases (252) (2,084)
At the end of the period (1,191) (5,925)

 

NOTE 8 – INTANGIBLE ASSETS

 

  March 31, December 31,
  2023 2022
Intangible assets 315,822 323,413
Impairment allowance (13,230) (13,230)
Total intangible assets 302,592 310,183

 

Movements in Intangible assets (without considering the impairment allowance) are as follows:

 

  March 31,
  2023 2022
At the beginning of the year 323,413 364,557
CAPEX 1,035 1,438
Currency translation adjustments (41) (370)
Net carrying value of decreases - (12,781)
Amortization of the period (8,585) (8,781)
At the end of the period 315,822 344,063

 

F-15 

 

 

TELECOM ARGENTINA S.A.

 

Movements in Impairment allowance of intangible assets are as follows:

 

  March 31,
  2023 2022
At the beginning of the year (13,230) (22,824)
Increases - (3,187)
Uses - 12,781
At the end of the period (13,230) (13,230)

 

NOTE 9 – RIGHT OF USE ASSETS

 

  March 31, December 31,
  2023 2022
Leases rights of use    
Sites 50,036 50,385
Real estate and others 9,304 9,453
Poles 7,424 3,783
Indefeasible right of use 2,000 2,099
Asset retirement obligations 10,739 10,889
Total rights of use assets 79,503 76,609

 

Movements in right of use assets are as follows:

 

  March 31,
  2023 2022
At the beginning of the year 76,609 79,236
Increase 9,154 4,591
Net carrying value of decreases (18) (670)
Currency translation adjustments (24) (402)
Amortization of the period (6,218) (6,051)
At the end of the period 79,503 76,704

 

NOTE 10 – TRADE PAYABLES

 

  March 31, December 31,
Current 2023 2022
Suppliers 105,158 106,236
Companies under Sect. 33–Law No. 19,550 and Related Parties (Note 24.c) 1,966 2,419
  107,124 108,655
Non-current    
Suppliers 365 388
  365 388
Total trade payables 107,489 109,043

 

NOTE 11 – BORROWINGS

 

  March 31, December 31,
Current 2023 2022
Bank overdrafts – principal 33,518 9,264
Bank and other financial entities loans – principal 45,411 48,780
Notes – principal 58,008 57,706
DFI 4 23
Loans for purchase of equipment 5,584 6,414
Interest and related expenses 38,277 41,374
  180,802 163,561
Non-current    
Notes – principal 224,871 220,422
Bank and other financial entities loans – principal 111,490 124,883
Loans for purchase of equipment 4,251 5,423
Interest and related expenses 48,456 56,866
  389,068 407,594
Total borrowings 569,870 571,155

 

F-16 

 

 

TELECOM ARGENTINA S.A.

 

Movements in Borrowings are as follows:

 

  Balances at
the beginning
of the year

 

Cash
Flows

 

Accrued
interests

Exchange
differences,
currency
translation
adjustments
and others
Balances as
of March 31,
2023
Bank overdrafts 9,264 28,265 - (4,011) 33,518
Bank and other financial entities loans – principal 173,663 (11,437) - (5,325) 156,901
Notes – principal 278,128 10,319 - (5,568) 282,879
DFI 23 (913) - 894 4
Loans for purchase of equipment 11,837 (1,864) - (138) 9,835
Interests and related expenses 98,240 (17,659) 3,109 3,043 86,733
Total as of March 31, 2023 571,155 6,711 3,109 (*)    (11,105) 569,870
           
Total as of March 31, 2022 632,940 4,290 409 (**)    (27,852) 609,787

 

(*) Includes $647 of loans that do not represent cash movement.

(**) Includes $3,146 of loans that do not represent cash movement.

 

Most of the bank and other financing entities loans subscribed by the Company contain compliance ratios which are usual for this kind of agreements. As of March 31, 2023, Telecom has complied with them.

 

Recent developments of Borrowings as of the date of these unaudited consolidated financial statements are detailed below:

 

a)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 announced the subscription of new series of notes. The amount of the Notes finally issued and its main characteristics are detailed below:

 

Series Currency

Amount
involved

(in millions)

Issuance
date
Maturity date Amortization Interest rate Interest
payment
date

Unpaid
portion

(in millions)

14 US$ linked 62.4 02/10/2023 02/10/2028 In one installment at maturity date Fixed rate of 1.00% Quarterly basis 12,990

 

b)Bank and other financing entities loans

 

Below are the main updates related to the loans reported in Note 13 to the consolidated financial statements as of December 31, 2022:

 

China Development Bank Shenzhen Branch (“CDB”) Loan

 

During the current period the Company has subscribed new tranches for a total of RMB 49 million, equivalent to $1,348.

 

Cisco Systems Capital Corporation

 

During the current period, the Company had additions for US$0.8 million, equivalent to $154.During April, 2023, the Company had additions for US$1 million, equivalent to $214.

 

Banco Santander Argentina S.A. Loan (“Santander”)

 

During March, 2023, the Company executed an addendum to Santander loan signed on March, 2022 for a total amount of $3,500, 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 of 73.5% annual nominal was renegotiated. This transaction was recognized as a debt refinancing, recognizing a loss of $312 that is included in “Financial debt renegotiation results” item, within Debt financial results.

 

F-17 

 

 

TELECOM ARGENTINA S.A.

 

NOTE 12 – SALARIES AND SOCIAL SECURITY PAYABLES

 

  March 31, December 31,
2023 2022
Current    
Salaries, annual complementary salaries, vacation, bonuses and their social security payables 34,948 42,687
Termination benefits 2,785 3,148
  37,733 45,835
Non-current    
Termination benefits 3,106 3,344
  3,106 3,344
Total salaries and social security payables 40,839 49,179

 

NOTE 13 – INCOME TAX PAYABLE AND DEFERRED INCOME TAX ASSETS/LIABILITIES

 

Income tax payable by company is presented below:

 

  March 31, December 31,
  2023 2022
Núcleo 297 306
Adesol 25 24
Pem 3 2
Opalker 1 1
NYSSA 67 49
Telecom USA 24 -
  417 382

 

Deferred Income tax assets and liabilities, net of Telecom and its subsidiaries, and the actions for recourse tax receivable are presented below:

 

  March 31, December 31,
  2023 2022
Tax loss carryforward (8,957) (37,015)
Allowance for doubtful accounts (10,741) (10,934)
Provisions (3,616) (3,669)
PP&E and Intangible assets 255,067 260,477
Cash dividends from foreign companies 3,276 2,967
Income tax inflation adjustment deferral effect 65,013 100,115
Other deferred tax liabilities (assets), net (2,188) (1,975)
Total deferred tax liabilities, net 297,854 309,966
Actions for recourse tax receivable (888) (1,081)
Total deferred tax liability, net (*)   296,966 308,885
     
Net deferred tax assets (3,125) (3,009)
 Net deferred tax liabilities 300,091 311,894

 

(*) Includes $9 of currency translation adjustments on foreign subsidiaries’ initial balances.

 

As of March 31, 2023, Telecom and some subsidiaries have cumulative tax loss carryforwards of approximately $25,847 (including $68 of unrecognized tax loss carryforwards for considering them non-recoverable), that calculated considering statutory income tax rate, represents a deferred tax asset of approximately $8,957.

 

The detail of the maturities of estimated Tax loss carryforward is disclosed below:

 

Company Tax loss carryforward
generation year
Tax loss carryforward
amount as of 03.31.2023
Tax loss carryforward
expiration year
Telecom 2022 20,686 2027
Telemás (*) 2019 461 2024
Micro Sistemas 2021 240 2026
Micro Sistemas 2022 3,432 2027
Micro Sistemas 2023 882 2028
Televisión Dirigida 2023 78 2028
AVC 2021 3 2026
AVC 2022 50 2027
AVC 2023 15 2028
    25,847  

 

(*) This company is consolidated in the financial statements of Adesol.

 

Income tax expense differed from the amounts computed by applying the Company’s statutory income tax rate to pre-tax income as a result of the following:

 

F-18 

 

 

 

TELECOM ARGENTINA S.A.

 

 

  Three-month period ended March 31,
  2023 2022
  Profit (loss)
Income before income tax 16,710 48,453
Non-taxable items – Earnings from associates (425) (245)
Non-taxable items – Other (437) 278
Restatement in current currency of Equity, goodwill and other 110,278 85,572
Subtotal 126,126 134,058
Effective income tax rate 34.74% 34.89%
Income tax expense at statutory tax rate of each subsidiary (43,816) (46,769)
Deferred tax liability restatement in current currency and other 89,965 80,477
Income tax inflation adjustment (33,537) (33,255)
Income tax on cash dividends of foreign companies (839) (396)
Income tax benefit(*) 11,773 57
     
Current tax (80) (22,405)
Deferred tax 11,853 22,462
Income tax benefit 11,773 57

 

(*) In 2022 includes $22,630 corresponding to the adjustment made in the Income tax affidavit of 2021, which includes, among others, the effects related to the full application of the tax inflation adjustment mechanisms detailed in Note 15 to the consolidated financial statements as of December 31, 2022.

 

NOTE 14 –OTHER TAXES PAYABLES

 

  March 31, December 31,
  2023 2022
Current    
Other national taxes 12,190 9,944
Provincial taxes 637 1,143
Municipal taxes 1,001 1,002
  13,828 12,089
Non- current    
Provincial taxes 31 54
  31 54
Total other taxes payables 13,859 12,143

 

NOTE 15 – LEASES LIABILITIES

 

  March 31, December 31,
  2023 2022
Current    
Argentina 10,993 10,929
Abroad 274 273
  11,267 11,202
Non- current    
Argentina 21,043 20,921
Abroad 3,350 3,054
  24,393 23,975
Total leases liabilities 35,660 35,177

 

Movements in Leases liabilities are as follows:

 

  March 31,
  2023 2022
At the beginning of the fiscal year 35,177 44,857
Increases (*) 9,154 4,591
Financial results, net (**) 2,295 1,866
Payments (4,536) (3,015)
Decreases (included RECPAM and currency translation adjustments) (6,430) (7,955)
At the end of the period 35,660 40,344

 

(*) Included in Rights of use assets acquisitions.

(**) Included in Other exchange differences and Other interests, net and other investments results.

 

F-19

 

 

TELECOM ARGENTINA S.A.

 

 

NOTE 16 – OTHER LIABILITIES

 

  March 31, December 31,
Current 2023 2022
Deferred revenues on prepaid credit 2,888 3,188
Deferred revenues on connection fees and international capacity leases 1,342 1,642
Debt for acquisition of NYSSA 246 240
Advances received for assets held for sale 426 -
Other 572 968
  5,474 6,038
Non-current    
Deferred revenues on connection fees and international capacity leases 901 1,018
Pension benefits 1,150 1,070
Debt for acquisition of NYSSA 613 631
Advances received for assets held for sale - 426
Other 33 32
  2,697 3,177
Total other liabilities 8,171 9,215

 

NOTE 17 – PROVISIONS

 

Movements in Provisions are as follows:

 

  Balances as
of December
31, 2022
Additions Reclassifications

Payments

 

RECPAM and
currency
translation
adjustments

Balances

as of
March 31,
2023

 

 

 

 

Capital

(i)

 

Interest
(ii)

Current              
Legal Claims and contingent liabilities 3,206 283 - 797 (462) (556) 3,268
Total current provisions 3,206 283 - 797 (462) (556) 3,268
Non- Current              
Legal Claims and contingent liabilities 7,921 1,077 376 (797) - (945) 7,632
Asset retirement obligations 6,266 - - - - (1,115) 5,151
Total non-current provisions 14,187 1,077 376 (797) - (2,060) 12,783
               
Total provisions 17,393 1,360 376 - (462) (2,616) 16,051

 

  Balances as
of December
31, 2021
Additions Reclassifications

Payments

 

RECPAM and
currency
translation
adjustments

Balances

as of
March 31,
2022

 

 

 

 

Capital

(i)

 

Interest
(ii)

Current              
Legal Claims and contingent liabilities 5,089 114 - 764 (1,030) (655) 4,282
Total current provisions 5,089 114 -    764 (1,030) (655) 4,282
Non- Current              
Legal Claims and contingent liabilities 14,485 799 47 (764) - (953) 13,614
Asset retirement obligations 8,219 - - - - (1,142) 7,077
Total non-current provisions 22,704 799 47 (764) - (2,095) 20,691
               
Total provisions 27,793 913 47 - (1,030) (2,750) 24,973

 

(i)Charged to Other operating expenses.
(ii)Charged to Other financial results, net - Other interests, net and other investments results.

 

NOTE 18 – ADDITIONAL INFORMATION OF FINANCIAL ASSETS AND LIABILITIES

 

Financial assets and liabilities denominated in foreign currencies

 

Financial assets and liabilities denominated in foreign currencies as of March 31, 2023, and December 31, 2022 are the following:

 

  03.31.2023 12.31.2022
  In equivalent millions of Argentine pesos
Assets 44,433 57,058
Liabilities (527,815) (539,395)
Net Liabilities (483,382) (482,337)

 

In order to reduce this net position (debt) in foreign currency, Telecom has DFI as of March 31, 2023 amounting to US$65 million, therefore the net liability not hedged amounts to approximately US$2,248 million as of that date.

 

F-20

 

 

TELECOM ARGENTINA S.A.

 

 

Offsetting of financial assets and financial liabilities in scope of IFRS 7

 

The information required by the amendment to IFRS 7 as of March 31, 2023 and December 31, 2022 is as follows:

 

  As of March 31, 2023
  Trade
receivables
Other
receivables
Trade
payables
Other
liabilities
Current and non-current assets (liabilities) - Gross value 51,246 6,038 (110,470) (2,452)
Offsetting (2,981) (616) 2,981 616
Current and non-current assets (liabilities) – Book value 48,265 5,422 (107,489) (1,836)

 

  As of December 31, 2022
  Trade
receivables
Other
receivables
Trade
payables
Other
liabilities
Current and non-current assets (liabilities) - Gross value 48,902 6,109 (112,010) (2,385)
Offsetting (2,967) (555) 2,967 555
Current and non-current assets (liabilities) – Book value 45,935 5,554 (109,043) (1,830)

 

Fair value hierarchy and other disclosures

 

The measurement at fair value of the financial instruments of Telecom are classified according to the three levels set out in IFRS 13:

 

-Level 1: Fair value determined by quoted prices (unadjusted) in active markets for identical assets or liabilities.
-Level 2: Fair value determined based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (e.g. as prices) or indirectly (e.g. derived from prices).
-Level 3: Fair value determined by unobservable inputs where the reporting entity is required to develop its own assumptions.

 

Financial assets and liabilities recognized at fair value as of March 31, 2023 and December 31, 2022, and the level of hierarchy are listed below:

 

March 31, 2023   Level 1   Level 2   Total
Assets            
Current Assets            
Mutual Funds (1)   10,369   -   10,369
Government bonds (1)   50,001   -   50,001
Other receivables: DFI   -   139   139
Other receivables: Indemnification assets   -   42   42
Non-current Assets            
Other receivables: DFI   -   83   83
Total assets   60,370   264   60,634
Liabilities            
Current Liabilities            
Other liabilities: Debt for acquisition of NYSSA   -   246   246
Borrowings: DFI   -   4   4
Non-current Liabilities            
Other liabilities: Debt for acquisition of NYSSA   -   613   613
Total Liabilities   -   863   863

 

December 31, 2022   Level 1   Level 2   Total
Assets            
Current Assets            
Mutual Funds (1)   7,024   -   7,024
Government bonds (1)   15,946   -   15,946
Other receivables: DFI   -   142   142
Other receivables: Indemnification assets   -   43   43
Non-current Assets            
Other receivables: DFI   -   245   245
Total assets   22,970   430   23,400
Liabilities            
Current Liabilities            
Other liabilities: Debt for acquisition of NYSSA   -   240   240
Borrowings: DFI   -   23   23
Non-current Liabilities            
Other liabilities: Debt for acquisition of NYSSA   -   631   631
Total liabilities   -   894   894

 

(1)Mutual Funds are included in Cash and cash equivalents, Investments and Guarantee of financial operations included in Other receivables. Government bonds are included in Cash and cash equivalents and Investments.

 

F-21

 

 

TELECOM ARGENTINA S.A.

 

 

In relation to the fair values set forth above, as of March 31, 2023, there were no changes in the methods and assumptions used with respect to what was reported in Note 22 to the consolidated financial statements as of December 31, 2022.

 

The Company also has certain financial instruments that are not measured at fair value for which the book value approximates their fair value, except for:

 

Borrowings

 

As of March 31, 2023, fair value of borrowings is as follows:

 

  Carrying Value Fair Value
     
Notes 322,413 324,715
Other borrowings 247,457 244,999
  569,870 569,714

 

The fair value of the borrowings was assessed as follows:

 

a)The fair value of Notes traded in active markets was measured based on quoted market prices at the end of the reporting period. As a result, its valuation classifies as Level 1.
b)The fair value of Notes that are not traded in an active market was measured based on quotes provided by first-tier financial entities, so their valuation qualifies as Level 2.
c)Fort the rest of the borrowings, the fair values were calculated based on cash flows discounted using a current lending rate, so as they are classified as level 3.

 

NOTE 19 – PURCHASE COMMITMENTS

 

The Company has entered into various purchase commitments with domestic and foreign suppliers amounting to approximately $185,085 as of March 31, 2023 (of which $43,290 corresponds to fixed assets commitments).

 

NOTE 20 – EQUITY

 

As of March 31, 2023 and December 31, 2022, the capital stock of Telecom Argentina amounts to $2,153,688,011, represented by the same number of common book-entry shares with nominal value of $1 peso, as detailed below:

 

Class of Shares   Total
Class “A”   683,856,600
Class “B”   628,058,019
Class “C”   106,734
Class “D”   841,666,658
Total   2,153,688,011

 

As of the date of these unaudited consolidated financial statements, all the shares of Telecom Argentina are authorized by the CNV for public offering.

 

Class B Shares are listed and traded on the leading companies’ panel of the BYMA and the ADS representing 5 Class “B” shares of the Company are traded on the NYSE under the symbol TEO.

 

NOTE 21 – REVENUES

 

 

Three-month period ended

March 31,

  2023 2022
Mobile Services 87,610 92,704
Internet Services 47,017 51,571
Cable Television Services 39,909 46,947
Fixed and Data Services 24,501 30,279
Other services revenues 1,745 1,955
Subtotal Services revenues 200,782 223,456
Equipment revenues 14,036 16,331
Total Revenues 214,818 239,787

 

NOTE 22 – OPERATING EXPENSES

 

Operating expenses disclosed by nature of expense amounted to $217,908 and $237,219 for the three-month periods ended March 31, 2023 and 2022, respectively. The main components of the operating expenses are the following:

 

F-22

 

 

TELECOM ARGENTINA S.A.

 

 

  Three-month period ended March 31,
  2023 2022
Employee benefit expenses and severance payments Profit (loss)
Salaries, social security expenses and benefits (48,394) (46,091)
Severance indemnities (2,600) (2,762)
Other employee expenses (675) (624)
  (51,669) (49,477)
Fees for services, maintenance, materials and supplies    
Maintenance and materials (12,098) (14,221)
Fees for services (12,870) (11,222)
Directors and Supervisory Committee’s members’ fees (217) (159)
  (25,185) (25,602)
Taxes and fees with the Regulatory Authority    
Turnover tax (7,946) (8,858)
Regulatory Entity Fees (4,242) (4,693)
Municipal taxes (2,215) (2,519)
Other taxes and fees (2,139) (2,266)
  (16,542) (18,336)
Cost of equipment and handsets  
Inventory balance at the beginning of the year (8,445) (8,153)
Plus:    
Purchases (11,898) (10,029)
Other 1,102 535
Less:    
Inventory balance at the end of the period 9,273 5,367
  (9,968) (12,280)
Other operating expenses    
Legal Claims and contingent liabilities (1,360) (913)
Rental and internet capacity (1,247) (1,487)
Energy, water and other services (4,265) (3,959)
Postage, freight and travel expenses (1,420) (1,461)
Other (376) (837)
  (8,668) (8,657)
Depreciation, amortization and impairment of fixed assets  
Depreciation of PP&E (53,058) (61,195)
Amortization of intangible assets (8,585) (8,781)
Amortization of rights of use assets (6,218) (6,051)
Impairment of fixed assets (275) (4,535)
  (68,136) (80,562)

 

Operating expenses, disclosed per function are as follows:

 

 

Concept

Operating
costs
Administration
costs
Commercialization
costs
Other
expenses
Total
03.31.2023
Total
03.31.2022
Employee benefit expenses and severance payments (28,252) (11,367) (12,050) - (51,669) (49,477)
Interconnection costs and transmission costs (6,408) - - - (6,408) (7,328)
Fees for services, maintenance, materials and supplies (10,659) (4,517) (10,009) - (25,185) (25,602)
Taxes and fees with the Regulatory Authority (16,279) (107) (156) - (16,542) (18,336)
Commissions and advertising (114) - (12,403) - (12,517) (13,126)
Cost of equipment and handsets (9,968) - - - (9,968) (12,280)
Programming and content costs (12,316) - - - (12,316) (15,316)
Bad debt expenses - - (6,499) - (6,499) (6,535)
Other operating expenses (5,896) (1,001) (1,771) - (8,668) (8,657)
Depreciation, amortization and impairment of fixed assets (52,506) (9,475) (5,880) (275) (68,136) (80,562)
Total as of 03.31.2023 (142,398) (26,467) (48,768) (275) (217,908)  
Total as of 03.31.2022 (157,758) (25,662) (49,264) (4,535)   (237,219)

 

F-23

 

 

TELECOM ARGENTINA S.A.

 

 

NOTE 23 – FINANCIAL RESULTS

 

  Three-month period ended
March 31,
  2023 2022
  Profit (loss)
Interests on financial debts (*) (3,058) (537)
Foreign currency exchange gains on financial debts (**) 12,286 30,166
Financial debt renegotiation results (312) -
Total Debt financial results 8,916 29,629
Losses on operations with notes and bonds (2,848) (5,428)
Other exchange differences (814) (119)
Other interests, net and other investments results 1,283 856
Other taxes and bank expenses (2,079) (2,302)
Financial expenses on pension benefits (269) (241)
Financial discounts on assets, debts and others (832) (1,107)
RECPAM 16,018 24,352
Total other financial results, net 10,459 16,011
Total financial results, net 19,375 45,640

 

(*) Includes $56 and ($128) corresponding to net losses generated by DFI in the three-month period ended March 31, 2023 and 2022, respectively.

(**) Includes ($494) and ($633) corresponding to net losses generated by DFI in the three-month period ended March 31, 2023 and 2022, respectively.

 

NOTE 24 - BALANCES AND TRANSACTIONS WITH COMPANIES UNDER SECTION 33 - LAW No. 19,550 AND RELATED PARTIES

 

a)Controlling Company

 

CVH is the controlling company of Telecom Argentina, holding directly and indirectly 28.16% of the capital stock of the Company. Additionally, both VLG (controlled by CVH) and Fintech, contributed to the Voting Trust, in accordance with the Shareholders´ Agreement, shares representing 10.92% of the capital of the Company so the shares subject to such agreement represent 21.84% of the total capital of the Company (the “Shares in Trust”).

 

On March 10th 2023, CVH announced that the Board of Directors resolved to carry out a corporate reorganization process through the merger by absorption of VLG. On April 28th, 2023, the Ordinary and Extraordinary General Shareholders’ Meeting held, the shareholders of CVH approved the corporate reorganization process and the Pre-Merger Commitment. CVH will proceed to sign the Definitive Merger Commitment within the legal terms.

 

According to the Voting Trust Agreement, the trustee appointed by CVH must vote the Shares in Trust as instructed or voted by CVH with respect to all issues except in respect of certain matters subject to veto under the Shareholders’ Agreement.

 

For further details on the Voting Trust Agreement and the Shareholders’ Agreement, see Note 27 to the consolidated financial statements as of December 31, 2022.

 

b)Related Parties

 

For the purposes of these unaudited consolidated financial statements, related parties are those individuals or legal entities which are related to Telecom in terms of IAS 24.

 

c)Balances with Companies under section 33 - Law No. 19,550 and Related Parties

 

·Companies under section 33 - Law No. 19,550 – Associates

 

CURRENT ASSETS March 31, December 31,
Trade receivables 2023 2022
Ver TV 1 1
  1 1
Other receivables    
La Capital Cable 150 409
Ver TV 132 2
  282 411
CURRENT LIABILITIES    
Trade payables    
TSMA 1 1
  1 1

 

F-24

 

 

 

TELECOM ARGENTINA S.A.

 

 

·Related parties

 

CURRENT ASSETS March 31, December 31,
Trade receivables 2023 2022
Other Related parties 293 273
  293 273
Other receivables    
Other Related parties 3 5
  3 5
CURRENT LIABILITIES    
Trade payables    
Other Related parties 1,965 2,418
  1,965 2,418

 

d)Transactions with Companies under section 33 - Law No. 19,550 and related parties

 

·Companies under section 33 - Law No. 19,550– Associates

 

  Transaction

Three-month period

ended March 31,

    2023 2022
    Profit (loss)
    Revenues
La Capital Cable Services revenues and other revenues - 22
Ver TV Services revenues and other revenues 3 4
    3 26
       
    Operating costs
La Capital Cable Fees for services (226) (61)
    (226) (61)

 

·Related Parties

 

  Transaction

Three-month period

ended March 31,

    2023 2023
    Profit (loss)
    Revenues
Other Related parties Services and advertising revenues 169 153
    169 153
    Operating costs
Other Related parties Programming costs (1,822) (2,178)
Other Related parties Editing and distribution of magazines (323) (454)
Other Related parties Advisory services (297) (278)
Other Related parties Advertising purchases (110) (172)
Other Related parties Other purchases and commissions (83) (104)
    (2,635) (3,186)

 

The transactions discussed above were made by Telecom under the same conditions than would have been obtained from unaffiliated third parties. When Telecom’s transactions represented more than 1% of its total shareholders’ equity, they were approved according to Law No. 26,831, the Bylaws and the Executive Committees’ Faculties and Performance Regulation.

 

NOTE 25 – RESTRICTIONS ON DISTRIBUTION OF PROFITS

 

Under the LGS, the by-laws of the Company and rules and regulations of the CNV, a minimum of 5% of net income for the year in accordance with the statutory books, plus/less previous years’ adjustments and accumulated losses must be appropriated by resolution of the shareholders to a legal reserve until such reserve reaches 20% of the outstanding capital (common stock) plus inflation adjustment of common stock.

 

NOTE 26 – RECENT DEVELOPMENTS CORRESPONDING TO THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

 

1.Regulatory issues

 

a)Decree No. 690/20 - Amendment to the LAD

 

In relation to the situation described in Note 2.c).ii) in the consolidated financial statements as of December 31, 2022, on March 8, 2023 the precautionary measure, which suspended the application of the standard, was extended for an additional period of six months. Consequently, the precautionary measure is fully in force as of the issuance date of these unaudited consolidated financial statements. Additionally, before the appeals presented by the National Executive Branch and ENACOM, on May 5, 2023, the Chamber II of the Court of Appeals denied the appeals and granted the extension of the precautionary measure.

 

F-25

 

 

TELECOM ARGENTINA S.A.

 

 

NOTE 27 – SUBSEQUENT EVENTS TO MARCH 31, 2023

 

Acquisition of the Open Pass Holding Corp Joint Venture

 

On April 24, 2023, the Company entered into a share subscription agreement, whereby it subscribed 1,000 Class B common shares, entitled to one vote per share, of Open Pass Holding Corp. (“OPHC”), representing 50% of its capital stock, as well as an agreement regarding the joint corporate governance of OPHC and its subsidiaries.

 

OPHC, a company incorporated in the state of Delaware, USA, holds a 100% equity interest in Open Pass S.A.U. (“Open Pass”), a company that provides computer services related to software development and maintenance. Micro Sistemas holds an agreement for the use and development of the electronic wallet platform.

 

The transaction price was set at US$ 13.8 million. On the date of subscription of the shares, the Company paid US$4.8 million (US$4.3 million in cash and US$0.5 million through the delivery of government securities), and the outstanding balance will be settled in three equal annual installments.

 

In April, 2023, Micro Sistemas assigned to the Company the call option rights receivable over Open Pass shares granted to Micro Sistemas by certain shareholders of Open Pass, which expired on April 30, 2023.

 

In addition, in March, 2023, the Company set up a guarantee trust to which the Company transferred trust assets for US$ 9.1 million, which include the outstanding balance to be settled for the acquisition of the Joint Venture.

 

Provisions of the Ordinary and Extraordinary Shareholders’ Meeting of Telecom

 

At the Ordinary and Extraordinary Shareholders’ Meeting held on April 27, 2023, the shareholders of Telecom decided, among other:

 

(i)       To approve the Board of Directors’ proposal stated in current currency as of March 31, 2023 using the National Consumer Price Index pursuant to CNV Resolution No. 777/18 in connection with the Accumulated Deficit as of December 31, 2022 for 207,832,672,505 Argentine pesos ($253,000 in current currency as of March 31, 2023). The Board proposed: i) to reclassify to the “Contributed Surplus” 273,927,247,113 Argentine pesos ($333,458 in current currency as of March 31, 2023) resulting from the adjustment for the loss of the higher value allocated to the assets and liabilities identified and incorporated as of the date of merger, which gave rise to the creation of the Contributed Surplus, (ii) to appropriate to the “Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level” the total amount of the difference in the accumulated deficit for 66,094,574,608 Argentine pesos ($80,458 in current currency as of March 31, 2023);

 

(ii)          to delegate on the Board of Directors the power to reverse before December 31, 2023 the “Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level” in an amount that will allow to distribute the 2030 Global Bonds as dividends in kind for up to a nominal amount of US$473,623,896.

 

Distribution of dividends in kind

 

Pursuant to the powers delegated by the shareholders of Telecom Argentina at the Ordinary and Extraordinary Shareholders’ Meeting held on April 27, 2023, on May 3, 2023, the Board of Directors decided to partially reverse the “Voluntary reserve to maintain the Company's level of capital expenditures and its current solvency level” for $47,701 to be distributed as dividends in kind through the delivery of Global Bonds of the Argentine Republic amortizable in US dollars due on July 9, 2030 (the “2030 Global Bonds”), for a nominal value of US$ 411,214,954.

 

Export Development Canada (EDC)

 

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., delivered during August 30, 2022 to November 1, 2024.

 

As of the date of these unaudited consolidated financial statements, the Company has not received any disbursement related to the aforementioned credit line.

 

    Carlos Moltini
     
    Chairman of the Board of Directors

 

F-26

 

 

OPERATING AND FINANCIAL REVIEW AND PROSPECTS AS OF MARCH 31, 2023

 

(In millions of Argentine pesos or as expressly indicated)

 

1.General considerations

 

As required by CNV regulations, the Company has prepared its unaudited consolidated financial statements as of March 31, 2023 under IFRS.

 

As provided under Resolution No. 777 issued by the CNV on December 28, 2018, this Report discloses the comparative balances, restated to current currency as of March 31, 2023.

 

The table below shows the evolution of the National Consumer Price Index (National CPI with the characteristics identified in Note 1.d) to the unaudited consolidated financial statements) of the last years and as of March 31, 2023 and 2022 according to official statistics (INDEC) and the Banco Nación US dollar exchange rate used for the preparation of this operating and financial review and prospects and the accompanying unaudited financial statements:

 

  As of March 31,
2022
As of December 31,
2022
As of March 31,
2023
       
National Consumer Price Index (National CPI) (December 2016=100) 676.06 1,134.59 1,381.16
       
Variation in prices      
Annual 55.1% 94.8% 104.3%
Accumulated 3 months 16.1% n/a 21.7%
       
Banco Nación US$/$ exchange rate 111.01 177.16 209.01
       
Variation in the exchange rate      
Annual 20.7% 72.5% 88.3%
Accumulated 3 months 8.1% n/a 18.0%

 

2.Telecom’s activities for the three-month periods ended March 31, 2023 (“1Q23”) and 2022 (“1Q22”)

 

The Company believes that the presentation of the measure “adjusted EBITDA” provides investors and financial analysts with appropriate information that is relevant to understanding the Company’s performance. Moreover, adjusted EBITDA is one of the key performance measures used by Management for monitoring the Company’s profitability and financial position, at consolidated levels.

 

    Variation
  1Q23 1Q22 $ %
Revenues 214,818 239,787 (24,969) (10.4)
Employee benefit expenses and severance payments (51,669) (49,477) (2,192) 4.4
Interconnection and transmission costs (6,408) (7,328) 920 (12.6)
Fees for services, maintenance, materials and supplies (25,185) (25,602) 417 (1.6)
Taxes and fees with the Regulatory Authority (16,542) (18,336) 1,794 (9.8)
Commissions and advertising (12,517) (13,126) 609 (4.6)
Cost of equipment and handsets (9,968) (12,280) 2,312 (18.8)
Programming and content costs (12,316) (15,316) 3,000 (19.6)
Bad debt expenses (6,499) (6,535) 36 (0.6)
Other operating expenses (8,668) (8,657) (11) 0.1
Adjusted EBITDA 65,046 83,130 (18,084) (21.8)
Depreciation, amortization and impairment of fixed assets (68,136) (80,562) 12,426 (15.4)
Operating income (loss) (3,090) 2,568 (5,658) n/a
Earnings from associates 425 245 180 73.5
Debt financial results 8,916 29,629 (20,713) (69.9)
Other financial results, net 10,459 16,011 (5,552) (34.7)
Income before income tax 16,710 48,453 (31,743) (65.5)
Income tax benefit 11,773 57 11,716 n/a
Net income 28,483 48,510 (20,027) (41.3)
         
Attributable to:        
Controlling Company 27,759 48,063 (20,304) (42.2)
Non-controlling interest 724 447 277 62
  28,483 48,510 (20,027) (41.3)
Basic and diluted earnings per share attributable to the Controlling Company (in Argentine pesos) 12.89 22.32    

 

In relation to the economic performance, adjusted EBITDA amounted to $65,046 in 1Q23, representing 30.3% of consolidated revenues. Depreciation, amortization and impairment of fixed assets totaled $68,136, consequently, the operating loss for 1Q23 amounted to $3,090. Financial results were positive and amounted to $19,375 and income tax benefit amounted to $11,773, consequently, net income amounted to $28,483.

 

I

 

 

·Revenues

 

      Variation
  1Q23 1Q22 $ %
Mobile Services 87,610 92,704 (5,094) (5.5)
Internet Services 47,017 51,571 (4,554) (8.8)
Cable Television Services 39,909 46,947 (7,038) (15.0)
Fixed and Data Services 24,501 30,279 (5,778) (19.1)
Other services revenues 1,745 1,955 (210) (10.7)
Subtotal Services revenues 200,782 223,456 (22,674) (10.1)
Equipment revenues 14,036 16,331 (2,295) (14.1)
Total Revenues 214,818 239,787 (24,969) (10.4)

 

During 1Q23 consolidated revenues decreased 10.4% (-$24,969 vs. 1Q22) amounting to $214,818.

 

Albeit the greater demand for services, consolidated revenues decreased mainly due to the fact that the inflation rate for the last twelve months amounted to 104.3% and the Company did not transfer the totality of this inflation to its prices.

 

Services revenues amounted to $200,782 in 1Q23 (-10.1% vs. 1Q22) and represent 93.5% of consolidated revenues. Mobile Services revenues amounted to $87,610 in 1Q23 (-$5,094 vs. 1Q22), Internet Services revenues amounted to $47,017 in 1Q23 (-$4,554 vs. 1Q22), Cable Television Services revenues amounted to $39,909 in 1Q23 (-$7,038 vs. 1Q22) and Fixed and Data Services revenues amounted to $24,501 in 1Q23 (-$5,778 vs. 1Q22). Equipment revenues decreased 14.1%, amounting to $14,036 in 1Q23 and represent 6.5% of consolidated revenues.

 

Consolidated Revenues include $14,510 and $129,207 in 1Q23 and 1Q22, respectively, related to the effect generated by the restatement in current currency as of March 31, 2023.

 

Mobile Services

 

Mobile Services revenues amounted to $87,610 in 1Q23 (-$5,094 or – 5.5% vs. 1Q22), being the main business in term of service revenues (43.6% and 41.5% of services revenues in 1Q23 and 1Q22, respectively).

 

The effect generated by the restatement in current currency as of March 31, 2023 included in mobile services revenues amounted to $6,092 and $49,937 in 1Q23 and 1Q22, respectively.

 

Mobile services revenues in Argentina amounted to $81,109 in 1Q23 (-$3,734 or -4.4% vs. 1Q22), due to a decrease of 6.2% in the average revenue per user (“ARPU”), partially offset by an increase of 1.6% in the number of customers.

 

Mobile services customers in Argentina amounted to 20.5 million and 20.2 million as of March 31, 2023 and 2022, respectively. The main ratios related to the services provided to these customers were:

 

·As of March 31, 2023 58% of total customers are prepaid customers, and 42% consist of postpaid customers, compared to 59% and 41% respectively, as of March 31, 2022.

 

·Mobile internet services revenues represent 92% of Personal’s customer total services revenues as of March 31, 2023, compared to 86% as of March 31, 2022.

 

·The monthly ARPU amounted to $1,307.4 in 1Q23 (vs. $1,394.3 in 1Q22), representing a decrease of 6.2%. The effect generated by the restatement in current currency as of March 31, 2023 included in ARPU amounted to $80.7 and $749.5 in 1Q23 and 1Q22, respectively.

 

·The average churn rate per month amounted to 1.7% in 1Q23 (vs. 2.3% average in 1Q22).

 

Regarding infrastructure, the Company continued to enhance the mobile Internet experience of its customers through the deployment of its 4G and 4G+ network throughout the country, reaching more than 14.8 million customers with 4G devices. The traffic carried by 4G technologies during 1Q23 corresponds to 96.5% of the total traffic.

 

Telecom has been preparing to receive 5G technology by expanding the coverage, availability and capacity of the network through a technological reconversion and continuing the deployment of 4G. As of 1Q23, 182 sites (39 during 1Q23) with 5G DSS mobile antennas were enabled in Buenos Aires, Rosario, the Atlantic Coast, Córdoba, Santa Fe, Corrientes, Posadas, Paraná, among other localities, with the aim of preparing the technical and regulatory conditions that allow the full development of the 5G network.

 

Mobile services revenues generated in Paraguay amounted to $6,501 in 1Q23 (-$1,360 or – 17.3% vs. 1Q22) due to decrease in ARPU in current currency, partially offset by the appreciation of the Guaraní against the Argentine peso.

 

II

 

 

The main ratios related to the mobile services in Paraguay were:

 

·Núcleo's mobile customers amounted to 2.3 million as of March 31, 2023. As of March 31, 2023, 79% of total customers consist of prepaid customers and 21% consist of postpaid customers. As of March 31, 2022, 81% of total customers consist of prepaid customers and 19% consist of postpaid customers.

 

·The monthly ARPU amounted to $960 in 1Q23 (vs. $1,291.6 in 1Q22), representing a 25.7% decrease.

 

·The average churn rate per month amounted to 2.6% in 1Q23 (vs. 2.9% in 1Q22).

 

Internet Services

 

Internet services revenues amounted to $47,017 in 1Q23 (-$4,554 or – 8.8% vs. 1Q22) driven mainly by the 6.5% decrease in broadband ARPU, which amounted to $3,641 in 1Q23 (vs. $3,894.9 in 1Q22). The effect generated by the restatement in current currency as of March 31, 2023 included in ARPU amounts to $230.2 and $2,097.8 in 1Q23 and 1Q22, respectively.

 

The customer base in 1Q23 amounted to 4.1 million subscribers, remaining approximately at the same level as 1Q22. Internet services churn rate per month amounted to 1.7% and 1.5% as of March 31, 2023 and 2022, respectively.

 

In connection with initiatives to continue developing the experience of fixed internet service customers, Personal doubled the internet speed to all its residential customers (with HFC, FTTH technology), going from 50 Mb to 100 Mb, from 100 Mb to 300 Mb and from 300 Mb to 500 Mb, and the lowest speeds went to 50 Mb. This process was carried out free of charge, without any additional management by customers. More than three million customers received an increase in the speed of their contracted service without modifying their commercial conditions.

 

Customers with service of 100 Mb or higher represented 81% and 37% of the total customer base as of March 31, 2023 and 2022, respectively. Within this range there are customers who have plans of 100 Mb or higher, that as of March 31, 2023 amounted to 3.3 million, an increase of 112.8% as a whole compared to 1Q22.

 

The effect generated by the restatement in current currency as of March 31, 2023 included in Internet Services revenues amounts to $3,179 and $27,798 in 1Q23 and 1Q22, respectively.

 

Cable Television Services

 

Cable Television Services revenues amounted to $39,909 in 1Q23 (-$7,038 or - 15% vs. 1Q22). The variation is mainly due to a 13.5% decrease in ARPU, amounting to $3,728.3 in 1Q23 (vs. $4,311.1 in 1Q22). The effect generated by the restatement in current currency as of March 31, 2023 included in ARPU amounts to $250.6 and $2,323.9 in 1Q23 and 1Q22, respectively.

 

The effect generated by the restatement in current currency as of March 31, 2023 included in Cable television services revenues amounts to $2,640 and $25,299 in 1Q23 and 1Q22, respectively.

 

Subscriber base in Argentina remains stable amounting to 3.2 million customers as of March 31, 2023, of which 1.3 million are subscribed to Flow. Premium services subscribed as of 1Q23 amounted to 2.5 million. Churn rate per month of Cable television services positioned into 1.8% and 1.3% as of March 31, 2023 and 2022, respectively.

 

Fixed Telephony and Data Services

 

Fixed Telephony and Data Services revenues amounted to $24,501 in 1Q23 (-$5,778 or – 19.1% vs. 1Q22).

 

The monthly ARPU of fixed telephony services amounted to $1,618.3 in 1Q23 (vs. $1,983.5 in 1Q22). The effect generated by the restatement in current currency as of March 31, 2023 included in ARPU amounts to $112.9 and $1,147 in 1Q23 and 1Q22, respectively.

 

The effect generated by the restatement in current currency as of March 31, 2023 included in Fixed and Data Services revenues amounts to $1,670 and $16,306 in 1Q23 and 1Q22, respectively.

 

The B2B segment developed new solutions to help companies to boost their business and continue to evolve digital transformation in this new context.

 

Equipment

 

Equipment revenues amounted to $14,036 in 1Q23 (-$2,295 or – 14.1% vs. 1Q22). This variation is mainly due to a decrease in handsets sold as compared to 1Q22 and the fact that the Company did not transfer all of the year’s inflation to its prices.

 

The effect generated by the restatement in current currency as of March 31, 2023 included in Equipment revenues amounts to $841 and $8,820 in 1Q23 and 1Q22, respectively.

 

III

 

 

·Adjusted EBITDA

 

Operating costs without depreciation, amortization and impairment of fixed assets totaled $149,772 in 1Q23, which represents a decrease of $6,885 or -4.4% compared to 1Q22. These lower costs are mainly associated with the decrease in Programming and content costs, Cost of equipment and handsets, Taxes and fees with the Regulatory Authority, Interconnection and transmission costs, Fees for services, maintenance, materials and supplies, Commissions and advertising, and Bad debt expenses, partially offset by higher Employee benefit expenses and severance payments. The headcount as of 1Q23 totaled 21,681 employees.

 

The effect generated by the restatement in current currency as of March 31, 2023 included in operating costs amounts to $11,040 and $85,700 in 1Q23 and 1Q22, respectively.

 

Therefore, consolidated Adjusted EBITDA amounted to $65,046 in 1Q23, representing a decrease of $18,084 or 21.8% as compared to 1Q22. Adjusted EBITDA represented 30.3% and 34.7% of total consolidated revenues in 1Q23 and 1Q22, respectively.

 

Consolidated Adjusted EBITDA generated by the rendering of services amounted to $60,978 in 1Q23, compared to $79,079 in 1Q22 (-$18,101 or -22.9% vs. 1Q22). Consolidated Adjusted EBITDA generated by the sale of equipment amounted to $4,068 in 1Q23, compared to $4,051 in 1Q22 ($17 or 0.4% vs. 1Q22).

 

Depreciation, amortization and impairment of fixed assets

 

Depreciation, amortization and impairment of fixed assets amounted to $68,136 in 1Q23 (-$12,426 or -15.4% vs. 1Q22).

 

The charge of the period includes the impact of the amortization of the CAPEX subsequent to March 31, 2022, partially offset by the effect of those assets that ended their useful life after that same date.

 

The effect generated by the restatement in current currency as of March 31, 2023 included in depreciation, amortization and impairment of fixed assets amounts to $49,348 and $66,322 in 1Q23 and 1Q22, respectively.

 

·Operating income (loss)

 

Operating loss amounted to $3,090 in 1Q23, representing -1.4% of consolidated revenues in 1Q23, while in 1Q22 it was an operating income of $2,568 (1.1% of consolidated revenues).

 

·Financial results, net

 

    Variation
  1Q23 1Q22 $ %
Interests on financial debts (3,058) (537) (2,521) 469.5
Foreign currency exchange gains on financial debts 12,286 30,166 (17,880) (59.3)
Financial debt renegotiation results (312) - (312) n/a
 Total debt financial results 8,916 29,629 (20,713) (69.9)
Other exchange differences (814) (119) (695) 584.0
Losses on operations with notes and bonds (2,848) (5,428) 2,580 (47.5)
Other interests, net and other investments results 1,283 856 427 49.9
RECPAM 16,018 24,352 (8,334) (34.2)
Other (3,180) (3,650) 470 (12.9)
Total other financial results, net 10,459 16,011 (5,552) (34.7)
Total financial results, net 19,375 45,640 (26,265) (57.5)

 

We incurred in a financial gain, net of $19,375 in 1Q23 (vs. a gain of $45,640 in 1Q22). Financial Results, net in 1Q23 mainly include (i) foreign exchange gains measured in real terms of $11,472 as a result of a 18.0% devaluation of the Argentine peso against the US dollar vs. a 21.7% inflation (vs. a gain of $30,047 in 1Q22– 8.1% devaluation of the Argentine peso against the US dollar vs. a 16.1% inflation), and the effect generated by the restatement in current currency, which amounted to a gain of $16,018 (vs. a gain of $24,352 in 1Q22). These effects are partially offset by losses of (i) operations with notes and bonds of $2,848 (vs. a loss of $5,428 in 1Q22), (ii) interest on financial debts, measured in real terms, of $3,058 (vs. a loss of $537 in 1Q22) (iii) financial debt renegotiation results of $312, and (iv)other financial results of $1,897.

 

·Income tax benefit

 

Telecom’s income tax includes the following effects: (i) the current tax payable pursuant to tax legislation applicable to Telecom, and (ii) the effect of applying the deferred tax method on temporary differences arising out of the Company’s asset and liability valuation according to tax versus financial accounting criteria, including the income tax inflation effect.

 

Income tax benefit amounted to $11,773 in 1Q23 vs. $57 in 1Q22. It includes the following effects: (i) current tax expenses, Telecom´s generated $80 tax expense in 1Q23 (vs. expense of $22,405 in 1Q22), (ii) regarding the deferred tax in 1Q23, Telecom recorded a deferred tax gain of $11,853 (vs. a gain of $22,462 in 1Q22).

 

IV

 

 

·Net income

 

Telecom Argentina recorded a net income of $28,483 in 1Q23 (vs. a net income of $48,510 in 1Q22) and represents 13.3% of consolidated revenues (vs. 20.2% in 1Q22). Net income recorded in 1Q23 is mainly due to the financial gains, net amounting to $19,375 and income tax benefit amounting to $11,773.

 

Net income attributable to controlling shareholders amounted to $27,759 in 1Q23 vs. an income of $48,063 in 1Q22.

 

·Financial position, net

 

Consolidated financial position analysis  
  March 31, December 31,  
  2023 2022 Variation
Financial assets – current 91,864 59,091 32,773
Financial assets – non-current 83 245 (162)
Total financial assets 91,947 59,336 32,611
       
Borrowings – current (180,802) (163,561) (17,241)
Borrowings - non current (389,068) (407,594) 18,526
Total borrowings (569,870) (571,155) 1,285
       
Financial liabilities, net – current (88,938) (104,470) 15,532
Financial liabilities, net - non current (388,985) (407,349) 18,364
Total financial liabilities, net (477,923) (511,819) 33,896

 

The consolidated financial position, net (that is: Cash and cash equivalents plus Financial investments and IFD less Borrowings) is debt and amounted to $477,923 as of March 31, 2023, which represents a decrease of $33,896 compared to December 31, 2022.

 

·CAPEX in PP&E and Intangible Assets and Rights of use assets additions

 

CAPEX and Rights of use assets additions composition 1Q23 and 1Q22 is as follows:

 

  In millions of $ Variation
  1Q23 1Q22 $ %
PP&E 24,339 32,344 (8,005) (24.7)
Intangibles assets 1,035 1,438 (403) (28.0)
Total CAPEX 25,374 33,782 (8,408) (24.9)
Rights of use assets 9,154 4,591 4,563 99.4
Total 34,528 38,373 (3,845) (10.0)

 

The Company and its subsidiaries’ main CAPEX projects are related to the expansion of cable TV and internet services in order to improve the transmission and speed offered to customers; the deployment of 4G and the expansion of 5G services to support the growth of mobile Internet services, improvement of the quality service together with the launch of innovative Value-Added Services (“VAS”).

 

In terms of infrastructure, during 2023 we continued to improve the services we provide by deploying the 4G / LTE network, together with the technological reconversion of our 2G / 3G networks to 4G and LTE, and the deployment of fiber optics to connect homes with Broadband, which also had an impact on fixed and data network. The deployment of 4G / LTE reached a coverage of 96% of urban population, in 1,947 localities as of March 31, 2023. Additionally, we reached a coverage of 98% of the population of major cities of Argentina, as of that date. Our customers with access to our 4G network perceive a better service experience, primarily with faster speeds that reach 300 Mbps, with capacity to reach speeds of 1,000 Mbps. On the other hand, approximately 33% of the calls are made by Volte, a technology that allows making and receiving voice calls over the 4G Network with substantial improvements in audio and video quality.

 

Additionally, we continued to deploy the mobile sites connectivity in order to achieve better quality and capacity, replacing radio links with high capacity fiber optics connections. Finally, the plan to connect remote and low-density areas through satellite backhaul continued.

 

V

 

 

3.Summary of comparative consolidated statements of financial position

 

    March 31,
  2023 2022 2021 2020 2019
Current assets 175,105 176,847 225,323 291,090 263,465
Non-current assets 1,934,066 2,355,466 2,485,003 2,537,665 2,546,928
Total assets 2,109,171 2,532,313 2,710,326 2,828,755 2,810,393
Current liabilities 359,913 382,801 377,135 415,353 362,536
Non-current liabilities 732,534 800,468 912,639 897,248 726,943
Total liabilities 1,092,447 1,183,269 1,289,774 1,312,601 1,089,479
Equity attributable to the Controlling Company 996,389 1,329,017 1,396,704 1,493,630 1,697,022
Equity attributable non-controlling interest 20,335 20,027 23,848 22,524 23,892
Total Equity 1,016,724 1,349,044 1,420,552 1,516,154 1,720,914
Total liabilities and equity 2,109,171 2,532,313 2,710,326 2,828,755 2,810,393

 

4.Summary of comparative consolidated income statements

 

  1Q23 1Q22 1Q21 1Q20 1Q19
Revenues 214,818 239,787 261,573 283,696 297,135
Operating costs (217,908) (237,219) (244,502) (257,634) (267,003)
Operating income (loss) (3,090) 2,568 17,071 26,062 30,132
Earnings from associates 425 245 259 415 691
Financial results, net 19,375 45,640 21,455 (6,889) 709
Income before income tax expense 16,710 48,453 38,785 19,588 31,532
Income tax benefit (expense) 11,773 57 (10,229) (7,653) (22,957)
Net income 28,483 48,510 28,556 11,935 8,575
Other comprehensive income (loss), net of tax (898) (3,359) 171 (5,596) (3,629)
Total comprehensive income 27,585 45,151 28,727 6,339 4,946
 Attributable to Controlling Company 26,984 45,448 27,784 7,048 5,244
 Attributable to non-controlling interest 601 (297) 943 (709) (298)

 

5.Summary of comparative consolidated statements of cash flow

 

  1Q23 1Q22 1Q21 1Q20 1Q19
Net cash flows provided by operating activities 53,141 75,086 87,316 72,907 104,024
Net cash flows used in investing activities (61,279) (77,294) (43,791) (52,292) (56,564)
Net cash flows provided by (used in) financing activities 2,510 1,896 (8,299) 14,180 (12,103)
Net foreign exchange differences and RECPAM on cash and cash equivalents (1,534) (2,821) (1,281) (321) 4,168
Total cash and cash equivalents (used) provided during the period (7,162) (3,133) 33,945 34,474 39,525

 

6.Statistical data (in physical units in index-term)

 

  03.31.23 03.31.22 03.31.21 03.31.20 03.31.19
Cable TV Subscribers (i) 97.2% 101.2% 100.8% 100.1% 97.6%
Internet Access (ii) 100.5% 104.3% 102.3% 100.3% 101.3%
Fixed telephony services lines (ii) 77.6% 81.5% 82.9% 84.9% 91.0%
Personal Mobile telephony services lines (ii) 107.9% 106.2% 99.0% 99.3% 95.6%
Núcleo’s customers (ii) 104.3% 100.0% 96.4% 98.9% 97.5%

 

(i)Base December 2013= 100
(ii)Base December 2017= 100

 

7.Consolidated ratios

 

  03.31.23 03.31.22 03.31.21 03.31.20 03.31.19
Liquidity (1) 0.49 0.46 0.60 0.70 0.73
Solvency (2) 0.93 1.14 1.10 1.16 1.58
Locked-up capital (3) 0.92 0.93 0.92 0.90 0.91

 

1)Current assets/Current liabilities.
2)Total equity/Total liabilities.
3)Non-current assets/Total assets.

 

8.Outlook

 

Telecom begins the year 2023 with a renewed commitment to continue offering customers the best comprehensive ecosystem of digital, connectivity, and entertainment services aimed at enhancing their everyday activities and allowing individuals, companies, governments, and institutions to expand opportunities, through technology and digital transformation.

 

VI

 

 

To fulfill this commitment, it is necessary to consolidate the sustainability of the Company’s operations, which are affected by the macroeconomic variables of Argentina. Once again, it is essential to focus on the optimization of processes and efficiencies, in order to face a complex circumstantial scenario, characterized by unpredictability, inflation acceleration, exchange rate instability, and increased interest rates, in addition to difficulties in accessing the foreign exchange market for the purchase of technological equipment, among others, due to the scarcity of foreign exchange in the country.

 

Despite sustained efforts to mitigate the impact of these variables on Telecom's economic and financial results, the Company, like other links in the value chain of the ICT industry, requires constant equalization between its sources of revenues in pesos and the need to make intensive dollarized investments for infrastructure deployment and systems development. This challenge, which we have been facing over the last few years, has recently intensified and generated an even more complex scenario for the immediate future.

 

However, Telecom has an ongoing investment plan, which encourages the commitment and development of the country. Despite the unfavorable macroeconomic context at a regional and global level, the Company has been maintaining high levels of investment, necessary not only to grow but also to maintain the quality of service it provides to its more than 30 million customers.

 

On the other hand, there is still an uncertain scenario for ICT companies generated by Emergency Decree No. 690/20, whereby the National Executive Branch declared ICT Services as public services subject to competition. In this context, the injunction ordering the suspension of the application of the Emergency Decree for a period of six months is in force until September 2023.

 

Throughout its track-record, the Company has built a solid financial profile with high credibility in the capital market, both locally and internationally, which allows us to continue obtaining financing, even in a context of a credit crunch in the country and the tightening of financial conditions worldwide.

 

During 2023, the Company will continue to analyze the evolution of international markets in search of financing opportunities in line with its financial strategy, and access local capital markets and/or apply for bank loans with local entities to meet its financial needs and drive the investment plan.

 

Telecom will continue to consolidate its position as a leader in digital services, developing talent for this industry, eager to continue building the services of the future. In this sense, the Company accompanies the evolution toward a Tech-Co with regional reach, investing in the reconversion of digital skills, through the reskilling of its employees’ hard and soft skills, implementing agile methodologies and promoting a collaborative leadership model. This contributes to strengthening the digital mindset that the Company requires today, which is also reflected in new digital business products and services, using technologies such as the internet of things (IoT), smarthome, cybersecurity, and fintech solutions, the latter through Personal Pay.

 

In this sense, the Company continues with the evolution of its operating model, with technological enablers that provide innovation, such as automation processes, artificial intelligence, cloudification and management of big data, to continue scaling the digitization of operations in an efficient and agile way.

 

In line with its purpose, the Company will continue to drive the growth of the digital economy, expand talent, and accompany the evolution of various variables such as energy efficiency, which are pillars of sustainable management. Along this path, we continue to build the future.

 

  Carlos Moltini
   
  Chairman of the Board of Directors

 

VII

 

 

CORPORATE INFORMATION

 

·INDEPENDENT AUDITORS Price Waterhouse & Co S.R.L. (member of PricewaterhouseCoopers)

 

BYMA

 

  Market quotation ($/share) Volume of shares
Quarter High Low traded (in millions)
1Q22 235.05 192.50 3.6
2Q22 246.90 202.60 4.2
3Q22 298.85 234.55 7.8
4Q22 368.80 241.05 9.8
1Q23 499.50 332.25 8.4

 

NYSE*

 

  Market quotation (US$/ADR) Volume of ADRs
Quarter High Low traded (in millions)
1Q22 6.01 4.82 7.3
2Q22 6.58 4.51 6.9
3Q22 5.00 3.82 7.8
4Q22 5.45 3.85 6.7
1Q23 6.70 4.24 8.2

 

* Calculated at 1 ADR = 5 shares

 

·INVESTOR RELATIONS for information about Telecom Argentina S.A., please contact:

 

In Argentina
Telecom Argentina S.A.
Investor Relations Division
General Hornos 690
(1272) Autonomous City of Buenos Aires
Argentina
https://inversores.telecom.com.ar/ar/es/contacto.html

 

Outside Argentina
JPMorgan Chase Bank N.A.
383 Madison Avenue, Floor 11.

New York, NY10179

Attn: Depositary Receipts Group

Tel: +1 212 622 5935

 

·INTERNET http://institucional.telecom.com.ar/inversores/

 

·DEPOSIT AND TRANSFER AGENT FOR ADSs

 

JPMorgan Chase Bank N.A.
383 Madison Avenue, Floor 11
New York, NY10179

Attn: Depositary Receipts Group

adr@jpmorgan.comwww.adr.com

 

 

 

 

SIGNATURES

 

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.

 

 

Telecom Argentina S.A.

 

 

 

Date: May 11, 2023 By: /s/ Luis F. Rial Ubago
      Name: Luis F. Rial Ubago
      Title: Responsible for Market Relations