Indicate by check mark whether
the registrant files or will file annual reports under cover of Form
20-F
or Form
40-F:
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
The Company’s purpose will be to perform, directly, through third parties or in association with third parties, the exploration,
development and production of oil, natural gas and other minerals and refining, marketing and distribution of oil and petroleum products and direct and indirect petroleum derivatives, including petrochemicals, chemicals, including those derived from
hydrocarbons and
non-fossil
fuels, biofuels and their components, as well as production of electric power from hydrocarbons, through which it may manufacture, use, purchase, sell, exchange, import or export
them. It will also be the Company’s purpose to render, directly, through a subsidiary, or in association with third parties, telecommunications services in all ways authorized by the legislation in force after applying for the relevant
licenses, as required by the regulatory framework, as well as the production, industrialization, processing, commercialization, conditioning, transportation and stockpiling of grains and products derived from grains, as well as any other activity
complementary of its industrial and commercial business or any activity which may be necessary to attain its purpose. In order to fulfill such purposes, the Company may set up, become associated with or have an interest in any public or private
entity, whether domiciled in Argentina or abroad, subject to the restrictions set forth in the Bylaws.
Bylaws filed on February 5, 1991 under No. 404, Book 108, Volume “A”, Corporations, with the Public Registry of Buenos Aires City, in
charge of the Argentine Registrar of Companies (
Inspección General de Justicia
); and Bylaws in substitution of previous Bylaws, filed on June 15, 1993, under No. 5109, Book 113, Volume “A”, Corporations, with the
above mentioned Registry.
April 29, 2016 registered with the Argentine Registrar of Companies (Inspección General de Justicia) on December 21, 2016 under
No. 25,244, Book 82 of Corporations.
393,312,793 shares of common stock,
Argentine pesos 10 par value and 1 vote per share.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE YEARS ENDED DECEMBER 31, 2017, 2016 AND 2015
|
|
|
(Amounts expressed in millions of Argentine Pesos)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
12,672
|
|
|
|
(28,379
|
)
|
|
|
4,426
|
|
|
Adjustments to reconcile net income to cash flows provided by operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Result on interest in associates and joint ventures
|
|
|
(1,428
|
)
|
|
|
(588
|
)
|
|
|
(318
|
)
|
|
Depreciation of property, plant and equipment
|
|
|
53,512
|
|
|
|
44,752
|
|
|
|
26,685
|
|
|
Amortization of intangible assets
|
|
|
838
|
|
|
|
717
|
|
|
|
323
|
|
|
Consumption of materials and retirement of property, plant and equipment and intangible
assets
|
|
|
4,592
|
|
|
|
5,791
|
|
|
|
3,773
|
|
|
Charge on income tax
|
|
|
(3,969
|
)
|
|
|
(1,425
|
)
|
|
|
24,637
|
|
|
(Recovery) / Impairment of plant and equipment and intangible assets
|
|
|
(5,032
|
)
|
|
|
34,943
|
|
|
|
2,535
|
|
|
Net increase in provisions
|
|
|
4,924
|
|
|
|
6,040
|
|
|
|
3,598
|
|
|
Exchange differences, interest and other
(1)
|
|
|
7,611
|
|
|
|
3,298
|
|
|
|
(13,449
|
)
|
|
Share-based benefit plans
|
|
|
162
|
|
|
|
153
|
|
|
|
124
|
|
|
Accrued insurance
|
|
|
(206
|
)
|
|
|
—
|
|
|
|
(1,688
|
)
|
|
Income on deconsolidation of subsidiaries
|
|
|
—
|
|
|
|
(1,528
|
)
|
|
|
—
|
|
|
Changes in assets and liabilities
:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade receivables
|
|
|
(8,073
|
)
|
|
|
(16,079
|
)
|
|
|
(8,031
|
)
|
|
Other receivables
|
|
|
895
|
|
|
|
5,406
|
|
|
|
(6,143
|
)
|
|
Inventories
|
|
|
(1,686
|
)
|
|
|
1,469
|
|
|
|
101
|
|
|
Accounts payable
|
|
|
6,408
|
|
|
|
(1,133
|
)
|
|
|
6,676
|
|
|
Taxes payables
|
|
|
2,550
|
|
|
|
(1,776
|
)
|
|
|
4,544
|
|
|
Salaries and social security
|
|
|
1,065
|
|
|
|
784
|
|
|
|
549
|
|
|
Other liabilities
|
|
|
(717
|
)
|
|
|
190
|
|
|
|
(465
|
)
|
|
Decrease in provisions due to payment/use
|
|
|
(1,388
|
)
|
|
|
(1,753
|
)
|
|
|
(1,758
|
)
|
|
Dividends received
|
|
|
328
|
|
|
|
420
|
|
|
|
180
|
|
|
Proceeds from collection of lost profit insurance
|
|
|
—
|
|
|
|
607
|
|
|
|
2,036
|
|
|
Income tax payments
|
|
|
(1,084
|
)
|
|
|
(2,726
|
)
|
|
|
(6,931
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows from operating activities
|
|
|
71,974
|
|
|
|
49,183
|
|
|
|
41,404
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities:
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of property, plant and equipment and intangible assets
|
|
|
(59,618
|
)
|
|
|
(64,160
|
)
|
|
|
(63,774
|
)
|
|
Contributions and acquisitions of interests in associates and joint ventures
|
|
|
(891
|
)
|
|
|
(448
|
)
|
|
|
(163
|
)
|
|
Proceeds from sales of financial assets
|
|
|
4,287
|
|
|
|
1,072
|
|
|
|
—
|
|
|
Acquisition of financial assets
|
|
|
—
|
|
|
|
(3,476
|
)
|
|
|
(324
|
)
|
|
Proceeds from collection of damaged property’s insurance
|
|
|
—
|
|
|
|
355
|
|
|
|
212
|
|
|
Interests received from financial assets
|
|
|
980
|
|
|
|
483
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows used in investing activities
|
|
|
(55,242
|
)
|
|
|
(66,174
|
)
|
|
|
(64,049
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities:
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repayment of loans
|
|
|
(36,346
|
)
|
|
|
(73,286
|
)
|
|
|
(24,090
|
)
|
|
Payments of interest
|
|
|
(17,912
|
)
|
|
|
(16,330
|
)
|
|
|
(6,780
|
)
|
|
Proceeds from loans
|
|
|
54,719
|
|
|
|
101,322
|
|
|
|
55,158
|
|
|
Repurchase of treasury shares
|
|
|
(100
|
)
|
|
|
(50
|
)
|
|
|
(120
|
)
|
|
Contributions of
non-controlling
interests
|
|
|
—
|
|
|
|
50
|
|
|
|
—
|
|
|
Dividends paid
|
|
|
(716
|
)
|
|
|
(889
|
)
|
|
|
(503
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided by financing activities
|
|
|
(355
|
)
|
|
|
10,817
|
|
|
|
23,665
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Translation differences provided by cash and cash equivalents
|
|
|
1,665
|
|
|
|
1,692
|
|
|
|
4,609
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassification of assets held for disposal
|
|
|
(61
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deconsolidation of subsidiaries
|
|
|
—
|
|
|
|
(148
|
)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents
|
|
|
17,981
|
|
|
|
(4,630
|
)
|
|
|
5,629
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at the beginning of year
|
|
|
10,757
|
|
|
|
15,387
|
|
|
|
9,758
|
|
|
Cash and cash equivalents at the end of year
|
|
|
28,738
|
|
|
|
10,757
|
|
|
|
15,387
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents
|
|
|
17,981
|
|
|
|
(4,630
|
)
|
|
|
5,629
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Does not include exchange differences generated by cash and cash equivalents, which is exposed separately in the
statement.
(2) The main investing and financing transactions that have not affected cash and cash equivalents correspond to:
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Acquisition of property, plant and equipment and concession extension easements not paid
|
|
|
6,019
|
|
|
|
6,559
|
|
|
|
6,799
|
|
|
Net increases (decreases) related to hydrocarbon wells abandonment obligation costs
|
|
|
(4,913
|
)
|
|
|
2,243
|
|
|
|
(1,281
|
)
|
|
Contributions in joint ventures
|
|
|
19
|
|
|
|
—
|
|
|
|
—
|
|
|
Dividends to collect
|
|
|
—
|
|
|
|
100
|
|
|
|
100
|
|
|
Increase in investments in financial assets through a decrease in trade receivables and other
receivables
|
|
|
—
|
|
|
|
9,918
|
|
|
|
—
|
|
|
Decrease of loans by “El Orejano” agreement
|
|
|
—
|
|
|
|
—
|
|
|
|
2,373
|
|
|
Contributions of
non-controlling
interests
|
|
|
—
|
|
|
|
—
|
|
|
|
50
|
|
Accompanying notes are an integral part of consolidated financial statements.
8
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
(Amounts expressed in millions of Argentine Pesos, except shares and per shares amounts expressed in
Argentine Pesos, and as otherwise indicated)
1. GENERAL INFORMATION, STRUCTURE AND ORGANIZATION OF THE BUSINESS OF THE GROUP
General information
YPF Sociedad Anónima
is a stock corporation
(
sociedad anónima
) incorporated under the laws of the Argentine Republic, with a registered office at Macacha Güemes 515, in the City of Buenos Aires.
YPF and its subsidiaries form the leading energy group in Argentina, which operates a fully integrated oil and gas chain with leading market positions across
the domestic Upstream and Downstream segments.
Structure and organization of the economic group
The following table shows the organizational structure, including the main companies of the Group, as of December 31, 2017:
|
|
(1)
|
Held directly and indirectly.
|
9
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
1. GENERAL INFORMATION, STRUCTURE AND ORGANIZATION OF THE BUSINESS OF THE GROUP (Cont.)
Organization of the business
As of December 31, 2017, the Group carries out its transactions and operations in accordance with the following structure:
|
|
•
|
|
Central administration and others, which covers the remaining activities not included in the previous categories.
|
Activities covered by each business segment are detailed in Note 5.
Almost all operations, properties and clients are located in Argentina. However, the Group also holds equity interests in exploratory and production areas in
Chile and in Bolivia. The Group also sells lubricants and derivatives in Brazil and Chile.
2. BASIS OF PREPARATION OF THE
CONSOLIDATED FINANCIAL STATEMENTS
2.a) Basis of preparation
Application of IFRS
The consolidated financial statements
of the Group for the year ended December 31, 2017 are presented in accordance with IFRS, as issued by IASB.
Additionally, some additional issues
required by the LGS and/or CNV’s regulations have been included. This information is contained in the Notes to these consolidated financial statements, with the purpose of fulfilling of these regulatory requirements.
The amounts and other information corresponding to the years ended on December 31, 2016 and 2015 are an integral part of the consolidated financial
statements mentioned above and are intended to be read only in relation to these financial statements.
These consolidated financial statements were
approved by the Board of Directors’ meeting and authorized to be issued on March 2, 2018.
Current and Noncurrent classification
The presentation in the statement of financial position makes a distinction between current and noncurrent assets and liabilities, according to the activities
operating cycle.Current assets and liabilities include assets and liabilities, which are realized or settled within the
12-month
period from the end of the fiscal year.
All other assets and liabilities are classified as noncurrent. Current and deferred tax assets and liabilities (payable income tax) are presented separately
from each other and from other assets and liabilities, as current and noncurrent, as applicable.
Fiscal
year-end
The Company’s fiscal year begins on January 1 and ends on December 31, each year.
Use of estimates
The preparation of financial statements
at a certain date requires the Management to make estimates and assessments affecting the amount of assets and liabilities recorded, contingent assets and liabilities disclosed at such date, as well as income and expenses recorded during the period.
Actual future results might differ from the estimates and assessments made at the date of preparation of these consolidated financial statements.
10
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
The description of any significant estimates and accounting judgments made by Management in applying the
accounting policies, as well as the key estimates and areas with greater degree of complexity which require more critical judgments, are disclosed in Note 2.c).
Consolidation policies
For purposes of presenting the
consolidated financial statements, the full consolidation method was used with respect to all subsidiaries, which are those companies in which the Group holds control. The Group controls an entity when it is exposed, or is entitled to the variable
results arising from its equity interest in the entity, and has the ability to affect those results through its power over the entity. This capacity is, in general but not exclusively, obtained by the ownership, direct or indirect, of more than 50%
of the voting shares of a company.
Interest in JO and other agreements which give the Group a contractually-established percentage over the rights of the
assets and obligations that emerge from the contract, have been consolidated line by line on the basis of the mentioned participation over the assets, liabilities, income and expenses related to each contract. Assets, liabilities, income and
expenses of JO are presented in the consolidated financial position and in the consolidated statement of comprehensive income, in accordance with their respective nature.
Note 9 details the fully consolidated controlled subsidiaries. Furthermore, Note 24 details the main JO, on a pro rata consolidation basis.
In the consolidation process, balances, transactions and profits between consolidated companies and JO have been eliminated.
The Company’s consolidated financial statements are based on the most recent available financial statements of the companies in which YPF holds control,
taking into consideration, where necessary, significant subsequent events and transactions, information available to the Company’s management and transactions between YPF and such subsidiaries, which could have produced changes to their
shareholders’ equity. The date of the financial statements of such subsidiaries used in the consolidation process may differ from the date of YPF’s financial statements due to administrative reasons. The accounting principles and
procedures used by subsidiaries have been homogenized, where appropriate, with those used by YPF in order to present the consolidated financial statements based on uniform accounting and presentation policies. The financial statements of
subsidiaries whose functional currency is different from the presentation currency are translated using the procedure set out in Note 2.b.1.
The Group
holds 100% of capital of the consolidated companies, with the exception of the holdings in Metrogas and YTEC. The Group takes into account quantitative and qualitative aspects to determine which subsidiaries have significant
non-controlling
interests. In accordance with the previously mentioned, there are no material
non-controlling
interests to be disclosed, as required by IFRS 12
“Disclosure of Interests in Other Entities”.
Financial information of subsidiaries, associates and joint ventures in hyperinflationary
economies
IAS 29 “Financial reporting in hyperinflationary economies” requires the financial statements of an entity whose functional
currency is that of a hyperinflationary economy to be expressed in terms of the current measurement unit as of the closing date of the reporting fiscal year, regardless of whether they are based on the historical cost method or the current cost
method. For such purpose, in general terms, inflation that has occurred from the date of acquisition or from the revaluation date, as appropriate, is to be computed in
non-monetary
items. In order to conclude
on the existence of a hyperinflationary economy, such standard describes in detail a number of quantitative and qualitative factors to be taken into account including an accumulated inflation rate during a three–year period that amounts to or
exceeds 100%.
As of December 31, 2017, taking into account the decreasing inflation trend, the inconsistency of the published inflation data in
previous years, and the fact that the rest of the indicators do not lead to a definitive conclusion, the Management of the Company understands that there is not enough evidence for Argentina to be considered a country with a hyperinflationary
economy. This conclusion is in line with that expressed by the International Practices Task Force of AICPA (“American Institute of Certified Public Accountants”) which did not consider Argentina as a country with a hyperinflationary
economy. Therefore, the criteria for restatement of information established under IAS 29 in the current year have not been applied.
11
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
However, in recent years, certain macroeconomic variables affecting the business of these companies, such as
wages, prices of main raw materials and inputs and services, have undergone variations of some importance. This circumstance must be considered in the evaluation and interpretation of the financial condition and the results of these companies in the
financial statements.
2.b) Significant Accounting Policies
2.b.1) Functional and reporting currency and tax effect on Other comprehensive income
Functional currency
YPF, based on parameters set out in
IAS 21 “The effects of change in foreign exchange rates”, has defined the U.S. dollar as its functional currency. Consequently,
non-monetary
cost-based measured assets and liabilities, as well as
income or expenses, are remeasured into functional currency by applying the exchange rate prevailing at the date of the transaction.
Transactions in
currencies other than the functional currency of the Company are deemed to be “foreign currency transactions” and are remeasured into functional currency by applying the exchange rate prevailing at the date of the transaction (or, for
practical reasons and when exchange rates do not fluctuate significantly, the average exchange rate for each month). At the end of each year or at the time of cancellation, the balances of monetary assets and liabilities in currencies other than the
functional currency are measured at the exchange rate prevailing at such date and the exchange differences arising from such measurement are recognized as “Net financial results” in the consolidated statement of comprehensive income for
the year in which they arise.
Assets, liabilities and results of subsidiaries, associates and joint ventures are shown in their respective functional
currencies. The effects of the conversion into U.S. dollars of the financial information of those companies whose functional currency is other than U.S. dollar are recorded as “Other comprehensive income” in the Consolidated Statement of
Comprehensive Income.
Presentation currency
According to CNV Resolution No. 562, the Company must present its financial statements in pesos. Therefore, the financial statements prepared in the
Company’s functional currency are translated into the presentation currency, as per the following procedures:
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•
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Assets and liabilities of each of the balance sheets presented are translated using the exchange rate at the balance sheet closing date;
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•
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Items of the consolidated statement of comprehensive income are translated using the exchange rate at the time the transactions were generated (or, for practical reasons, and provided the exchange rate has not changed
significantly, using each month’s average exchange rate);
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•
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All translation differences resulting from the foregoing are recognized under “Other Comprehensive Income” in the statement of comprehensive income.
|
Tax effect on Other Comprehensive Income
Results
included in Other Comprehensive Income in connection with translation differences generated by investments in subsidiaries, associates and joint ventures whose functional currency is other than U.S. dollar as well as conversion differences arising
from the translation of YPF’s financial statements into its presentation currency (pesos), have no effect on the income tax or in the deferred tax since at the time they were generated, the relevant transactions did not make any impact on net
income or taxable income.
12
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
2.b.2) Financial Assets
Classification
In accordance with IFRS 9 “Financial
instruments”, the Group classifies its financial assets into two categories:
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•
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Financial assets at amortized cost
|
Financial assets are measured at amortized cost if both of
the following criteria are met: (i) the objective of the Group’s business model is to hold the assets to collect the contractual cash flow, and (ii) the contractual terms only require specific dates for payment of capital and
interest.
In addition, and for assets that meet the above conditions, IFRS 9 contemplates the option of designating, at the time of the
initial recognition, an asset as measured at its fair value, if doing so would eliminate or significantly reduce the valuation or recognition inconsistency that could arise in the event that the valuation of the assets and liabilities or the
recognition of profit or losses resulting therefrom be carried out on different bases. The Group has not designated a financial asset at fair value by using this option.
As of the closing date of these consolidated financial statements, the Group’s financial assets at amortized cost include certain elements
of cash and cash equivalents, trade receivables and other receivables.
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•
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Financial assets at fair value through profit or loss
|
If either of the two criteria above are
not met, the financial asset is classified as an asset measured “at fair value through profit or loss”.
As of the closing date
of these consolidated financial statements, the Group’s financial assets at fair value through profit or loss include mutual funds and public securities.
Recognition and measurement
Purchases and sales of
financial assets are recognized on the date on which the Group commits to purchase or sell the assets. Financial assets are recognized when the rights to receive cash flows from the investments and the risks and rewards of ownership have expired or
have been transferred.
Financial assets at amortized cost are initially recognized at fair value plus transaction costs. These assets accrue interest
based on the effective interest rate method.
Financial assets at their fair value through profit or loss are initially recognized at fair value and
transaction costs are recognized as an expense in the statement of comprehensive income. They are subsequently valued at fair value. Changes in fair values and results from sales of financial assets at fair value through profit or loss are recorded
in “Net financial results” in the statement of comprehensive income.
In general, the Group uses the transaction price to ascertain the fair
value of a financial instrument on initial recognition. In other cases, the Group records a gain or loss on initial recognition only if the fair value of the financial instrument can be supported by other comparable and observable market
transactions for the same type of instrument or if it is based in a technical valuation that only inputs observable market information. Unrecognized gains or losses on initial recognition of a financial asset are recognized later on, only to the
extent they arise from a change in the factors (including time) that market participants would consider upon setting the price.
Gains/losses on debt
instruments measured at amortized cost and not included for hedging purposes are charged to income when the financial assets are derecognized or an impairment loss is recognized and during the amortization process using the effective interest rate
method. The Group reclassifies all investments on debt instruments only when its business model for managing those assets changes.
13
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Impairment of financial assets
The Group assesses at the end of each reporting period whether there is objective evidence that a financial asset or group of financial assets measured at
amortized cost is impaired. Impairment losses are recognized only if there is objective evidence of impairment because of one or more events that occurred after the initial recognition of the assets and such impairment may be reliably measured.
Evidence of impairment include indications that debtors or a group of debtors are experiencing significant financial difficulty, default or delinquency in
interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization, and when observable information indicates that there is a measurable decrease in the estimated future cash flows.
The impairment amount is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding
future credit losses that have not been incurred), discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced and the amount or the loss is recognized in the statement of comprehensive
income. For practical purposes, the Group may measure impairment based on an instrument’s fair value, using an observable market price. If, in a subsequent period, the amount the impairment loss decreases and the decrease can be related
objectively to an event occurring after the impairment was recognized, the reversal of the previously recognized impairment loss is recognized in the statements of comprehensive income.
Offsetting financial instruments
Financial assets and
liabilities are offset when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously.
2.b.3) Inventories
Inventories are valued at the lower
of their cost and their net realizable value. Cost includes acquisition costs (less trade discount, rebates and other similar items), transformation and other costs, which have been incurred when bringing the inventory to its present location and
condition. The net realizable value is the estimated selling price in the ordinary course of business less selling expenses.
In the case of refined
products, costs are allocated in proportion to the selling price of the related products (isomargen method) due to the difficulty for distributing the production costs to each product. Raw materials, packaging and other inventory are valued at their
acquisition cost.
The Group assesses the net realizable value of the inventories at the end of each year and recognizes in profit or loss in the
consolidated statement of comprehensive income the appropriate valuation adjustment if the inventories are overstated. When the circumstances that previously caused impairment no longer exist or when there is clear evidence of an increase in the
inventories’ net realizable value because of changes in economic circumstances, the amount of a write-down is reversed.
2.b.4) Intangible assets
The Group initially recognizes intangible assets at their acquisition or development cost. This cost is amortized on a straight-line basis over the
useful lives of these assets. At the end of each year, such assets are measured at their acquisition or development cost, considering the criteria adopted by the Group in the transition to IFRS, less any accumulated amortization and any accumulated
impairment losses.
The main intangible assets of the Group are as follows:
14
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
i.
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Service concessions arrangements
|
Includes transportation and storage concessions. These
assets are valued at their acquisition cost, considering the criteria adopted by the Group in the transition to IFRS, net of accumulated amortization. They are depreciated using the straight-line method during the course of the concession period.
The Argentine Hydrocarbons Law allows the executive branch of the Argentine government to award
35-year
concessions for the transportation of oil, gas and petroleum products following submission of competitive bids. The term of a transportation concession may be extended for an additional
ten-year
term. Pursuant to Law No. 26,197, provincial governments have the same powers. Holders of production concessions are entitled to receive a transportation concession for the oil, gas and petroleum
products that they produce. The holder of a transportation concession has the right to:
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•
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Transport oil, gas and petroleum products;
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•
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Build and operate oil, gas and products pipelines, storage facilities, pump stations, compressor plants, roads, railways and other facilities and equipment necessary for the efficient operation of a pipeline system.
|
In addition, a transportation concession holder is under an obligation to transport hydrocarbons to third parties, without
discrimination, in exchange for a tariff. This obligation, however, is applicable to oil or gas producers only to the extent the concession holder has available additional capacity, and is expressly subject to the transportation requirements of the
concession holder. Transportation tariffs are subject to approval by the Federal Energy Secretariat for oil and petroleum derivatives pipelines, and by ENARGAS, for gas pipelines. Upon expiration of a transportation concession, oil pipelines and
related facilities revert to the Argentine Government, without any payment to the concession holder.
In connection with the foregoing, the
Privatization Law granted the Company
35-year
transportation concessions for the transportation facilities operated by Yacimientos Petrolíferos Fiscales as of such date. The main pipelines related to
said transportation concessions are the following:
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Puerto Rosales / La Plata
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•
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Monte Cristo / San Lorenzo
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•
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Puesto Hernández / Luján de Cuyo
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•
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Luján de Cuyo / Villa Mercedes
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Thus, assets meeting certain requirements set forth by
the IFRIC 12, which at Management of the Company’s judgment are met in the facilities mentioned in the preceding paragraphs, are recognized as intangible assets.
The Group classifies exploration rights as intangible assets, which
are valued at their cost, considering the criteria adopted by the Group in the transition to IFRS, net of the related impairment, if applicable.
Investments related to unproved reserves or fields under evaluation are not depreciated. These investments are reviewed for impairment at least
once a year, or whenever there are indicators that the assets may have become impaired. Any impairment loss or reversal is recognized in profit or loss in the consolidated statement of comprehensive income. Exploration costs (geological and
geophysical expenditures, expenditures associated with the maintenance of unproved reserves and other expenditures relating to exploration activities), excluding exploratory well drilling costs, are charged to expense in the consolidated statement
of comprehensive income as incurred.
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iii.
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Other intangible assets
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In this section, it mainly includes costs relating to computer
software development expenditures, as well as assets that represent the rights to use technology and knowledge (“know how”) for the manufacture and commercial exploitation of equipment related to oil extraction. These items are valued at
their acquisition cost, considering the criteria adopted by the Group in the transition to IFRS, net of the related depreciation and impairment, if applicable.
15
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
These assets are amortized on a straight-line basis over their useful lives, which range
between 3 and 14 years. The Group reviews annually the mentioned estimated useful life.
The Group has no intangible assets with indefinite useful lives
as of December 31, 2017, 2016 and 2015.
2.b.5) Investments in associates and joint ventures
Investments in associates and joint ventures are valued using the equity method.
According to this method, the investment is initially recognized at cost under “Investments in associates and joint ventures” in the statement of
financial position, and the book value increases or decreases to recognize the investor’s interest in the income of the associate or joint venture after the acquisition date, which is reflected in the statement of comprehensive income under
“Result from participation in associates and joint ventures”. The investment includes, if applicable, the goodwill identified in the acquisition.
Associates are considered those in which the Group has significant influence, understood as the power to participate in the financial and operating policy
decisions of the investee but does not have control or joint control over those policies. Significant influence is presumed in companies in which a company has an interest of 20% or more and less than 50%.
Joint arrangements are contractual agreements through which the Group and the other party or parties have joint control. Under the provisions of IFRS 11,
“Joint arrangements”, and IAS 28, “Investments in Associates and Joint Ventures”, investments in which two or more parties have joint control (defined as a “joint arrangement”) will be classified as either a joint
operation (when the parties that have joint control have rights to the assets and obligations for the liabilities relating to the joint arrangement) or a joint venture (when the parties that have joint control have rights to the net assets of the
joint arrangement). Considering such classification, joint operations will be proportionally consolidated and joint ventures will be accounted for under the equity method.
Associates and joint ventures have been valued based upon the latest available financial statements of these companies as of the end of each year, taking into
consideration, if applicable, significant subsequent events and transactions, available management information and transactions between the Group and the related company, which have produced changes on the latter’s shareholders’ equity.
The dates of the financial statements of such related companies used in the consolidation process may differ from the date of the Company’s financial statements due to administrative reasons. The accounting principles and procedures used by
associates and joint ventures have been homogenized, where appropriate, with those used by the Group in order to present the consolidated financial statements based on uniform accounting and presentation policies. The financial statements of
associates and joint ventures whose functional currency is different from the presentation currency are translated using the procedure set out in Note 2.b.1).
Investments in companies in which the Group has no significant influence or joint control, are valued at cost.
Investments in companies with negative shareholders’ equity are disclosed in the “Other Liabilities” account.
On each closing date or upon the existence of signs of impairment, it is determined whether there is any objective evidence of impairment in the value of the
investment in associates and joint ventures. If this is the case, the Group calculates the amount of the impairment as the difference between the recoverable value of associates and joint ventures and their book value, and recognizes the difference
under “Result from participation in associates and joint ventures” in the statement of comprehensive income. The recorded value of investments in associates and joint ventures does not exceed their recoverable value.
Note 9 details the investments in associates and joint ventures.
As from the effective date of Law No. 25,063, dividends, either in cash or in kind, that the Group receives from investments in other companies and which
are in excess of the accumulated income that these companies carry upon distribution will be subject to a 35% income tax withholding as a sole and final payment. The Group has not recorded any charge for this tax since it has estimated that
dividends from earnings recorded by the equity method will not be subject to such tax. However, according to of the aforementioned Argentine Tax Reform Law No. 27,430, this tax is eliminated for income accrued as of 2018 (see Note 30.l).
16
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
2.b.6) Property, plant and equipment
General criteria
Property, plant and equipment are valued
at their acquisition cost, plus all the costs directly related to the location of such assets for their intended use, considering the deemed cost criteria adopted by the Group in the transition to IFRS.
Borrowing costs of assets that require a substantial period to be ready for their intended use are capitalized as part of the cost of these assets.
Major inspections, necessary to restore the service capacity of the related asset are capitalized and depreciated on a straight-line basis over the period
until the next overhaul is scheduled.
The costs of renewals, betterments and enhancements that extend the useful life of properties and/or improve their
service capacity are capitalized. As property, plant and equipment are retired, the related cost and accumulated depreciation are derecognized.
Repair,
conservation and ordinary maintenance expenses are recognized in the statement of comprehensive income as incurred.
These assets are reviewed for
impairment at least once a year, or whenever there are indicators that the assets may have become impaired, as detailed in Note 2.b.8.
Depreciation
Property, plant and equipment, other than those related to oil and gas exploration and production activities, are depreciated using the straight-line
method, over the years of estimated useful life of the assets, as follows:
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Years of Estimated
Useful Life
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Buildings and other constructions
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50
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Refinery equipment and petrochemical plants
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20-25
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Infrastructure of natural gas distribution
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20-50
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Transportation equipment
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5-25
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Furniture, fixtures and installations
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10
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Selling equipment
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10
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Electric power generation facilities
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15-20
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Other property
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10
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Land is classified separately from the buildings or facilities that may be located on it and is deemed to have an indefinite
useful life. Therefore, it is not depreciated.
The Group reviews annually the estimated useful life of each class of assets.
Oil and gas exploration and production activities
The
Group recognizes oil and gas exploration and production transactions using the “successful-efforts” method. The costs incurred in the acquisition of new interests in areas with proved and unproved reserves are capitalized as incurred under
Mineral properties, wells and related equipment. Costs related to exploration permits are classified as intangible assets.
17
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
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|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Exploration costs, excluding the costs associated with exploratory wells, are charged to expense as incurred.
Costs of drilling exploratory wells, including stratigraphic test wells, are capitalized pending determination as to whether the wells have found proved reserves that justify commercial development. If such reserves are not found, the mentioned
costs are charged to expense. Occasionally, an exploratory well may be determined to have found oil and gas reserves, but classification of those reserves as proved cannot be made. In those cases, the cost of drilling the exploratory well will
continue to be capitalized if the well has found a sufficient quantity of reserves to justify its completion as a producing well, and the Group is making sufficient progress assessing the reserves as well as the economic and operating viability of
the project. If any of the mentioned conditions are not met, the cost of drilling exploratory wells is charged to expense. In addition, the exploratory activity involves, in many cases, the drilling of multiple wells through several years in order
to completely evaluate a project. As a consequence, some exploratory wells may be kept in evaluation for long periods, pending the completion of additional wells and exploratory activities needed to evaluate and quantify the reserves related to each
project. The detail of the exploratory well costs in evaluation stage is described in Note 8.
Drilling costs applicable to productive wells and to
developmental dry holes, as well as tangible equipment costs related to the development of oil and gas reserves, have been capitalized.
The capitalized
costs described above are depreciated as follows:
|
a)
|
The capitalized costs related to productive activities have been depreciated by field on a
unit-of-production
basis by applying the ratio
of produced oil and gas to estimate proved, developed oil, and gas reserves.
|
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b)
|
The capitalized costs related to the acquisition of property and the extension of concessions with proved reserves have been depreciated by field on a
unit-of-production
basis by applying the ratio of produced oil and gas to the estimated proved oil and gas reserves.
|
Revisions in estimates of crude oil and gas proved reserves are considered prospectively in the calculation of depreciation. Revisions in estimates of
reserves are performed at least once a year. Additionally, estimates of reserves are audited by external independent petroleum engineers on a three-year rotation plan.
Costs related to hydrocarbon well abandonment obligations
Costs related to hydrocarbon well abandonment obligations are capitalized at their discounted value along with the related assets, and are depreciated using
the
unit-of-production
method. As compensation, a liability is recognized for this concept at the estimated value of the discounted payable amounts. Revisions of the
payable amounts are performed upon consideration of the current costs incurred in abandonment obligations on a
field-by-field
basis or other external available
information if abandonment obligations were not performed. Due to the number of wells in operation and/or not abandoned and as well as the complexity with respect to different geographic areas where the wells are located, current costs incurred in
plugging activities, weighted by the complexity level of the wells, are used for estimating the plugging activities costs of the wells pending abandonment. Current costs incurred are the best source of information in order to make the best estimate
of asset retirement obligations. Future changes in the costs mentioned above, the useful life of the wells and their estimate of abandonment, as well as changes in regulations related to abandonment, which are not possible to be predicted at the
date of issuance of these consolidated financial statements, could affect the value of the abandonment obligations and, consequently, the related asset, affecting the results of future operations.
Environmental property, plant and equipment
The Group
capitalizes the costs incurred in limiting, neutralizing or preventing environmental pollution only in those cases where at least one of the following conditions is met: (a) the expenditure improves the safety or efficiency of an operating
plant (or other productive assets); (b) the expenditure prevents or limits environmental pollution at operating facilities; or (c) the expenditure is incurred to prepare assets for sale and does not raise the assets’ carrying value above
their estimated recoverable value.
The environmental related property, plant and equipment and the corresponding accumulated depreciation are disclosed
in the consolidated financial statements together with the other elements that are part of the corresponding property, plant and equipment which are classified according to their accounting nature.
18
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
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|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
2.b.7) Provisions and contingent liabilities
The Group makes a distinction between:
Represent legal or assumed obligations arising from past events, the
settlement of which is expected to give rise to an outflow of resources and which amount and timing are uncertain. Provisions are recognized when the liability or obligation-giving rise to an indemnity or payment arises, to the extent that its
amount can be reliably estimated and that the obligation to settle is probable or certain. Provisions include both obligations whose occurrence does not depend on future events (such as provisions for environmental liabilities and provision for
hydrocarbon wells abandonment obligations); as well as obligations that are probable and can be reasonably estimated whose realization depends on the occurrence of future events that are out of the control of the Group (such as provisions for
contingencies). The amount recorded as provision corresponds to the best estimate of expenditures required to settle the obligation, taking into consideration the relevant risks and uncertainties. See Note 14.
|
ii.
|
Contingent liabilities
|
Represent possible obligations that arise from past events and
whose existence will be confirmed only by the occurrence or
non-occurrence
of one or more future events not wholly within the control of the Group, or present obligations arising from past events, the amount
of which cannot be estimated reliably or whose settlement is not likely to give rise to an outflow of resources embodying future economic benefits. Contingent liabilities are not recognized in the consolidated financial statements, but rather are
disclosed to the extent they are significant, as required by IAS 37, “Provisions, contingent liabilities and contingent assets”. See Note 28.
Provisions are measured at their current value of cash flows estimated to satisfy the obligation, applying a
pre-tax
rate that reflects the market valuations of the time value of money and the specific risks of the obligation. The increase in the provision due to the passage of time is recognized in the statement of comprehensive income.
When a contract qualifies as onerous, the related unavoidable liabilities are recognized in the consolidated financial statements as provisions, net of the
expected benefits.
Except for provisions for hydrocarbon wells abandonment obligations, where the timing of settlement is estimated on the basis of the
work plan of the Group, and considering the estimated production of each field (and therefore its abandonment), in relation to other noncurrent provisions, it is not possible to reasonably estimate a specific schedule of settlement of the provisions
considering the characteristics of the concepts included.
In relation to certain provisions and contingent liabilities, the Group, in accordance with the
established exemption contemplated in IAS 37, has decided not to set forth certain critical information that could seriously impair it in the claims made by third parties.
2.b.8) Impairment of property, plant and equipment and intangible assets
To evaluate the impairment of property, plant and equipment and intangible assets, the Group compares their carrying value with their recoverable amount at the
end of each year, or more frequently, if there are indicators that the carrying value of an asset may not be recoverable.
In order to assess impairment,
assets are grouped into CGU, whereas the assets do not generate cash flows that are independent of those generated by other assets or CGU, considering regulatory, economic, operational and commercial conditions. Considering the above mentioned, the
Group’s assets were grouped into nine CGU, which are described below:
The assets included in this segment have been grouped into four CGU:
one of them groups the assets of YPF fields with crude oil reserves, and three of them group the assets of fields with natural gas reserves, according to Argentina’s basins.
19
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
|
•
|
|
CGU Gas –Neuquina Basin;
|
|
|
•
|
|
CGU Gas –Noroeste Basin;
|
|
|
•
|
|
CGU Gas –Austral Basin;
|
As of December 31, 2016, there were the Gas UGE—Neuquina
Basin—YSUR and UGE Gas—Austral Basin—YSUR, which after the operative merger of the YSUR Group with YPF, were incorporated to the UGE Gas—Neuquina Basin and UGE Gas—Austral Basin, both of YPF.
As of December 31, 2015, there was the Petroleum CGU—YPF Holdings, which was deconsolidated during 2016.
|
ii.
|
Gas and Power Segment
|
The assets of this segment have been grouped into three CGU: CGU
Gas and Power YPF, which mainly includes the commercialization and regasification of natural gas; CGU Metrogas, which includes assets related to natural gas distribution activities; and CGU YPF EE, which includes the assets related to the generation
and commercialization of electric energy. In connection with CGU YPF EE, see Note 3.
The assets of this segment have been grouped in the CGU Downstream
YPF, which mainly comprises the assets involved in crude oil refining (or supplementing that activity), the petrochemical industry and the marketing of such products.
|
iv.
|
Central Administration and Others
|
It includes the AESA CGU, which primarily comprises
the assets used for construction purposes related to the activities of the subsidiary.
This aggregation is the best reflection of how the Group currently
makes its management decisions for the generation of separate cash flows of the assets.
The recoverable amount is the higher of the fair value less costs
of disposal and the value in use. In assessing the value in use, the estimated future cash flows are discounted to their present value using a rate that reflects the weighted average capital cost employed for the Group.
If the recoverable amount of a CGU is estimated to be less than its carrying amount, the carrying amount of the CGU is reduced to its recoverable amount, and
an impairment loss is recognized in the consolidated statement of comprehensive income.
Any impairment loss is allocated to the assets comprising the CGU
on a
pro-rata
basis based on their carrying amount. Consequently, the basis for future depreciation or amortization will take into account the reduction in the value of the asset as a result of any accumulated
impairment losses.
Upon the occurrence of new events or changes in existing circumstances, which prove that an impairment loss previously recognized
could have disappeared or decreased, a new estimate of the recoverable amount of the corresponding asset is calculated to determine whether a reversal of the impairment losses recognized in previous periods needs to be made. See Note 2.c).
In the event of a reversal, the carrying amount of the asset (or the CGU) is increased to the revised estimate of its recoverable amount so that the increased
carrying amount does not exceed the carrying amount that would have been determined in case no impairment loss had been recognized for the asset (or the CGU) in the past.
20
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS
(Cont.)
|
|
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2.b.9) Methodology used in the estimation of recoverable amounts
The methodology used to estimate the recoverable amount of property, plant and equipment and intangible assets consists of using the higher of: i) the
calculation of the use value, based on expected future cash flows from the use of such assets, discounted at a rate that reflects the weighted average cost of the allocated principal amount, and, if available, ii) the price that would be received in
a regular transaction between market participants to sell the asset as of the date of these consolidated financial statements, less the disposal costs of such assets.
In the assessment of the value in use, cash flow forecasts based on the best estimate of income and expense available for each CGU using sector inputs, past
results and future expectations of business evolution and market development are utilized. The most sensitive aspects included in the cash flows used in all the CGU are the purchase and sale prices of hydrocarbons (including applicable gas
distribution fees), outstanding regulations, estimates of cost increases, personnel costs and investments.
The cash flows from Upstream assets are
generally projected for a period that covers the economically productive useful lives of the oil and gas fields and is limited by the contractual expiration of the concession permits, agreements or exploitation contracts. The estimated cash flows
are based on production levels, commodity prices and estimates of the future investments that will be necessary in relation to undeveloped oil and gas reserves, production costs, field decline rates, market supply and demand, contractual conditions
and other factors. The unproved reserves are weighted with risk factors, based on the type of each one of the Upstream assets.
Downstream and Gas and
Power cash flows are estimated on the basis of projected sales trends, contribution margins by unit, fixed costs and investment flows, in line with the expectations regarding the specific strategic plans of each business. However, cash inflows and
outflows relating to planned restructurings or productivity enhancements are not considered. The projections’ evaluation horizon is 10 years, considering annual rent for the last period, based on the long useful life of these CGU assets.
The reference prices considered are based on a combination of market prices available in those markets where the Group operates, also taking into
consideration specific circumstances that could affect different products the Group commercializes and management’s estimations and judgments.
2.b.10) Employee benefit plans and share-based payments
Effective March 1, 1995, the Group has established a defined
contribution retirement plan that provides benefits for each employee who elects to join the plan. Each plan member will pay an amount between 3% and 10% of his monthly compensation, and the Group will pay an amount equal to that contributed by each
member.
The plan members will receive from the Group the contributed funds before retirement only in the case of voluntary termination
under certain circumstances or dismissal without cause and, additionally, in case of death or incapacity. The Group has the right to discontinue this plan at any time, without incurring termination costs.
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ii.
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Performance Bonus Programs
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These programs cover certain of the Group’s personnel.
These bonuses are based on compliance with corporate business unit objectives and performance. They are calculated considering the annual compensation of each employee, certain key factors related to the fulfillment of these objectives and the
performance of each employee, and are paid in cash.
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iii.
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Share-based benefit plan
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From the year 2013, YPF has decided to implement a share-based
benefit plan. This plan, organized in annual programs, covers certain executive and management positions and key personnel or personnel with critical technical knowledge. The above-mentioned plan is aimed at aligning the performance of these
personnel with the objectives of the strategic plan of the Company.
21
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
This plan consists in giving participation, through shares of the Company, to each selected
employee with the condition of remaining in it for the previously defined period (up to three years from the grant date, hereinafter “service period”), being this the only condition necessary to access the agreed final retribution.
For accounting purposes, YPF recognizes the effects of the plans in accordance with the guidelines of IFRS 2, “Share-based Payment”.
In this order, the total cost of the plans granted is measured at the grant date, using the fair value or market price of the Company’s share in the United States market. The above-mentioned cost is accrued in the Company’s net income for
the year, over the vesting period, with the corresponding increase in Shareholders’ equity in the “Share-based Benefit Plans” account.
2.b.11) Revenue recognition
General criteria
Revenue is recognized on sales of crude oil, refined products and natural gas, in each case, when title and risks are transferred to the customer following the
conditions described below:
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|
•
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The Group has transferred to the buyer the significant risks and rewards of ownership of the goods.
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•
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The Group does not retain neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold.
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•
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The amount of revenue can be measured reliably.
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•
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It is probable that the economic benefits associated with the transaction will flow to the Group.
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•
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The costs incurred or to be incurred in respect of the transaction can be measured reliably.
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Revenue
recognition related to Government incentive programs
Incentives for the additional injection of natural gas and for the production of crude oil
granted by the Planning and Strategic Coordination Commission of the National Plan of Hydrocarbons Investment by Resolutions No. 1/2013 and No. 14/2015, respectively (see Note 30), fall within the scope of the IAS 20 “Accounting for
Government grants and disclosure of government assistance”, because they constitute economic compensation for the companies committed to increasing their respective production. Incentives have been included in “Revenues” in the
consolidated statement of comprehensive income.
Likewise, these regulations also apply to the temporary economic assistance by Metrogas (see Note 30), as
enacted by the MINEM under Resolution No.
312-E/1016
and by the former Argentine Energy Secretariat under Resolution No. 263/2015, as its purpose is to fund the expenses and investments related to the
normal operation of the natural gas distribution service through networks, while preserving the chain of payment to natural gas producers until the Tariff Review is concluded. The incentives have been included in the item “Other net operating
results” in the consolidated statement of comprehensive income.
In addition, Argentine tax authorities provide a tax incentive for investment in
capital goods, computers and telecommunications for domestic manufacturers through a fiscal bond, provided that manufacturers have industrial establishments located in Argentina, a requirement that is satisfied by the controlled company AESA. The
Group recognizes such incentive when the formal requirements established by Decrees No. 379/2001, 1551/2001, its amendments and regulations are satisfied, to the extent that there is reasonable certainty that the grants will be received. The
bond received may be computed as a tax credit for the payment of national taxes (i.e., income tax, tax on minimum presumed income, value added tax and domestic taxes) and may be transferred to third parties only one time. The incentives have been
included in the item “Other net operating results” in the consolidated statement of comprehensive income.
Recognition of this income is made at
its fair value when there is a reasonable certainty that incentives will be received and that regulatory requirements related therewith have been fulfilled.
22
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Recognition of revenues and costs associated with construction contracts method
Revenues and costs related to construction activities performed by AESA are accounted for in the consolidated statement of comprehensive income for the year
using the percentage of completion method, considering the final contribution margin estimated for each project at the date of issuance of the financial statements, which arises from technical studies on sales and total estimated costs for each of
them, as well as their physical progress.
The adjustments in contract values, changes in estimated costs and anticipated losses on contracts in progress
are reflected in earnings in the year when they become evident.
The table below details information related to the construction contracts as of
December 31, 2017, 2016 and 2015:
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Contracts in progress
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Revenues for the
year
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Costs incurred plus
accumulated
recognized profits
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Advances received
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Retentions
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2017
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710
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1,398
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61
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–
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|
|
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2016
|
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778
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1,236
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–
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–
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2015
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455
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577
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–
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–
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2.b.12) Leases
The
Group’s leases are classified as operating or financial leases, taking into account the economic substance of the contracts.
The Group as a lessee:
A lease is classified as an operating lease when the lessor does not
transfer substantially to the lessee the entire risks and rewards incidental to ownership of the asset.
Costs related to operating leases
are recognized on a straight-line basis in “Rental of real estate and equipment” and “Operation services and other service contracts” of the consolidated statement of comprehensive income for the year in which they arise.
Leases are classified as financial when the lessor transfers to the
lessee substantially all the risks and benefits inherent in the leased property.
The Group has no significant financial leases as they are
defined by current IFRS regulations.
The Group has not entered into any significant leases with third parties.
2.b.13) Net income per share
Net income per share is
calculated by dividing the net income for the year attributable to YPF’s shareholders by the weighted average of shares of YPF outstanding during the year net of repurchased shares as mentioned in Note 25.
Diluted net income per share is calculated by dividing the net income for the fiscal year by the weighted average of shares outstanding, and when dilutive,
adjusted for the effect of all potentially dilutive shares, including share options, on an as if they had been converted.
In computing diluted net income
per share, income available to ordinary shareholders, used in the basic earnings per share calculation, is adjusted by those results that would result of the potential conversion into ordinary stock. The weighted average number of ordinary shares
outstanding is adjusted to include the number of additional ordinary shares that would have been outstanding if the dilutive potential ordinary shares had been issued. Diluted net income per share is based on the most advantageous conversion rate or
exercise price over the entire term of the instrument from the standpoint of the security holder. The calculation of diluted net income per share excludes potential ordinary shares if their effect is anti-dilutive.
23
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
As of the date of the issuance of these consolidated financial statements, there are no YPF instruments outstanding that imply the existence of potential
ordinary shares (taking into account the Company’s intent to cancel the share-based benefit plans through their repurchase in the market), thus the basic net income per share matches the diluted net income per share. See Note 26.
2.b.14) Financial liabilities
Financial liabilities are
initially recognized at their fair value less the transaction costs incurred. Because the Group does not have financial liabilities whose characteristics require the recognition at their fair value, according to IFRS, after their initial
recognition, financial liabilities are measured at amortized cost. Any difference between the financing received (net of transaction costs) and the repayment value is recognized in the consolidated statement of comprehensive income over the life of
the related debt instrument, using the effective interest rate method.
The Group eliminates a financial liability (or a part thereof) from its statement
of financial position when it has been extinguished, i.e., when the obligation specified in the corresponding contract has been paid or canceled, or has expired.
The Group will account for a swap of financial instruments with substantially different conditions by eliminating the original financial liability and
registering a new financial liability. Similarly, the Group will account for a substantial change in the current conditions of an existing financial liability or part of it as a cancellation of the original financial liability and the recognition of
a new financial liability.
At the closing of these consolidated financial statements, the Group’s financial liabilities at amortized cost include
accounts payable, other liabilities and loans.
2.b.15) Taxes, withholdings and royalties
Income tax and tax on minimum presumed income
The Group
recognizes income tax applying the liability method, which considers the effect of temporary differences between the financial and tax bases of assets and liabilities and the tax loss carry forwards and other tax credits, which may be used to offset
future taxable income, at the statutory rate then in force, at the time of its use or reversion.
According to the latest amendments introduced by the
Argentine Tax Reform Law No. 27,430 published in the Official Gazette on December 29, 2017 (see Note 30.l), the general tax rate is reduced from 35% currently in force to 30% for fiscal years 2018 and 2019 and to 25% from year 2020.
Accordingly, although the gradual changes of the income tax rate are not applicable to the measurement of the current tax accrued as of December 31, 2017, the main accounting impact of the new regulations occurs in the measurement of deferred
assets and tax liabilities. See Note 15.
Additionally, upon the determination of taxable profit tax on minimum presumed income is calculated by applying
the current 1% tax rate to taxable assets as of the end of each year. This tax supplements income tax. The tax liability will coincide with the higher of the determination of tax on minimum presumed income and the Group’s tax liability related
to income tax, calculated applying the current 35% income tax rate to taxable income for the year. However, if the tax on minimum presumed income exceeds income tax during one tax year, such excess may be computed as prepayment of any income tax
excess over the tax on minimum presumed income that may be generated in the next ten years.
In relation to the minimum presumed income tax, it is worth
mentioning that it was overruled for the years beginning on January 1, 2019, as established by Law No. 27,260.
24
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
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2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Under Law No. 25,063, dividends distributed, either in cash or in kind, in excess of accumulated taxable
income as of the end of the year immediately preceding the dividend payment or distribution date, will be subject to a 35% income tax withholding as a sole and final payment, except for those distributed to shareholders residing in countries
benefited from treaties for the avoidance of double taxation, which will be subject to a minor tax rate. However, according to the aforementioned Tax Reform Law No. 27,430, this tax is eliminated for those incomes accrued as of 2018 (See Note
30.l).
Personal assets tax – Substitute responsible
Individuals and foreign entities, as well as their undistributed estates, regardless of whether they are domiciled or located in Argentina or abroad, are
subject to personal assets tax of 0.25% of the value of any shares or ADSs issued by Argentine entities, held at December 31 of each year. The tax is levied on the Argentine issuers of such shares or ADSs, such as YPF, which must pay this tax
in substitution of the relevant shareholders, and is based on the equity value (following the equity method), or the book value of the shares derived from the latest financial statements at December 31 of each year. Pursuant to the Personal
Assets Tax Law, the Group is entitled to seek reimbursement of such paid tax from the applicable shareholders, using the method the Group considers appropriate. However, according to Law 27,260 YPF has requested the exemption of this tax (for the
benefit of its shareholders). This exemption will apply to fiscal periods 2016 to 2018.
Royalties and withholding systems for hydrocarbon exports
A 12% (or 15%, if applicable) royalty is payable on the value at the wellhead of crude oil production and the commercialized natural gas volumes. In
addition, and pursuant to the extension of the original terms of exploitation concessions, the Group has agreed to pay an extraordinary production royalty and in some cases a royalty of 10% is payable over the production of unconventional
hydrocarbons (see Note 30).
Royalty expense and extraordinary production royalties are accounted for as a production cost.
2.b.16) Shareholders’ equity accounts
Shareholders’ equity accounts have been valued in accordance with accounting principles in effect as of the transition date. The accounting transactions
that affect shareholders’ equity accounts were accounted for in accordance with the decisions taken by the Shareholders’ meetings, and legal standards or regulations.
Subscribed capital stock and adjustments to contributions
Consists of the shareholders’ contributions represented by shares and includes the outstanding shares at face value net of treasury shares mentioned in
the following paragraph “Treasury shares and adjustment to treasury shares”. The subscribed capital account has remained at its historical value and the adjustment required previous Argentine GAAP (Generally Accepted Accounting Principles)
to state this account in constant Argentine pesos is disclosed in the “Adjustments to contributions” account.
The adjustment to contributions
cannot be distributed in cash or in kind, but is allowed its capitalization by issuing shares. In addition, this item may be used to compensate for accumulated losses.
Treasury shares and adjustments to treasury shares
.Corresponds to the reclassification of the nominal value and the corresponding adjustment in constant peso (Adjustment to Contributions) of shares issued and
repurchased by YPF in market transactions, as is required by the CNVs regulations in force.
25
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Share-based benefit plans
Corresponds to the balance related to the share-based benefit plans as mentioned in Note 2.b.10.iii).
Acquisition cost of repurchased shares
Corresponds to
the cost incurred in the acquisition of the shares that YPF holds as treasury shares. Additionally, see Note 25.
Considering CNV regulations RG 562, the
balance of this account restricts the distribution of retained earnings.
Share trading premium
Corresponds to the difference between accrued amount in relation to the share-based benefit plans and acquisition cost of the shares settled during the year in
relation with the mentioned plans.
Considering the debit balance of the premium, distribution of retained earnings is restricted by the balance of this
premium.
Issuance premiums
Corresponds to the
difference between the amount of subscription of the capital increase and the corresponding face value of the shares issued.
Legal reserve
In accordance with the provisions of LGS, YPF has to appropriate to the legal reserve no less than 5% of the algebraic sum of net income, prior year
adjustments, and transfers from other comprehensive income to retained earnings and accumulated losses from previous years, until such reserve reaches 20% of the subscribed capital plus adjustment to contributions. As of December 31, 2017, the
legal reserve has been fully integrated, amounting to 2,007.
Reserve for future dividends
Corresponds to the allocation made by the YPF’s Shareholders’ meeting, whereby a specific amount is transferred to the reserve for future dividends.
Reserve for investments and reserve for purchase of treasury shares
Corresponds to the allocation made by the YPF’s Shareholders’ meeting, whereby a specific amount is being assigned to be used in future investments
and in the purchase of YPF’s shares to meet the obligations arising from share-based benefit plan described in Note 2.b.10.iii).
Initial IFRS
adjustment reserve
Corresponds to the initial adjustment in the transition to IFRS application, which was approved by the Shareholders’ meeting
of April 30, 2013, in accordance with the General Resolution No. 609 of the CNV.
Such reserve may not be used in distributions in cash or in
kind to the shareholders or owners of YPF and may be reversed only for capitalization or absorption of an eventual negative balance on the “Retained earnings” account according the aforementioned Resolution.
Such reserve was disaffected in the fiscal year ended December 31, 2017. See Note 25.
Other comprehensive income
Includes income and expenses
recognized directly in equity accounts and the transfer of such items from equity accounts to the income statement of the year or to retained earnings, as defined by IFRS.
26
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Retained earnings
Includes accumulated gains or losses without a specific appropriation that being positive can be distributed upon the decision of the Shareholders’
meeting, while not subject to legal restrictions. Additionally, it includes the net income of previous years that was not distributed, the amounts transferred from other comprehensive income and adjustments to income of previous years produced by
the application of accounting standards.
Additionally, pursuant to the regulations of the CNV, when the net balance of other comprehensive income account
is positive, it will not be distributed or capitalized nor used to compensate accumulated losses, and when the net balance of these results at the end of a year is negative, a restriction on the distribution of retained earnings for the same amount
will be imposed.
Non-controlling
interest
Corresponds to the interest in the net assets of Metrogas (30%) and YTEC (49%), representing the rights on shares that are not owned by YPF.
2.b.17) Derivative financial instruments and hedge transactions
Derivative financial instruments are recognized at fair value. The method of recognizing the resulting gain or loss depends on whether the derivative is
designated as a hedge instrument, and, if so, the nature of the item being hedged.
The Group manages exposures to several risks using different financial
instruments. The Group does not use derivative financial instruments for speculative purposes.
The Group’s policy is to apply hedge accounting to
hedging relationships where it is both permissible and practical under IFRS 9, and its application reduces volatility. Transactions that may be effective hedges in economic terms may not always qualify for hedge accounting under IFRS 9. During the
fiscal year ended as of December 31, 2017, the Group did not used derivative financial instruments. During the fiscal years ended December 31, 2016, and 2015, the Group has not applied hedge accounting to its derivative financial
instruments. Gains or losses from these derivative financial instruments are classified as “Net financial results”, in the statement of comprehensive income.
Fair values of derivative financial instruments that are traded in active markets are computed by reference to market prices. The fair value of derivative
financial instruments that are not traded in an active market is determined using valuation techniques. The Group uses its judgment to select a variety of methods and make assumptions that are mainly based on market conditions existing at the end of
each fiscal year.
During the fiscal year ended December 31, 2017, the Group did not use derivative financial instruments. During the fiscal years
ended December 31, 2016 and 2015, the Group only used derivative financial instruments traded on active markets (futures contracts in dollars).
2.b.18) Trade receivables and other receivables
Trade
receivables are initially recognized at fair value and subsequently measured at amortized cost using the effective interest rate method.
A provision for
bad debt is created where there is objective evidence that the Group may not be able to collect all receivables within the original payment terms. Indicators of bad debts include significant financial distress of the debtor, the debtor potentially
filing a petition for reorganization or bankrupt, or any event of default or past due account.
In the case of larger
non-homogenous
receivables, the impairment provision is calculated on an individual basis. When assessed individually, the Group records a provision for impairment which amounts to the difference between the
value of the discounted expected future cash flows of the receivable and its carrying amount, taking into account existing collateral, if any. This provision takes into consideration the financial condition of the debtor, the resources, payment
track record and, if applicable, the value of collateral.
The carrying amount of the assets is reduced through the use of the provision account, and the
amount of the loss is recognized in the statement of comprehensive income within “Selling expenses”. Subsequent recoveries of amounts previously written off are also credited against “Selling expenses” in the statement of
comprehensive income.
27
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
2.b.19) Cash and cash equivalents
In the statement of cash flow, cash and cash equivalents include cash in hand, deposits held at call with banks and other short-term highly liquidity
investments with original maturities of three months or less. They do not include bank overdrafts.
2.b.20) Dividends distribution
Dividends payable by the Group are recognized as liabilities in the period in which they are approved.
2.b.21) Business combinations
Business combinations are
accounted for by applying the acquisition method when the Group takes effective control over the acquired company.
The Group recognizes in its financial
statements the identifiable assets acquired, the liabilities assumed, any
non-controlling
interest and goodwill, if any, in accordance with IFRS 3.
The acquisition cost is measured as the sum of the consideration transferred, measured at fair value at its acquisition date and the amount of any
non-controlling
interest in the acquired entity. The Group will measure the
non-controlling
interest in the acquired entity at fair value or at the
non-controlling
interest’s proportionate share of the acquired entity’s identifiable net assets.
If the
business combination is achieved in stages, the Group will remeasure its previously held equity interest in the acquired entity at its acquisition date fair value and recognize a gain or loss in the statement of comprehensive income.
The goodwill cost is measured as the excess of the consideration transferred over the identifiable assets acquired and liabilities assumed net by the Group.
If this consideration is lower than the fair value of the assets identifiable and liabilities assumed, the difference is recognized in the statement of comprehensive income.
2.b.22) Total or partial disposal of foreign operation whose functional currency is other than the U.S. Dollar
On the disposal of a foreign operation (that is, a disposal of the Group’s entire interest in a foreign operation, or a disposal involving loss of control
over a subsidiary that includes a foreign operation), all of the translation differences accumulated in equity in respect of that operation attributable to the equity holders of the Company are reclassified to profit or loss of that fiscal year.
In the case of a partial disposal that does not result in the Group losing control over a subsidiary that includes a foreign operation, the proportionate
share of accumulated translation differences are reclassified to
non-controlling
interest and are not recognized in profit or loss.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated
at the closing rate. Translation differences arising are recognized in other comprehensive income.
2.b.23) Segment Information
Operating segments are reported in a manner consistent with the internal reporting provided to the top authority decision-maker, who is the person responsible
for allocating resources and assessing the performance of the operating segments. Operating segments are described in Note 5.
2.b.24) Assets held for
disposal
In the event that the Group is engaged in a disposal plan, which involves the loss of control of a subsidiary, it will classify the assets
and liabilities of such subsidiary as held for disposal provided that they comply with the criteria required by the IFRS 5 and its interpretations, regardless of whether the Group withholds a
non-controlling
interest in its former subsidiary after the transaction.
In order to apply the above classification, the asset (or group of assets) must be available for
its immediate disposal or dilution in its current conditions, exclusively subject to the usual and habitual terms for the disposal or dilution of these assets (or groups of assets) and such transaction must be highly probable.
For the transaction to be highly probable the appropriate level of Management or Board of Directors of the Company must be committed to a plan and an active
program must have been initiated. In addition, the disposal of the asset (or groups of assets) must be actively negotiated at a reasonable price in relation to its or their current fair value. Moreover, the transaction must also be expected to meet
the conditions for recognition as a completed disposal within one year after the classification date, with the exceptions permitted by IFRS 5, and the activities required to complete the plan should indicate that it is unlikely that significant
changes are made to the plan or that it will be canceled.
28
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Noncurrent assets classified as held for disposal will be measured at the lower of their carrying amount or
fair value less sale-related costs.
As of the closing of these consolidated financial statements, the Group classified the investment in the subsidiary
YPF EE as an asset held for disposal. See Note 3.
2.b.25) New standards issued
As required by IAS 8“Accounting policies, changes in accounting estimates and errors”, we detail below a brief summary of the standards or
interpretations issued by the IASB, whose application is mandatory as of the closing date of these consolidated financial statements, as well as of those whose application has not been mandatory as of the closing date of these consolidated financial
statements and have, therefore, not been adopted by the Group.
Those standards or interpretations issued by the IASB, the application of which is
mandatory as of the closing date of these consolidated financial statements, have been adopted by the Group, if applicable.
|
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•
|
|
A
mendments to IAS 7—Information disclosure initiative
|
In January 2016, the IASB amended
IAS 7 and such amendments are to be applied to fiscal years beginning on or after January 1, 2017, though they may be implemented in advance.
The
Disclosure Initiative was amended for the purpose of disclosing information that allows users of financial statements to evaluate the changes in liabilities (and certain assets) that have occurred during a period, derived from financing activities.
The explanation for the changes must differentiate those “changes from cash flows deriving from financing” from those “changes other than
cash”.
Also, when explaining changes other than cash, the following sources of changes should be differentiated, to the extent necessary to meet the
purpose: (i) changes resulting from the acquisition or loss of control of subsidiaries and other businesses; (ii) the effect of foreign exchange rate changes; (iii) changes in fair value; and (iv) other changes (by separately
identifying any variance deemed relevant).
The IASB defines liabilities arising from financing activities as liabilities “for which cash flows were
or will be classified in the statement of cash flows as cash flows deriving from financing activities”. Additionally, it emphasizes that new disclosure requirements also relate to changes in financial assets (for example, assets covering
liabilities arising from financing activities) if they meet the same definition.
Finally, the amendments set forth that changes in liabilities arising
from financing activities must be disclosed separately from changes in other assets and liabilities.
The adoption of such amendments did not have any
effects on the Group’s consolidated financial statements.
|
|
•
|
|
Amendments to IAS 12—Recognition of deferred tax assets for unrealized losses
|
In January 2016,
the IASB amended IAS 12 and such amendments are to be applied to fiscal years beginning on or after January 1, 2017, though they may be implemented in advance.
The amendment to IAS 12 provides that when an entity assesses whether the taxable profit against which a deductible temporary difference may be available, it
will consider whether the tax legislation restricts the sources of taxable income against which it may make deductions at the time of the reversal of that temporary deductible difference. If the tax law does not impose those restrictions, an entity
will evaluate a deductible temporary difference in combination with all others. However, if the tax law restricts the use of losses to be deducted against income of a specific type, a deductible temporary difference will be evaluated in combination
only with the appropriate rate.
The adoption of the foregoing modifications did not have any effects on the consolidated financial statements of the
Group.
29
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
|
•
|
|
Amendments to IFRS12 – Disclosure of interests in other entities
|
The amendment made in compliance
with the annual improvements to IFRS 2014-2016, applicable to those fiscal years beginning on or after January 1, 2017, introduces a change in the scope of this standard, considering that an entity does not need to provide summarized financial
information for those equity interests in subsidiaries, associates or joint ventures which are classified (or included in a the
held-for-sale
group which is classified)
as held for disposal. The amendments clarify that this is the only concession of the disclosure requirements of IFRS 12 for such equity interests.
The
adoption of the foregoing modifications did not have any effects on the consolidated financial statements of the Group.
Standards or interpretations
issued by the IASB, the application of which is not mandatory as of the closing date of these consolidated financial statements and which, therefore, have not been adopted by the Group.
|
|
•
|
|
Amendments to IFRS 10 and IAS 28—Sale or contribution of assets between an investor and its associate or joint venture
|
In September 2014, the IASB amended IFRS 10 and IAS 28 to clarify that in transactions involving a controlled company, the extent of the gain or loss to be
recognized in the financial statements depends on whether the sold or contributed controlled company is considered a business in accordance with IFRS 3.
On August 10, 2015, the IASB issued a proposal to postpone the effective date of these changes indefinitely depending on the outcome of its research
project on accounting by the equity method, which was approved on December 17, 2015.
|
|
•
|
|
IFRS 9—Financial Instruments
|
In July 2014, the IASB completed the amendment to the accounting for
financial instruments and issued IFRS 9 “Accounting for financial instruments” (in its revised version of 2014 in effect for annual periods beginning on or after January 1, 2018), which will replace IAS 39 “Financial Instruments:
Recognition and Measurement” after the expiration of the effective date thereof.
The following describes the key requirements of IFRS 9:
|
|
•
|
|
Classification and measurement of financial assets and liabilities:
|
The IFRS 9 requires
that all recognized financial assets that are within the scope of IAS 39 Financial Instruments: Recognition and Measurement be subsequently measured at amortized cost or at fair value. Specifically, the debt instruments that are maintained within a
business model whose objective is to collect the contractual cash flows, and which have contractual cash flows that are only capital and interest payments on the amount of outstanding capital, for they are generally measured at amortized cost at the
end of subsequent accounting periods. All other investments in debt and equity securities are measured at their fair values as of the closing of subsequent accounting periods.
The most significant effect of IFRS 9 with respect to the classification and measurement of financial liabilities is related to the accounting
for changes in the fair value of a financial liability (designated at fair value through profit or loss) attributable to the changes in the credit risk of such liability. Specifically, under IFRS 9, for financial liabilities that are designated at
fair value through profit or loss, the amount of the change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognized in other comprehensive income, unless the recognition of the
effects of the changes in the credit risk of the liability in other comprehensive income creates or increases a measurement inconsistency (accounting asymmetry) in the results. The changes in fair value attributable to the credit risk of the
financial liability are not reclassified subsequently to the results of the fiscal year. Previously, under IAS 39, the total amount of the change in the fair value of the financial liability designated at fair value through profit or loss was
recognized in the income statement of the fiscal year.
The Group has adopted IFRS 9 as of the transition date in advance in accordance
with the regulations in force in 2013, which deal with everything related to the classification and measurement of financial assets and liabilities, so it is not expected that there will be an impact on the described treatments, based on the
analysis of the Group’s financial assets and liabilities as of December 31, 2017, and based on the facts and circumstances that exist on that date.
30
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
The impairment model in accordance with IFRS 9 reflects expected
credit losses, as opposed to credit losses incurred under IAS 39. In the scope of the impairment in IFRS 9, it is no longer necessary for a credit event to occur before it is incurred. In contrast, an entity always accounts for both the expected
credit losses and their changes. The amount of expected credit losses must be updated on each reporting date to reflect changes in credit risk from initial recognition.
During fiscal year 2017, the Group has analyzed the calculation model of the impairment of its commercial loans and other receivables, based on
the simplified approach indicated by such standard. Moreover, it has evaluated the necessary changes in the systems and processes to record the expected credit losses, since until now the calculation contemplated the impairment due to the incurred
loss.
The Group has prepared a matrix, based on certain special characteristics indicating of the ability to repay the loan, such as i)
payments in arrears, ii) existence of guarantees, iii) existence of a legal proceeding, among others; and it has also assigned an expected uncollectibility rate based on historical default rates adjusted to future economic conditions.
After the analysis, the Group considers that the application of the model will not have a significant effect on the financial statements for
the period beginning on January 1, 2018.
The general hedge accounting requirements of IFRS 9 maintain the
three types of hedge accounting mechanisms included in IAS 39. However, the eligible types of hedge accounting transactions are now much more flexible, especially by expanding the types of instruments that are classified as hedging instruments and
the types of risk components of
non-financial
elements ideal for hedge accounting.
In addition,
the effectiveness test has been reviewed and replaced by the principle of “economic relationship”. A retrospective evaluation is no longer required to measure the effectiveness of the coverage. Many more disclosure requirements have been
added regarding the entity’s risk management activities.
The Group does not anticipate that the application of this part of the
standard will have a significant effect on its financial statements because it has not carry out this type of transactions at the end of the fiscal year ended December 31, 2017.
Additionally, during October 2017, a modification related to the early cancellation with negative compensation was introduced, for which the lender (i.e., the
holder) could be forced to accept the payment for the early cancellation, of an amount substantially less than the unpaid amounts of principal and interest. In these cases, the amendment proposes that financial assets with these characteristics be
measured at amortized cost or at fair value with changes in other comprehensive income.
The Group estimates that the application of this latest
amendment, effective as of January 1, 2019 with the possibility of being applied before such date, will not have a significant effect on its financial statements because it has not carried out transactions with these characteristics.
|
|
•
|
|
IFRS 15—Income from ordinary activities arising from contracts entered into with customers
|
IFRS
15 is in effect for periods to be reported as from January 1, 2018, or afterwards, and may also be implemented in advance. Entities may decide whether to retrospectively apply the model or to use a modified transitional approach, to which the
standard will be retrospectively applied only with regard to those contracts that are not completed by the initial date of application (e.g., January 1, 2018 for an entity with a fiscal year ended December 31).
31
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
IFRS 15 establishes an extensive and detailed model to be used by entities at the time of accounting for
income from contracts entered into with their customers. It will replace the following Income Standards and Interpretations after the effective date:
|
|
•
|
|
IAS 11 Construction contracts;
|
|
|
•
|
|
IFRIC 13 Customer loyalty programs;
|
|
|
•
|
|
IFRIC 15 Agreements for the construction of real estate;
|
|
|
•
|
|
IFRIC 18 Transfers of assets from customers; and
|
|
|
•
|
|
SIC 31: Revenue – Barter transactions involving advertising services.
|
As stated in the heading of the
new income standard, IFRS 15 will only cover income from contracts entered into with clients. Under IFRS 15, a customer of an entity is a party that has executed a contract with such entity for the provision of goods and services that are the
product of ordinary business activities in exchange for consideration. Unlike the scope of the IAS 18, the recognition and measurement of income from interest and dividends on the debt and investments in shareholders’ equity are not
contemplated under the scope of IFRS 15. Conversely, they are contemplated under the scope of IAS 39 “Financial Instruments: Recognition and Measurement” (or IFRS 9 “Financial Instruments”, if such IFRS is adopted in advance).
As mentioned above, the new income standard relies upon a detailed model to explain income from contracts entered into with customers. Its fundamental
principle is that an entity should recognize income to represent the transfer of goods or services promised to customers, in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services.
The new income recognition standard adds a five-step approach to income recognition and measurement:
1. Identify the contract entered into with the customer.
2. Identify the separable obligations of the contract.
3. Determine the transaction price.
4. Allocate the transaction price between the obligations of the contract.
5. Recognize the income when the entity meets the obligations.
The new revenue standard has introduced many indications that are more prescriptive:
|
|
•
|
|
If the contract (or combination of contracts) contains or does not contain more than one of the promised goods or services and, if so, when and how the goods or services should be delivered or provided.
|
|
|
•
|
|
If the transaction price distributed to each performance obligation should be recognized as income over time or at a specific time. Under IFRS 15, an entity recognizes income when the obligation is satisfied, that is,
when the control of the goods and services underlying a particular obligation is transferred to the customer. Unlike IAS 18, the new model does not include separate guidelines for the “sale of goods” and the “provision of
services”; instead, it requires entities to assess whether income should be recognized over time or at a specific time, regardless of whether such income includes “the sale of goods” or “the provision of services”.
|
|
|
•
|
|
When the transaction price includes an element of estimation of variable payments, the way in which it will affect the amount and the time for the recognition of the income. The concept of variable payment estimation is
broad. A transaction price is considered as a variable for discounts, refunds, credits, price concessions, incentives, performance bonds, penalties and contingency agreements. The new model introduces a material condition for variable consideration
to be recognized as income: only until it is very unlikely that a significant change in the amount of accumulated income will occur when the uncertainties inherent in the variable payment estimate have been resolved.
|
32
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation*
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
|
•
|
|
When the execution costs of an agreement and the performance costs thereof may be recognized as an asset.
|
During fiscal year 2017, the Group has carried out tasks aimed at a preliminary evaluation of the impact generated by the application of this standard. In
this process, the unique model of five-step income recognition, described in previous paragraphs, has been taken as the basis for analysis, and it has been applied to the following main income from contracts with customers:
|
|
•
|
|
Contracts for the sale of fuels under the consigned pattern;
|
|
|
•
|
|
Contracts for the direct sale of fuels;
|
|
|
•
|
|
Contracts for the sale of natural gas;
|
|
|
•
|
|
Contracts and sales agreements of other refined products;
|
|
|
•
|
|
Construction contracts.
|
In the first four types of contracts, related to the sale of goods, income is
recognized when ownership and risks of the goods are transferred to the customer. Even in the case of contracts under the consigned pattern, income is not recognized until the good is sold to the intermediary’s customer. It is emphasized that
in these contracts there are no separate performance obligations nor different from the delivery of goods.
In the case of the construction contracts,
income is recognized considering the estimated final margin for each project that arises from technical studies on sales and the estimated total costs of each of them, as well as the physical progress thereof. In this type of contract, there are
performance obligations that are fulfilled over time.
From such analysis, the Group has not identified a significant impact on its financial statements
with respect to: (i) changes in transactions within the scope of the new standard; (ii) the identification of performance obligations; (iii) the determination and distribution of the price; (iv) the accrual of income accounts;
with respect to the income recognition criteria that are being applied and which are described in the foregoing paragraphs.
On the contrary, in
accordance with the introduced requirements the need has been identified to make new dissagregations of the information to be disclosed. To such effect, the Group has evaluated to make such dissagregations based on the analysis carried out by the
Board of Directors on this item; consequently, it is expected that a breakdown of the income reported in note 19 will be incorporated by (i) type of good or service and target market, and (ii) sales channels. In addition, the Group has
reviewed and adapted its information, management and reporting systems.
IFRS 16 is in effect for reporting periods beginning on January 1, 2019 and
its implementation in advance is permitted for entities that use IFRS 15 “Revenue from ordinary activities from contracts entered into with customers” prior to the date of initial application of IFRS 16.
IFRS 16 sets out the principles required for the recognition, measurement, presentation and disclosure of leases. The purpose thereof is to ensure that
lessees and lessors provide relevant information in a way that faithfully represents those transactions. The changes incorporated by such standard mainly impact the accounting of tenants. It will replace the following Standards and Interpretations
after the effective date thereof:
|
|
•
|
|
IFRIC 4 “Determination whether an agreement contains a lease”;
|
|
|
•
|
|
SIC 15 “Operating leases-incentives”; and
|
|
|
•
|
|
SIC 27 “Evaluating the substance of transactions involving the legal form of a lease”.
|
This
standard applies to all leases, including leases of
rights-of-use
assets in a sublease, with the exception of specific leases covered by other standards:
|
|
•
|
|
Leases to explore or use minerals, oil, natural gas and similar
non-renewable
resources;
|
|
|
•
|
|
Leases of biological assets within the scope of IAS 41 “Agriculture” kept by a lessee;
|
33
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
|
•
|
|
Contracts included in the scope of application of IFRIC 12 “Service Concession Agreements”;
|
|
|
•
|
|
Intellectual property licenses granted by a lessor within the scope of IFRS 15 “Revenue from contracts with customers”; and
|
|
|
•
|
|
Rights enjoyed by a lessee under license agreements that are within the scope of IAS 38 “Intangible assets” for items such as movies, videos, games, manuscripts, patents and copyrights.
|
The new leasing rule has introduced many other prescriptive indications:
|
|
•
|
|
Measurement of the asset by right of use
|
The cost of the right to use the assets
includes the following items:
|
|
(a)
|
the amount of the initial measurement of the lease liability (as described below);
|
|
|
(b)
|
any rent paid to the lessor prior to the commencement date or on the same date, after discounting any incentive received for the lease;
|
|
|
(c)
|
the initial direct costs incurred by the lessee; and
|
|
|
(d)
|
an estimate of the costs to be incurred by the lessee in dismantling and eliminating the underlying asset, restoring the place where the underlying asset is located or restoring the underlying asset to the condition
required by the terms and conditions of the lease, unless such costs are incurred at the time of making of the inventories. The lessee could incur certain obligations because of such costs either on the date of commencement of the term of the lease,
or because of having used the underlying asset during a specified period.
|
Subsequently, the valuation of the right to use
the assets will be based on the cost model or the revaluation model under IAS 16 “Property, Plant and Equipment” (recognizing therefore the amortization and impairment in the profit and loss account and, if applicable the revaluation
model, revaluations in equity). However, the IFRS 16 requires that the right to use a leased property investment be valued at its fair value under the provisions set forth in IAS 40 “Investment properties” for the investment property it
holds.
A lessee will measure the lease liability at the present value of the
lease payments that have not been paid on that date. Lease payments will be discounted using the interest rate implied in the lease, if that rate could be easily determined. If that rate cannot be easily determined, the lessee will use the
incremental rate for the lessee’s loans.
Lease liabilities must include the following items:
|
|
(a)
|
fixed payments (including essentially fixed payments), less any lease incentive receivable;
|
|
|
(b)
|
variable payments, which depend on an index or a rate, initially measured by using the index or rate (e.g., payments related to the consumer price index, prices related to a benchmark interest rate such as LIBOR, or
payments that vary to reflect changes in market rental prices) on the effective date of the contract;
|
|
|
(c)
|
amounts that the lessee expects to pay as residual value guarantees;
|
|
|
(d)
|
the exercise price of a call option if the lessee is reasonably certain to exercise that option; and
|
|
|
(e)
|
payment of penalties for terminating the lease, if the lease period reflects that the lessee will exercise an option to terminate it (i.e., because there is a reasonable certainty thereon).
|
Subsequently, the lessee will be increasing the liability for the lease to reflect the accrued interest (and recognized in the profit and loss
account), deduct the installments that are being paid from such liability and recalculate the book value to reflect any review, amendment to the lease or review of the
so-called
“in-substance”
installments.
34
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
|
•
|
|
Revision of the lease liability
|
The lessee must review the lease liability in the
following cases:
|
|
(a)
|
when there is a change in the amount expected to be paid under a residual value guarantee;
|
|
|
(b)
|
when there is a change in future rental payments to reflect the variation of an index or an interest rate used to determine such rental payments (including, for example, a market rent review);
|
|
|
(c)
|
when there is a change in the term of duration of the lease as a result of a change in the
non-cancellable
period of the lease (for example, if the lessee does not exercise an
option previously included in the determination of the lease period); or
|
|
|
(d)
|
when there is a change in the evaluation of the call option of the underlying asset.
|
IFRS 16 requires the lessor to classify the lease as
operational or financial. A finance lease is a lease in which substantially all the risks and benefits derived from ownership of the asset are transferred. A lease will be classified as operating if it does not transfer substantially all the risks
and benefits derived from the ownership of an underlying asset.
The classification of the lease is made on the effective date of the
agreement and is evaluated again only if there is an amendment to the lease. Changes in estimates (e.g., changes in the economic life or in the residual value of the underlying asset) or changes in circumstances (e.g.,
non-compliance
by the lessee) will not result in a new classification of the lease for accounting purposes.
|
|
•
|
|
Sale and Leaseback Transactions
|
This type of transaction is dealt with from the point
of view of the lessee-seller as lessor-buyer. The fundamental aspect of dealing with such transactions depends on whether the transfer of the relevant asset meets the criteria of IFRS 15 “Revenue from contracts with customers”, to be
recognized as a sale.
The Group is still in the process of assessing the full impact of the IFRS 16 application on its financial statements and does not
intend to apply such standard in advance.
|
|
•
|
|
Amendments to IFRS 2—Classification and Measurement of Share-based Payment Transactions
|
In June
2016, the IASB amended IFRS 2, and such amendments are to be applied for fiscal years beginning on or after January 1, 2018, though they may be implemented in advance.
IFRS 2 has been amended to reflect the following:
|
|
•
|
|
For share-based payment transactions that are settled in cash, the goods or services purchased and the liability, which they incur, will be measured at the fair value of the liability, subject to the requirements of
this standard. Until the liability is settled, the fair value of the liability is remeasured at the end of each reporting period, as well as on the settlement date, recognizing any change in fair value in the results for the period.
|
|
|
•
|
|
The conditions for the irrevocability of concession and conditions other than the irrevocability of the concession, other than market conditions, will not be taken into account when estimating the fair value of the
share-based payment that is settled in cash on the date of measurement. Instead, they will be taken into account by adjusting the number of incentives included in the measurement of liabilities arising from the transaction. Accordingly, an amount
will be recognized for the goods or services received during the period up to the irrevocability of the concession. This amount will be based on the best available estimate of the number of incentives that are expected to be irrevocable.
|
35
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
|
•
|
|
If the terms and conditions of a share-based payment transaction to be settled in cash are modified to become a share-based payment transaction that is settled by equity securities, such transaction will be accounted
for as of the date of the modification. Specifically, (a) a share-based payment transaction that is settled by equity securities is measured by reference to the fair value of the equity securities granted on the date of the modification. The
share-based payment transaction settled by equity securities is recognized in equity on the date of the change, in proportion to the goods or services that have been received; (b) the liability for the share-based payment transaction settled in
cash on the date of the amendment will be written off in the accounts on the same date; and (c) any difference between the carrying amount of the written off liability and the amount of equity recognized on the date of the change will be
recognized immediately in the income statement for such period.
|
The Group does not anticipate that the application of the amendments to the
standard will have a significant effect on its financial statements.
|
|
•
|
|
IFRIC 22—Transactions in Foreign Currency and Advance Payments
|
In December 2016, the IASB
approved the interpretation of IFRIC 22 “Transactions in foreign currency and advance payments”, which is applicable for the fiscal years beginning on or after January 1, 2018, though they may be implemented in advance. The scope of
this interpretation applies to a foreign currency transaction (or any part thereof) where an entity recognizes a
non-financial
asset or
non-financial
liability arising
from the payment or collection of an early consideration before the entity recognizes the asset, expense or related income (or any part thereof that may be appropriate). This interpretation does not apply when an entity measures the related asset,
expense or income at the time of the initial recognition: (a) at fair value; or (b) the fair value of the consideration paid or received as of a date other than that of the initial recognition of the
non-monetary
asset, or
non-monetary
liability, arising from the anticipated consideration (e.g., measurement of the goodwill by applying the IFRS 3 “Business
Combinations”).
The Group does not anticipate that the application of the interpretation of the standard will have a significant effect on its
financial statements.
|
|
•
|
|
Annual improvements to IFRS –2014 – 2016 Cycle
|
In December 2016, the IASB issued the annual
improvements 2014 – 2016, which are applicable to fiscal years beginning on or after January 1, 2018, though they may be implemented in advance.
|
|
|
|
|
|
|
Standard
|
|
Amended Subject
|
|
Detail
|
|
IFRS 1 “First-time Adoption of International Financial Reporting Standards”
|
|
Elimination of short-term exemptions for first-time adopters of IFRS.
|
|
The amendment introduces the deletion of paragraphs that consider the limited exemption of comparative disclosure from IFRS 7 for first-time adopters of IFRS, disclosures of transfers of financial assets and paragraph 39AA
considered the annual best improvements to IFRS 2014-2016 Cycle.
|
|
|
|
|
|
IAS 28 “Investments in associates and joint ventures”
|
|
Measurement at fair value of an associate or joint venture.
|
|
The amendment introduces changes in relation to the exemption and the procedures to be applied to the equity method, clarifies that an entity will apply this exemption or the method separately to each associate or joint venture, in
the case of exemption in the initial recognition of the associate or joint venture, and with respect to the method on a date that is the later of: a) when the associate or joint venture that is an investment entity is initially recognized; b) when
the associate or joint venture becomes an investment entity; or c) when the associate or joint venture that is an investment entity becomes a parent company.
|
The Group does not anticipate that the application of the amendments to the standard will have a significant effect on its
financial statements.
36
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
•
Amendments to IAS 40—Investment Properties
In December 2016, the IASB made amendments to IAS 40 applicable to fiscal years beginning on or after January 1, 2018.
IAS 40 has been modified to reflect that in relation to transfers, an entity will transfer an investment property to, or from investment properties when, and
only when, there is a change in use. This change in use occurs when a property meets or fails to meet the definition of investment property and there is evidence of a change in use. It also clarifies that the change in the management’s
intentions regarding the use of a property does not provide evidence of a change of use.
The Group does not anticipate that the application of the
amendments to the abovementioned standards will have a significant effect on its financial statements.
•
IFRIC 23—Uncertainty about income
tax treatment
The Interpretation issued in June 2017 clarifies how to apply the recognition and measurement requirements of IAS 12 when there is
uncertainty regarding income tax treatment.
For such purpose, the entity must evaluate whether the tax authority will accept an uncertain tax treatment
used, or proposed to be used, or which is intended to be used in its income tax return.
If an entity concludes that the tax authority is likely to accept
an uncertain tax treatment, the entity will determine the tax position consistent with the tax treatment used or intended to be used on its income tax return. If an entity concludes that such acceptance is improbable, the entity will reflect the
effect of the uncertainty in determining the fiscal result, the tax bases, unused tax losses, unused tax credits and tax rates. An entity will reflect the effect of the uncertainty for each uncertain tax treatment by using one of the following
methods, depending on which method the entity expects to better predict the resolution of the uncertainty:
|
|
•
|
|
The most probable amount—the only most probable amount in a range of possible outcomes. The most probable amount may better predict the resolution of the uncertainty if the possible outcomes are dual or are
concentrated in a value.
|
|
|
•
|
|
The expected value—the addition of the amounts weighted by their probability in a range of possible outcomes. The expected value may better predict the resolution of the uncertainty if there is a range of possible
outcomes that are not dual or are concentrated in a value.
|
This amendment will be effective for the fiscal years beginning on or after
January 1, 2019 and may be early applied.
The Group is in the process of evaluating the impact of this modification on its financial statements.
•
Amendments to IAS 28 – Long-term Investments in associates and joint ventures
In October 2017, the IASB issued amendments to IAS 28, which are applicable to the fiscal years beginning on or after January 1, 2019, allowing early
application. It is recommended to apply this modification simultaneously with the application of IFRS 9 for the first time.
The amendment defines that
the long-term investments in associates and joint ventures, which are not accounted for using the equity method, will be accounted for in accordance with IFRS 9.
The Group estimates that the application of the aforementioned interpretation will not have a significant effect on the financial statements of the Company.
37
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
|
|
•
|
|
Annual improvements to IFRS—2015-2017 cycle
|
In December 2017, the IASB issued the 2015-2017 cycle
of annual improvements that are applicable for the years beginning on or after January 1, 2019, allowing early application.
A summary of the main
modified standards and their purpose follows:
|
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Standard
|
|
Amended Subject
|
|
Detail
|
|
IFRS 3 “Business Combinations” and IFRS 11 “Joint arrangements”
|
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Holdings previously held in a joint operation
|
|
The amendment to IFRS 3 establishes that when obtaining control of a business that was a joint operation, the acquirer will apply the requirements for a business combination carried out in stages, including the
re-measurement
of its previously held share in the joint operation at the reasonable value on the acquisition date. On the other hand, the amendment to IFRS 11 establishes that when obtaining joint control of a
business that was a joint operation, it does not measure again its previously held shares.
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IAS 12 “Income Tax”
|
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Exposure of the effect of dividends on Income Tax
|
|
The amendment clarifies that the entity will recognize the consequences of the dividends on the income tax where it has recognized the transactions or events that gave rise to those distributable profits.
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IAS 23 “Loan Costs”
|
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Capitalization of generic loans
|
|
The amendment to this standard clarifies that, for the capitalization of costs from generic loans, it must necessarily consider all outstanding loans when determining the capitalization rate, except those taken specifically to
finance an eligible asset that is not yet ready for its intended use or sale; i.e., if any specific loan remains unpaid after the related eligible asset is ready for its intended use or for sale, that loan becomes part of the funds that the entity
took as generic loans.
|
The Group does not anticipate that the application of the amendments to the mentioned standards will have a significant effect
on its financial statements.
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•
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Amendments to IFRS 4—Application of IFRS 9 “Financial Instruments” with IFRS 4 “Insurance Contracts”
|
In September 2016, the IASB issued amendments to IFRS 4 that are applicable to those fiscal years beginning on or after January 1, 2018.
The Group does not anticipate that this standard will have effects on its financial statements, because of not providing this type of services.
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•
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IFRS 17—Insurance contracts
|
The IFRS 17 issued in May 2017 is applicable to those fiscal years
beginning on or after January 1, 2021, allowing its early application and replacing IFRS 4.
The Group does not anticipate that this standard will
have effects on its financial statements because it does not provide this type of services
38
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
2.c) Accounting Estimates and Judgments
The items in the financial statements and areas which require the highest degree of judgment and estimates in the preparation of these financial statements
are:
Crude oil and natural gas reserves
Estimating
crude oil and gas reserves is an integral part of the Group’s decision-making process. The volume of crude oil and gas reserves is used to calculate depreciation using the unit of production ratio and to assess the impairment of the capitalized
costs related to the Upstream assets (see Notes 2.b.8 and 2.b.9 and the last paragraph of this Note).
The Group prepares its estimates of crude oil and
gas reserves in accordance with the rules and regulations established for the crude oil and natural gas industry by Rule
4-10
(a) of Regulation
S-X
of the SEC.
Provision for litigation and other contingencies
The
final costs arising from litigation and other contingencies, and the perspective given to each issue by the Management of the Company may vary from their estimates due to different interpretations of laws, contracts, opinions and final assessments
of the amount of the claims. Changes in the facts or circumstances related to these types of contingencies can have, consequently, a significant effect on the amount of the provisions for litigation and other contingencies recorded or the
perspective given by the Management of the Company.
Provision for environmental costs and obligations for the abandonment of hydrocarbon wells
Given the nature of its operations, the Group is subject to various laws and regulations relating to the protection of the environment. These laws and
regulations may, among other things, impose liability on companies for the cost of pollution cleanup and environmental damages resulting from operations. YPF management believes that the Group’s operations are in substantial compliance with
laws and regulations of Argentina and the countries where the Group operates, relating to the protection of the environment as such laws have historically been interpreted and enforced.
The Group periodically conducts new studies to increase its knowledge of the environmental situation in certain geographic areas where it operates in order to
establish the status, cause and remedy of a given environmental issue and, depending on its years of existence, analyze the Argentine Government’s possible responsibility for any environmental liabilities existing prior to December 31,
1990. The Group cannot estimate what additional costs, if any, will be required until such studies are completed and evaluated; however, provisional remedial or other measures may be required.
In addition to the hydrocarbon wells abandonment legal obligation, the Group has accrued environmental remediation which evaluations and/or remediation works
are probable and can be reasonably estimated, based on the Group’s existing remediation program. Legislative changes, on individual costs and/or technologies may cause a
re-evaluation
of the estimates.
The Group cannot predict what environmental legislation or regulation will be enacted in the future or how future laws or regulations will be administered. In the long-term, these potential changes and ongoing studies could materially affect the
Group’s future results of operations.
The main guidelines on the provision for the obligations for the abandonment of hydrocarbon wells are set
forth in detail in Note 2.b.6.
Income tax and deferred income tax
The proper assessment of income tax expenses depends on several factors, including interpretations related to tax treatment for transactions and/or events that
are not expressly provided for by current tax law, as well as estimates of the timing and realization of deferred income taxes. The actual collection and payment of income tax expenses may differ from these estimates due to, among others, changes in
applicable tax regulations and/or their interpretations, as well as unanticipated future transactions affecting the Group’s tax balances.
39
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Provision for impairment of property, plant and equipment and intangible assets
The methodology used in estimating the recoverable amount of property, plant and equipment and intangible assets is stated detailed in Note 2.b.8 and 2.b.9.
The determination of whether an asset is impaired, and by how much, involves management’s estimates of highly uncertain matters such as the effects
of inflation and deflation on operating expenses, discount rates, production profiles, reserves and future prices of the products, including the prospects of supply and demand conditions of the world or regional market for crude oil, natural gas and
refined products, all of which affects the prices taken into account in the projection. Consequently, for oil and natural gas assets, the expected future cash flows are determined using management’s best estimate of future oil and natural gas
prices and production volumes and reserves. The foregoing implies the use of assumptions about future commodity prices, production and development costs, field decline rates, current tax regimes and other factors. These assumptions and the
management decisions on which the estimates of expected cash flows are based are subject to changes as new information becomes available. Changes in economic conditions may also affect the rate used to discount future cash flow estimates.
With regard to the analysis of prior periods until recently, the applicable domestic prices of petroleum products were established for the short term mainly
based on negotiations between Producers and Refiners of the country, without keeping a direct or specific reference with respect to the international quotations of such products. That is, the domestic market was decoupled from the international
market in terms of prices, which was evidenced in certain periods with movements of prices in meanings (or values) substantially different from those observed in the international market. Notwithstanding the foregoing, the local market started a
process to achieve an orderly transition towards international prices (which evidenced a substantial reduction since
mid-2014),
all of which caused a gradual 6% reduction in the prices of sales of Medanito and
Escalante crude oil on the local market (2% monthly as of August 2016).
Likewise, in January 2017, Producers and Refiners reached a new agreement for the
transition referred to above, in which a path of prices was established for the sale of oil in the domestic market for the purpose of achieving parity with the international markets during 2017, which took place during the last quarter of 2017. As
stated above, this readjustment of prices in the domestic market and other signs that aimed at a convergence with international prices in the near future, coupled with a decline in the prices expected in the medium term compared to the estimates
existing as of December 31, 2015, were considered as evidence of impairment of the value of the assets of the CGU Oil in the fiscal year ended December 31, 2016.
Based on the aforementioned methodology, the expected decrease in the oil price as of December 31, 2016 together with the evolution of the cost behavior
in terms of macroeconomic variables and the operational behavior of the Group’s assets, caused CGU Oil to record an impairment charge for property, plant and equipment in the Upstream segment of 34,943 and 2,361 as of December 31, 2016 and
2015, respectively. The CGU Oil recoverable value after taxes as of December 31, 2016 and 2015 was 71,495 and 76,829 respectively.
In addition, as
of December 31, 2015, the Group had recorded a charge for impairment of property, plant and equipment, with respect to the CGU Oil—YPF Holdings, which grouped the assets of the crude oil production fields in the United States which
amounted to 94, due to a decline in international crude oil prices. The fair value of the CGU Oil—YPF Holdings amounted to 179. The Group also recorded an impairment charge of intangible assets of 80 related to rights in exploratory areas whose
recoverable value was zero. During the fiscal year 2016, this CGU was deconsolidated.
40
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
2. BASIS OF PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
Considering what has been mentioned in the previous paragraphs, and in terms specifically of prices according
to the expected new behavior of the domestic fuel market (import / export parity), as of December 31, 2017 the expected future cash flows were determined using the estimated future prices, which are based on a forecast thereof made by the
Group, which takes into account multiple forecasts or independent estimates. Additionally, prices do not scale to levels that exceed historical market prices observed in the past, applied to projected future production volumes. Moreover, the
projected and estimated production volumes for estimating the cash flow are based on the oil and natural gas estimates made at the end of the period.
In
general, the Group does not consider temporarily low (or high) prices or margins as an indication of impairment (or reversal of an impairment charge). The impairment assessment mainly reflects long-term oil and natural gas prices that are consistent
with intermediate points between the maximum and minimum ranges observed in the market and that are in the range of price forecasts published by third-party experts of the industry and government agencies, within which are the long and short term
projections of the “US Energy Information Administration “and the Brent crude forward curve. The assumptions of future prices used by Management of the Company tend to be stable because it does not consider short-term increases or
decreases in prices to be indicative of long-term levels, but they are subject to change
.
As of December 31, 2017, the Group recognized a
reversal in the charge for impairment of the value of its assets for the CGU Oil of 5,032, which arises from the combination of multiple factors, such as the variation in production and associated investments considered in the flow, the effect of
variations in operating and abandonment costs, the variation in the discount rate and, to a lesser extent, the variation in oil prices, taking into account also the book value of the assets as of December 31, 2017 affected by depreciation
charges for the year and investments made, among others. As indicated above, at the end of 2017, Management of the Company does not see any significant changes in the long-term price curves, given that it does not consider recent (positive) changes
in commodity prices, taking into account the high observed volatility, and until the variables that impact them demonstrate a certain stability over time. The recoverable value as of December 31, 2017 of the CGU Oil, after taxes, was 82,802.
2.d) Comparative Information
Balance items as of
December 31, 2016 and 2015 presented in these financial statements for comparison purposes arise from the consolidated financial statements then ended.
3. ACQUISITIONS AND DISPOSITIONS
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|
•
|
|
Agreement for capitalization in YPF EE
|
On December 14, 2017, the Board of Directors of the Company
approved the terms of a memorandum of understanding signed with GE Energy Financial Services, Inc. (“GE EFS”) which established the framework conditions under which the parties would agree to the capitalization of YPF EE. This Agreement,
the framework conditions of which were approved by the Board of Directors of the Company, established that GE EFS intended to contribute capital through a vehicle company and subscribe for shares of YPF EE in order to have a shareholding of 25% of
its capital stock.
On February 6, 2018, YPF entered into a definitive and binding agreement with EFS Global Energy B.V. (“GE”) and GE
Capital Global Energy Investments B.V., companies indirectly controlled by GE EFS, which establishes the conditions for the capitalization of YPF EE (the “Share Subscription Agreement”). The Share Subscription Agreement establishes that,
subject to compliance with certain conditions precedent, GE will subscribe for shares of YPF EE in order to achieve a participation equal to 24.99% of its capital stock and jointly control this company with YPF.
41
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
3. ACQUISITIONS AND DISPOSITIONS (Cont.)
The contribution will be composed as follows:
|
|
•
|
|
Subscription price of US $ 275 million:
|
|
|
•
|
|
US$ 135 million as of the closing date of the transaction; and
|
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|
•
|
|
US$ 140 million 12 months after the closing date of the transaction.
|
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|
•
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Contingent price of up to the maximum sum of US$ 35 million subject to the evolution of the prices of Resolution 19/17 (33.33% as of 24 months from the closing date of the transaction and 16.67% each subsequent
year).
|
It is estimated that the transaction will be consummated during the month of March 2018.
In this way, the capital structure of YPF EE after the issuance of shares will be as follows:
|
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|
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|
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|
|
|
|
Shareholder
|
|
Number of
Shares
|
|
|
Participation in
the capital stock
|
|
|
Kind of Share
|
|
|
YPF
|
|
|
2,723,826,879
|
|
|
|
72.69218
|
%
|
|
|
A
|
|
|
OPESSA
|
|
|
86,476,112
|
|
|
|
2.30783
|
%
|
|
|
A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group
|
|
|
2,810,302,991
|
|
|
|
75.00001
|
%
|
|
|
A
|
|
|
GE
|
|
|
936,767,364
|
|
|
|
24.99999
|
%
|
|
|
B
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
3,747,070,355
|
|
|
|
100.00000
|
%
|
|
|
|
|
As a result of this process, the Group reflects the investment in YPF EE in its consolidated financial statements as of
December 31, 2017 as assets and liabilities held for disposal in separate lines from the rest of the assets and liabilities, given that as of that date they had met all the requirements for this classification. (See Note 2.b.24).
According to IFRS 5, assets and liabilities held for disposal must be valued at book value or fair value less costs of the transaction, whichever is lower.
Given that, at the time of classification, the fair value less costs of the transaction was higher, the investment in YPF EE has been valued at its book value, therefore, no impairment has been recorded at the time of reclassification nor has it
been recorded as of December 31, 2017.
Although YPF EE represents a component within YPF because it is an individual CGU within the Gas and Energy
segment, it does not qualify as a discontinued operation since it does not represent a significant line of business nor a geographical area.
The
following table shows the main assets and liabilities held for disposal.
|
|
•
|
|
Group of assets held for disposal:
|
|
|
|
|
|
|
|
|
|
December 31,
2017
|
|
|
Property, plant and equipment
|
|
|
4,982
|
|
|
Investments in associates and joint ventures
|
|
|
2,117
|
|
|
Inventories
|
|
|
1
|
|
|
Other receivables
|
|
|
914
|
|
|
Credits for sale
|
|
|
713
|
|
|
Investments in financial assets
|
|
|
78
|
|
|
Cash and cash equivalents
|
|
|
61
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
8,866
|
|
|
|
|
|
|
|
|
Deletions
|
|
|
(43
|
)
|
|
|
|
|
|
|
|
Total
|
|
|
8,823
|
|
|
|
|
|
|
|
|
|
•
|
|
Liabilities associated to the group of assets held for disposal:
|
|
|
|
|
|
|
|
|
|
December 31,
2017
|
|
|
Provisions
|
|
|
96
|
|
|
Deferred tax liabilities
|
|
|
282
|
|
|
Remuneration and social security charges
|
|
|
47
|
|
|
Other liabilities
|
|
|
1
|
|
|
Loans
|
|
|
4,072
|
|
|
Accounts payable
|
|
|
938
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
5,436
|
|
|
|
|
|
|
|
|
Deletions
|
|
|
(1,243
|
)
|
|
|
|
|
|
|
|
Total
|
|
|
4,193
|
|
|
|
|
|
|
|
42
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
3. ACQUISITIONS AND DISPOSITIONS (Cont.)
The following table shows the main results associated with the investment in YPF EE:
|
|
|
|
|
|
|
|
|
December31,
2017
|
|
|
Income
|
|
|
1,908
|
|
|
Costs
|
|
|
(594
|
)
|
|
Gross income
|
|
|
1,314
|
|
|
Operating income
|
|
|
1,122
|
|
|
Income from investments in companies
|
|
|
90
|
|
|
Net financial results
|
|
|
(76
|
)
|
|
Income Tax
|
|
|
(268
|
)
|
|
|
|
|
|
|
|
Net income without deletions
|
|
|
868
|
|
|
|
|
|
|
|
|
Deletions
|
|
|
241
|
|
|
|
|
|
|
|
|
Net income with deletions
|
|
|
1,109
|
|
|
|
|
|
|
|
Regarding the participation held after the aforementioned transaction, the Group has followed the guidelines of IFRS 10
“Consolidated financial statements” and has concluded that from the entry of GE in YPF EE, GE and YPF will jointly control YPF EE Consequently, the Group will apply IFRS 11 “Joint Arrangements” defining such company as a joint
venture, and will assess it according to the equity method under the IAS 28 “Investments in associates and joint ventures”, once the transaction has been concluded.
Some of the main evaluated assumptions are described below:
|
|
(i)
|
Any decisions about the relevant activities thereof are to be taken jointly, there being no power of one shareholder over the other in relation to the investment, regardless of the different percentages of equity
interests held by each of them. Although the Group will own a 75% stake in YPF EE, according to the shareholders’ agreement, the approval of at least one Director appointed by each class of shares at the meeting of the Board of Directors or the
approval of the full class of shares at the meeting of Shareholders is required for decision-making purposes regarding the relevant activities;
|
|
|
(ii)
|
No shareholder has any power, as defined in IFRS 10 to the detriment of any other, independently of the number of Directors or personnel (key or not) appointed by each class of shares, in the management of the Company
for its own benefit or to unilaterally modify the variable investment returns or ultimately, to unilaterally direct any of the decisions associated with the relevant activities.
|
|
|
•
|
|
Assignment of the Cerro Bandera area
|
YPF and Oilstone Energía S.A. (“OESA”) entered
into an agreement for the assignment of 100% of the exploitation concession of the Cerro Bandera area in the province of Neuquen (the “Concession”) on November 22, 2017. It should be noted that OESA operates the block since 2011 under
the respective operating Agreement subscribed with YPF.
The agreement considers the assignment of the Concession for US$14 million. Moreover, the
agreement sets forth that YPF maintains rights, under certain terms and conditions, to (i) the Vaca Muerta and Molles formations, in which it may continue to carry out exploration and potential exploitation works; and (ii) an exploratory
project in the northern region of the Concession, and its potential exploitation.
The entry into force of the assignment is subject to compliance with
certain conditions precedent, which must be met before May 22, 2018. The above conditions mainly refer to the authorization of the assignments of participation provided in the assignment Agreement by the Executive Branch of the Province of
Neuquén.
43
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
3. ACQUISITIONS AND DISPOSITIONS (Cont.)
|
|
•
|
|
Assignment of equity interest in the Aguada de la Arena area
|
As part of the acquisition by Pampa
Energía S.A. (“PEPASA”) of the total shares of Petrobras Participaciones S.L., which held 67.2% of the capital and voting rights of Petrobras Argentina S.A. (“PESA”), YPF and PEPASA entered into an agreement subject to
certain conditions precedent under which, once the acquisition by PEPASA of shareholding control of PESA had been completed, PESA transferred to YPF its equity interests in the operating concessions of two areas located in the Neuquén basin
with production and high potential for gas development (of the tight and shale type), to be operated by YPF, in the percentages detailed below: (i) 33.33% participation in the Río Neuquén area, located in the Province of Neuquén
and in the Province of Río Negro; and (ii) 80% participation in the Aguada de la Arena area, located in the Province of Neuquén.
In order
to implement this agreement, PEPASA and YPF signed a Framework Agreement for the Financing and Acquisition of Units and a Loan Agreement under which YPF, on July 25, 2016, granted PEPASA a guaranteed loan for the Indirect acquisition of the
aforementioned areas in the amount of US$ 140 million, equivalent to the acquisition price of the aforementioned units, which does not differ from the fair value of the participation in said areas.
On October 14, 2016, the assignment of the equity interests in the operating concessions between YPF and PESA was consummated, as follows: (i) an
equity interest of 33.33% in the Río Neuquén area for the sum of US$ 72 million; and (ii) an equity interest of 80% in the Aguada de la Arena area, for the sum of US$ 68 million.
On February 23, 2017, YPF and Petrouruguay S.A. subscribed the definitive agreement for the assignment in favor of YPF of 20% of the equity interests in
the Aguada de la Arena area for US$ 18 million. Thus, YPF increased its participation to 100% in the aforementioned area.
On March 31, 2017,
YPF cancelled, 33.33% of its participation in the Río Neuquén area and 80% of its participation in the Aguada de la Arena area through a payment in kind pursuant to an assignment in favor of PESA of its contractual position under the
loan contract with PEPASA.
|
|
•
|
|
Increased equity interest in YPF Gas and OTC
|
On May 7 2015, Repsol Butano S.A. transferred to YPF
shares representing 33.997 % of YPF Gas’s capital stock and Repsol Trading S.A. transferred to YPF 17.79% of OTC’s capital stock. The amount of the transaction was 161.
44
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
4. FINANCIAL RISK MANAGEMENT
The Group’s activities involve various types of financial risks: market risk (including exchange rate risk, interest rate risk and price risk), credit
risk and liquidity risk. The Group maintains an organizational structure and systems that allow the identification, measurement and control of the risks to which it is exposed.
The market risk to which the Group is exposed is the possibility that the valuation of the
Group’s financial assets or financial liabilities as well as certain expected cash flows may be adversely affected by changes in interest rates, exchange rates or certain other price variables.
The following is a description of these risks as well as a detail of the extent to which the Group is exposed and a sensitivity analysis of possible changes
in each of the relevant market variables.
Exchange Rate Risk
The value of financial assets and liabilities denominated in a currency different from the Company’s functional currency is subject to variations
resulting from fluctuations in exchange rates. Since YPF’s functional currency is the U.S. dollar, the currency that generates the greatest exposure is the Argentine peso (the Argentine legal currency).
The Group does not use derivatives as a hedge against exchange rate fluctuations. While during fiscal year 2015 the Group started to operate with U.S. dollars
future exchange rate agreements (until their complete termination in fiscal year 2016), for IFRS 7 “Financial instruments: disclosures” no exchange rate risk arises from financial instruments denominated in the Company’s functional
currency.
Otherwise, according to the Company’s functional currency, and considering the currency exchange process, the fluctuations in the exchange
rate related to the financial assets and liabilities’ value in pesos do not have any effect in the Other comprehensive income in Shareholders’ equity
.
The following table provides a breakdown of the effect a variation of 10% in the prevailing exchange rates on the Group’s net income, taking into
consideration the exposure of financial assets and liabilities denominated in pesos as of December 31, 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
Appreciation (+) /
depreciation (-) of
exchange rate of peso
against
U.S. dollar
|
|
|
Income/
(loss) for fiscal year
ended
December 31, 2017
|
|
|
Impact on net income before income tax corresponding to financial assets and
liabilities
|
|
|
+10
|
%
|
|
|
1,248
|
|
|
|
|
-10
|
%
|
|
|
(1,248
|
)
|
Interest Rate Risk
The
Group is exposed to risks associated with fluctuations in interest rates on loans and investments. Changes in interest rates may affect the interest income or expenses derived from financial assets and liabilities tied to a variable interest rate.
Additionally, the fair value of financial assets and liabilities that accrue interests based on fixed interest rates may also be affected.
The table
below provides information about the financial assets and liabilities as of December 31, 2017 that accrues interest considering the applicable rate:
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial
Assets
(1)
|
|
|
Financial
Liabilities
(2)
|
|
|
Fixed interest rate
|
|
|
2,100
|
|
|
|
149,306
|
|
|
Variable interest rate
|
|
|
1,968
|
|
|
|
41,757
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
(3)
|
|
|
4,068
|
|
|
|
191,063
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
It includes temporary investments. Loans with related companies and trade receivables with interest-bearing payment agreements. It does not include the rest of the trade receivables that are mostly
non-interest
bearing
|
|
(2)
|
Includes only financial loans. Does not include accounts payable, which mostly do not accrue interest.
|
|
(3)
|
It includes capital and interest.
|
45
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
4. FINANCIAL RISK MANAGEMENT (Cont.)
The variable rate financial loans represent 22% of the total loans as of December 31, 2017, and include
NO,
pre-financing
of exports, financing of imports and financial loans with local and international entities. The portion of the loan, which accrues variable interest rate, is mainly exposed to the
fluctuations in LIBOR and BADLAR. Approximately 31,500 accrues variable interest of BADLAR plus a spread between 0% and 6% and 8,509 accrues variable interest of LIBOR plus a spread between 1.4% and 7.5%.
Approximately 77% (146,353) of the total of the financial loans of the Group is denominated in U.S. dollars, 3% (5,785) is in Swiss francs and the remainder
is mainly in Argentine pesos, as of December 31, 2017.
Financial assets mainly include, in addition to trade receivables, which have low exposure to
interest rate risk, bank deposits, fixed-interest deposits and investments in mutual funds such as “money market” or short-term fixed interest rate instruments.
The Group’s strategy to hedge interest rate risk is based on placingfunds at a variable interest rate, which partially offset financial loans at a
variable interest rate, as well as on maintaining relatively low percentages of debt at a floating interest rate.
The Group does not usually use
derivative financial instruments to hedge the risks associated with interest rates.
The table below shows the estimated impact on consolidated
comprehensive income that an increase or decrease of 100 basis points in the interest rate would have.
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (+) / decrease (-) in the
interest rates (basis
points)
|
|
|
Income/
(loss) for fiscal year
ended
December 31, 2017
|
|
|
Impact on net income after income tax
|
|
|
+100
|
|
|
|
(257
|
)
|
|
|
|
|
-100
|
|
|
|
257
|
|
Other Price Risks
Although not considered a financial risk, until recently, the Group was not significantly exposed to commodity price risks, as a result, among other reasons,
of the existing regulatory, economic and government policies in force that determined that local prices charged for gasoline, diesel and other fuels were not affected in the short-term by fluctuations in the price of such products in international
and regional markets. Additionally, the Group was impacted by certain regulations that affected the determination of export prices received by the Group, such as those mentioned in Note 30, which consequently limits the effects of short-term price
volatility in the international market. That is, there was a gap between domestic market prices and international market prices, which was evident in certain periods with price variations in directions (or values) substantially different from those
observed in the international market.
However, as mentioned above, since the second semester of 2016 a local process was initiated to achieve an orderly
transition towards international prices, which implied a gradual decrease in the sales prices of local crudes (Medanito and Escalante). In the same way, in January 2017, the Producers and Refiners entered into a new agreement for the above mentioned
transition, in which a range of prices was established for the sale of oil on the domestic market, for the purpose of achieving parity with international markets during fiscal year 2017, all of which occurred during the last quarter of 2017.
Given this transition process to international prices and also that export duties on external prices were not extended in January 2017, the aforementioned
price risk exposure has changed and it will depend on the capacity of the Group to transfer to its fuel prices on the local market, the variations in international prices as well as the possibility of adapting its costs to such changes.
In addition, the Group is exposed to the own price risk for investments in financial instruments (public securities and mutual funds), which were classified
in the statement of financial position as “at fair value through profit or loss”. The Group continuously monitors the change in these investments for significant movements.
46
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
4. FINANCIAL RISK MANAGEMENT (Cont.)
As of December 31, 2017, the aggregate value of financial assets at fair value through profit or loss
amounts to 31,987.
The following table shows the effect that a 10% variation in the prices of investments in financial instruments would have on the
Group’s results as of December 31, 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (+) /decrease (-) in
the prices of investments in
financial
|
|
|
Profit/
(loss) for the year
ended
December 31,
2017
|
|
|
Impact on net result before income tax
|
|
|
+10
|
%
|
|
|
3,199
|
|
|
|
|
|
-10
|
%
|
|
|
(3,199
|
)
|
The Group does not use derivative financial instruments to hedge the risks associated with the fluctuation of the price of
commodities as well as the risk inherent to investments in public securities and mutual funds.
Liquidity risk is associated with the possibility of a mismatch between the need of
funds to meet short, medium or long-term obligations.
As mentioned in previous paragraphs, the Group intends to align the maturity profile of its
financial debt to be related to its ability to generate enough cash flows for its cancellation, as well as to finance the projected expenditures for each year. As of December 31, 2017 the availability of liquidity reached 44,454, considering
cash of 9,672, other liquid financial assets of 19,066 and available credit lines with banks of 15,716. Likewise, YPF has the ability to issue additional debt under the negotiable obligations global program originally approved by the Shareholders
meeting in 2008 expanded in September 2012, in April 2013, in February 2015 and in April 2016.
The following table sets forth the maturity dates of the
Group’s financial liabilities as of December 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2017
|
|
|
|
|
Maturity date
|
|
|
|
|
|
|
|
0 - 1 year
|
|
|
1 - 2 year
|
|
|
2 - 3 year
|
|
|
3 - 4 year
|
|
|
4 - 5 year
|
|
|
More than
5 years
|
|
|
Total
|
|
|
Financial liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans
|
|
|
39,336
|
|
|
|
11,411
|
|
|
|
19,051
|
|
|
|
25,776
|
|
|
|
13,929
|
|
|
|
81,560
|
|
|
|
191,063
|
|
|
Other liabilities
|
|
|
2,383
|
|
|
|
33
|
|
|
|
24
|
|
|
|
22
|
|
|
|
22
|
|
|
|
176
|
|
|
|
2,660
|
|
|
Accounts payable
(1)
|
|
|
45,605
|
|
|
|
150
|
|
|
|
12
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6
|
|
|
|
45,773
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
87,324
|
|
|
|
11,594
|
|
|
|
19,087
|
|
|
|
25,798
|
|
|
|
13,951
|
|
|
|
81,742
|
|
|
|
239,496
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The amounts disclosed are the contractual, undiscounted cash flows associated to the financial liabilities given that they do not differ significantly from their face values
|
Most of the Group’s loans contain usual covenants for contracts of this nature. Approximately 52% of the outstanding loans as of December 31, 2017
are subject to financial covenants related to the average ratio and debt service coverage ratio.
Under the terms of the loan agreements and NO, if the
Group breached a commitment or could not remedy it within the stipulated period, it would default, a situation that would limit its liquidity and, given that the majority of its loans contain cross default provisions, it could result in early
enforceability of your obligations.
Credit risk is defined as the possibility of a third party not complying with its
contractual obligations, thus negatively affecting results of operations of the Group.
Credit risk in the Group is measured and controlled on an
individual customer basis. The Group has its own systems to conduct a permanent evaluation of credit performance of all of its debtors, and the determination of risk limits with respect to third parties, in line with best practices using for such
end internal customer records and external data sources.
47
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
4. FINANCIAL RISK MANAGEMENT (Cont.)
Financial instruments that potentially expose the Group to a credit concentration risk consist primarily of
cash and cash equivalents, trade receivables and other receivables. The Group invests excess cash primarily in high liquid investments with financial institutions with a strong credit rating both in Argentina and abroad. In the normal course of
business and based on ongoing credit evaluations to its customers, the Group provides credit to its customers and certain related parties. Likewise, the Group accounts for doubtful trade losses in the Statement of Comprehensive Income, based on
specific information regarding its clients.
The provisions for doubtful accounts are measured by the following criteria:
|
|
•
|
|
The aging of the receivable;
|
|
|
•
|
|
The analysis of the customer’s capacity to return the credit granted, also taking into consideration special situations such as the existence of a voluntary reorganization petition, bankruptcy and arrears, and
guarantees, among others.
|
The maximum exposure to credit risk of the Groups of December 31, 2017 based on the type of its financial
instruments and without excluding the amounts covered by guarantees and other arrangements mentioned below is set forth below:
|
|
|
|
|
|
|
|
|
Maximum
exposure as of
December 31, 2017
|
|
|
Cash and cash equivalents
|
|
|
28,738
|
|
|
Other financial assets
|
|
|
63,911
|
|
Considering the maximum exposure to the risk of the Other financial assets based on the concentration variable of the
counterparties, credit with the National Government and direct agencies accounts for approximately 31% (14,911), while the Group’s remaining debtors are diversified.
Following is the breakdown of the financial assets past due as of December 31, 2017.
|
|
|
|
|
|
|
|
|
|
|
|
|
Current trade
receivable
|
|
|
Other current
receivables
|
|
|
Less than three months past due
|
|
|
5,603
|
|
|
|
798
|
|
|
Between three and six months past due
|
|
|
3,820
|
|
|
|
453
|
|
|
More than six months past due
|
|
|
2,399
|
|
|
|
982
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,822
|
|
|
|
2,233
|
|
|
|
|
|
|
|
|
|
|
|
At such date, the provision for doubtful trade receivables amounted to 1,323 and the provisions for other doubtful receivables
amounted to 292. These provisions are the Group’s best estimate of the losses incurred in relation with accounts receivables.
Guarantee Policy
As collateral of the credit limits granted to customers, the Group has several types of guarantees provided. In the service stations and distributors
market, where generally long-term relationships with customers are established, mortgages prevail. For foreign customers, joint and several bonds from their parent companies prevail. In the industrial and transport market, bank guarantees prevail.
Of a lesser degree, the Group has also obtained other guarantees such as credit insurances, surety bonds, guarantee customer – supplier, and car pledges, among others.
The Group has effective guarantees granted by third parties for a total amount of 10,789, 9,300 and 6,277 as of December 31, 2017, 2016 and 2015,
respectively.
During the fiscal years ended December 31, 2017, 2016, and 2015, the Group executed guarantees received for an amount of 2, 1 and 2,
respectively.
48
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
5. SEGMENT INFORMATION
The different segments in which the Group is organized take into consideration the different activities from which the Group obtains income and incurs
expenses. The aforementioned organizational structure is based on the way in which the highest decision-making authority analyzes the main financial and operating magnitudes for making decisions about resource allocation and performance assessment
also considering the Group’s business strategy.
The Upstream segment carries out all activities relating to the exploration,
development and production of oil and natural gas.
Revenue is generated from (i) the sale of produced oil to the Downstream segment
and, marginally, from its sale to third parties; (ii) the sale of produced gas to the Gas and Power segment.
On March 15, 2016, the Gas and Power Executive Vice-presidency was
created, and during the current fiscal year, the complete scope of management of this new business unit was determined.
The Gas and Power
segment generates its revenue from the development of activities relating to: (i) the natural gas commercialization to third parties and the Downstream segment, (ii) the commercial and technical operation of LNG regasification terminals in
Bahía Blanca and Escobar, by hiring two regasification vessels, (iii) the natural gas distribution, and (iv) the generation of conventional and renewable electricity,
In addition to the proceeds derived from the sale of natural gas to third parties and the intersegment, which is then recognized as a
“purchase” to the Upstream segment, and including since 2017, the Stimulus Plan for Surplus Natural Gas Injection, Gas and Power accrues a fee in its favor with the Upstream segment to carry out such commercialization.
The Downstream segment develops activities relating to: (i) oil
refining and petrochemical production, (ii) commercialization of refined and petrochemical products obtained from such processes, (iii) logistics related to the transportation of oil and gas to refineries and the transportation and
distribution of refined and petrochemical products to be marketed in the different sales channels.
It obtains its income from the
marketing mentioned in item (ii) above, which is developed through the Retail, Industry, Agro, LPG, Chemicals and Lubricants and Specialties businesses.
It incurs in all expenses relating to the aforementioned activities, including the purchase of oil from the Upstream segment and third parties
and the natural gas to be consumed in the refinery and petrochemical industrial complexes from the Gas and Power segment.
|
|
•
|
|
Central Administration and Others
|
It covers other activities, not falling into the
aforementioned categories, mainly including corporate administrative expenses and assets and construction activities.
Sales between
business segments were made at internal transfer prices established by the Group, which generally seek to approximate market prices.
Operating income and assets for each segment have been determined after consolidation adjustments.
As required by IFRS 8, comparative information has been given retroactive effect by the creation of the new segment.
49
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
5. SEGMENT INFORMATION (Cont.)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Upstream
|
|
|
Gas and Power
|
|
|
Downstream
|
|
|
Central
Administration
and Others
|
|
|
Consolidation
Adjustments
(1)
|
|
|
Total
|
|
|
For the year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales
|
|
|
739
|
|
|
|
56,805
|
|
|
|
195,321
|
|
|
|
2,534
|
|
|
|
(2,586
|
)
|
|
|
252,813
|
|
|
Revenues from intersegment sales
|
|
|
115,955
|
|
|
|
4,075
|
|
|
|
988
|
|
|
|
7,133
|
|
|
|
(128,151
|
)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
116,694
|
|
|
|
60,880
|
|
|
|
196,309
|
|
|
|
9,667
|
|
|
|
(130,737
|
)
|
|
|
252,813
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income / (loss)
|
|
|
3,877
|
|
|
|
3,259
|
|
|
|
15,813
|
|
|
|
(4,400
|
)
|
|
|
(2,476
|
)
|
|
|
16,073
|
|
|
Income / (loss) from equity interests in associates and joint ventures
|
|
|
—
|
|
|
|
634
|
|
|
|
794
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,428
|
|
|
Depreciation of property, plant and equipment
|
|
|
45,279
|
(3)
|
|
|
290
|
|
|
|
6,926
|
|
|
|
1,017
|
|
|
|
—
|
|
|
|
53,512
|
|
|
Recovery of property, plant and equipment and intangible assets
(2)
|
|
|
5,032
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5,032
|
|
|
Acquisition of property, plant and equipment
|
|
|
39,411
|
|
|
|
3,867
|
|
|
|
8,179
|
|
|
|
1,639
|
|
|
|
—
|
|
|
|
53,096
|
|
|
Assets
|
|
|
251,525
|
|
|
|
45,395
|
|
|
|
158,800
|
|
|
|
53,934
|
|
|
|
(3,936
|
)
|
|
|
505,718
|
|
|
For the year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales
|
|
|
18,745
|
|
|
|
26,514
|
|
|
|
162,538
|
|
|
|
2,303
|
|
|
|
—
|
|
|
|
210,100
|
|
|
Revenues from intersegment sales
|
|
|
95,398
|
|
|
|
3,212
|
|
|
|
925
|
|
|
|
7,447
|
|
|
|
(106,982
|
)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
114,143
|
|
|
|
29,726
|
|
|
|
163,463
|
|
|
|
9,750
|
|
|
|
(106,982
|
)
|
|
|
210,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income / (loss)
|
|
|
(26,845
|
)
|
|
|
2,008
|
|
|
|
3,093
|
|
|
|
(1,615
|
)
|
|
|
(887
|
)
|
|
|
(24,246
|
)
|
|
Income / (loss) from equity interests in associates and joint ventures
|
|
|
(1
|
)
|
|
|
302
|
|
|
|
287
|
|
|
|
—
|
|
|
|
—
|
|
|
|
588
|
|
|
Depreciation of property, plant and equipment
|
|
|
38,125
|
|
|
|
290
|
|
|
|
5,507
|
|
|
|
830
|
|
|
|
—
|
|
|
|
44,752
|
|
|
Impairment of property, plant and equipment and intangible assets
(2)
|
|
|
34,943
|
(3)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
34,943
|
|
|
Acquisition of property, plant and equipment
|
|
|
51,396
|
|
|
|
2,134
|
|
|
|
9,839
|
|
|
|
1,679
|
|
|
|
—
|
|
|
|
65,048
|
|
|
Assets
|
|
|
236,173
|
|
|
|
25,866
|
|
|
|
125,536
|
|
|
|
34,739
|
|
|
|
(1,175
|
)
|
|
|
421,139
|
|
|
For the year ended December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales
|
|
|
16,044
|
|
|
|
14,003
|
|
|
|
124,959
|
|
|
|
1,130
|
|
|
|
—
|
|
|
|
156,136
|
|
|
Revenues from intersegment sales
|
|
|
64,243
|
|
|
|
2,184
|
|
|
|
807
|
|
|
|
6,182
|
|
|
|
(73,416
|
)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
80,287
|
|
|
|
16,187
|
|
|
|
125,766
|
|
|
|
7,312
|
|
|
|
(73,416
|
)
|
|
|
156,136
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income / (loss)
|
|
|
7,535
|
|
|
|
1,498
|
|
|
|
6,948
|
|
|
|
(2,331
|
)
|
|
|
2,938
|
|
|
|
16,588
|
|
|
Income / (loss) from equity interests in associates and joint ventures
|
|
|
—
|
|
|
|
267
|
|
|
|
51
|
|
|
|
—
|
|
|
|
—
|
|
|
|
318
|
|
|
Depreciation of property, plant and equipment
|
|
|
23,075
|
|
|
|
255
|
|
|
|
2,913
|
|
|
|
442
|
|
|
|
—
|
|
|
|
26,685
|
|
|
Impairment of property, plant and equipment and intangible assets
(2)
|
|
|
2,535
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,535
|
|
|
Acquisition of property, plant and equipment
|
|
|
48,598
|
|
|
|
469
|
|
|
|
8,874
|
|
|
|
1,939
|
|
|
|
—
|
|
|
|
59,880
|
|
|
Assets
|
|
|
223,035
|
|
|
|
13,659
|
|
|
|
100,146
|
|
|
|
26,708
|
|
|
|
(95
|
)
|
|
|
363,453
|
|
|
(1)
|
Corresponds to the elimination of income among segments of the YPF Group.
|
|
(2)
|
See Notes 2.c) and 8.
|
|
(3)
|
Includes depreciation of charges for impairment of property, plant and equipment.
|
50
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2016, 2015 AND 2014
|
|
|
5. SEGMENT INFORMATION (Cont.)
The distribution of revenues by geographic area, according to the markets for which they are intended, for
the years ended on December 31, 2017, 2016 and 2015, and property, plant and equipment by geographic area as of December 31, 2017, 2016 and 2015 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
Property, plant and equipment
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Argentina
|
|
|
230,728
|
|
|
|
193,707
|
|
|
|
143,851
|
|
|
|
353,868
|
|
|
|
307,350
|
|
|
|
269,914
|
|
|
Mercosur and associated countries
|
|
|
8,694
|
|
|
|
7,964
|
|
|
|
6,302
|
|
|
|
575
|
|
|
|
664
|
|
|
|
553
|
|
|
Rest of the world
|
|
|
8,785
|
|
|
|
6,142
|
|
|
|
4,175
|
|
|
|
—
|
|
|
|
—
|
|
|
|
438
|
|
|
Europe
|
|
|
4,606
|
|
|
|
2,287
|
|
|
|
1,808
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
252,813
|
|
|
|
210,100
|
|
|
|
156,136
|
|
|
|
354,443
|
|
|
|
308,014
|
|
|
|
270,905
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets are mainly geographically located in Argentina.
As of December 31, 2017, no foreign client represents 10% or more of the Group’s revenue from its ordinary activities.
6. FINANCIAL INSTRUMENTS BY CATEGORY
The following tables show the financial assets and liabilities by category of financial instrument and a reconciliation to the corresponding line item in the
statements of financial position, as appropriate. Since the line items “Trade receivables”, “Other receivables”, “Accounts payable” and “Other liabilities” contain both financial instruments and
non-financial
assets and liabilities (such as tax receivables, and receivables and payables in kind, among other) reconciliation is presented in the columns headed
“Non-financial
assets” and
“Non-financial
Liabilities”.
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
|
|
Financial
Assets at
amortized cost
|
|
|
Financial
Assets at fair
value through
profit or loss
|
|
|
Subtotal
Financial Assets
|
|
|
Non-financial
Assets
|
|
|
Total
|
|
|
Other receivables
(1)
|
|
|
6,793
|
|
|
|
—
|
|
|
|
6,793
|
|
|
|
7,541
|
|
|
|
14,334
|
|
|
Trade receivables
(2)
|
|
|
44,182
|
|
|
|
—
|
|
|
|
44,182
|
|
|
|
—
|
|
|
|
44,182
|
|
|
Investment in financial assets
|
|
|
—
|
|
|
|
12,936
|
|
|
|
12,936
|
|
|
|
—
|
|
|
|
12,936
|
|
|
Cash and cash equivalents
|
|
|
9,687
|
|
|
|
19,051
|
|
|
|
28,738
|
|
|
|
—
|
|
|
|
28,738
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
60,662
|
|
|
|
31,987
|
|
|
|
92,649
|
|
|
|
7,541
|
|
|
|
100,190
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
|
|
|
|
Financial
Assets at
amortized cost
|
|
|
Financial
Assets at fair
value through
profit or loss
|
|
|
Subtotal
Financial Assets
|
|
|
Non-financial
Assets
|
|
|
Total
|
|
|
Other receivables
(1)
|
|
|
8,277
|
|
|
|
—
|
|
|
|
8,277
|
|
|
|
9,145
|
|
|
|
17,422
|
|
|
Trade receivables
(2)
|
|
|
34,816
|
|
|
|
—
|
|
|
|
34,816
|
|
|
|
—
|
|
|
|
34,816
|
|
|
Investment in financial assets
|
|
|
—
|
|
|
|
15,285
|
|
|
|
15,285
|
|
|
|
—
|
|
|
|
15,285
|
|
|
Cash and cash equivalents
|
|
|
7,949
|
|
|
|
2,808
|
|
|
|
10,757
|
|
|
|
—
|
|
|
|
10,757
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
51,042
|
|
|
|
18,093
|
|
|
|
69,135
|
|
|
|
9,145
|
|
|
|
78,280
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015
|
|
|
|
|
Financial
Assets at
amortized cost
|
|
|
Financial
Assets at fair
value through
profit or loss
|
|
|
Subtotal
Financial Assets
|
|
|
Non-financial
Assets
|
|
|
Total
|
|
|
Other receivables
(1)
|
|
|
6,392
|
|
|
|
—
|
|
|
|
6,392
|
|
|
|
15,574
|
|
|
|
21,966
|
|
|
Trade receivables
(2)
|
|
|
23,428
|
|
|
|
—
|
|
|
|
23,428
|
|
|
|
—
|
|
|
|
23,428
|
|
|
Investment in financial assets
|
|
|
—
|
|
|
|
804
|
|
|
|
804
|
|
|
|
—
|
|
|
|
804
|
|
|
Cash and cash equivalents
|
|
|
14,613
|
|
|
|
774
|
|
|
|
15,387
|
|
|
|
—
|
|
|
|
15,387
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44,433
|
|
|
|
1,578
|
|
|
|
46,011
|
|
|
|
15,574
|
|
|
|
61,585
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Does not include the provision for other doubtful receivables.
|
|
(2)
|
Does not include the provision for doubtful trade receivables.
|
51
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
6. FINANCIAL INSTRUMENTS BY CATEGORY (Cont.)
On May 20, 2016, Decree No. 704/2016 was published, whereby the debt was converted into pesos under
the Stimulus Plan for Surplus Natural Gas Injection, the Stimulus Plan for Natural Gas Injection Program for Companies with Reduced Injection and those derived from the Supply of Propane Gas for Undiluted Propane Gas Distribution Networks
Agreement at the exchange rate in force at the end of each period, and Argentine National Bonds were granted in US dollars at an interest rate of 8% per annum maturing in 2020 (“BONAR 2020 US$”) for the cancellation thereof.
The sale of these BONAR 2020 US$ was restricted according to the letters of accession; therefore, up until and including December 2017, the Group could not
sell on a monthly basis more than 3% of the aggregate amount of the BONAR 2020 US$ received. In addition, during the months in which the Group did not exercise its right to sell the BONAR 2020 US$ up to the above-mentioned percentage, it could
accumulate the unused percentage for its sale in subsequent months. In no event could the sale in a single month of the accrued balances exceed 12% of the total BONAR 2020 US$ received.
In order to request the cancellation of outstanding payments, beneficiaries had to sign letters of accession and submit to the Hydrocarbon Resources
Secretariat of the MINEM. YPF filed the letters of accession and reserved the right to claim the exchange differences and interest.
On July 13,
2016, the Group received, under the Natural Gas Additional Injection Stimulus Program, BONAR 2020 US$, with a face value of US$ 630 million. In addition, on September 21, 2016, under the Supply of Propane Gas for Undiluted Propane Gas
Distribution Networks Agreement, the Group received BONAR 2020 US$, with a face value of US$ 12 million.
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
|
|
Financial Liabilities
at amortized cost
|
|
|
Financial
liabilities at
fair value
through profit
or loss
|
|
|
Subtotal
financial
liabilities
|
|
|
Non-financial
liabilities
|
|
|
Total
|
|
|
Loans
|
|
|
191,063
|
|
|
|
—
|
|
|
|
191,063
|
|
|
|
—
|
|
|
|
191,063
|
|
|
Other liabilities
|
|
|
2,660
|
|
|
|
—
|
|
|
|
2,660
|
|
|
|
—
|
|
|
|
2,660
|
|
|
Accounts payable
|
|
|
45,773
|
|
|
|
—
|
|
|
|
45,773
|
|
|
|
3,253
|
|
|
|
49,026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
239,496
|
|
|
|
—
|
|
|
|
239,496
|
|
|
|
3,253
|
|
|
|
242,749
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
|
|
|
|
Financial Liabilities
at amortized cost
|
|
|
Financial
liabilities at
fair value
through profit
or loss
|
|
|
Subtotal
financial
liabilities
|
|
|
Non-financial
liabilities
|
|
|
Total
|
|
|
Loans
|
|
|
154,345
|
|
|
|
—
|
|
|
|
154,345
|
|
|
|
—
|
|
|
|
154,345
|
|
|
Other liabilities
|
|
|
4,726
|
|
|
|
—
|
|
|
|
4,726
|
|
|
|
—
|
|
|
|
4,726
|
|
|
Accounts payable
|
|
|
43,287
|
|
|
|
—
|
|
|
|
43,287
|
|
|
|
495
|
|
|
|
43,782
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
202,358
|
|
|
|
—
|
|
|
|
202,358
|
|
|
|
495
|
|
|
|
202,853
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015
|
|
|
|
|
Financial Liabilities
at amortized cost
|
|
|
Financial
liabilities at
fair value
through profit
or loss
|
|
|
Subtotal
financial
liabilities
|
|
|
Non-financial
liabilities
|
|
|
Total
|
|
|
Loans
|
|
|
105,751
|
|
|
|
—
|
|
|
|
105,751
|
|
|
|
—
|
|
|
|
105,751
|
|
|
Other liabilities
|
|
|
752
|
|
|
|
—
|
|
|
|
752
|
|
|
|
1
|
|
|
|
753
|
|
|
Accounts payable
|
|
|
39,376
|
|
|
|
—
|
|
|
|
39,376
|
|
|
|
475
|
|
|
|
39,851
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
145,879
|
|
|
|
—
|
|
|
|
145,879
|
|
|
|
476
|
|
|
|
146,355
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
52
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
6. FINANCIAL INSTRUMENTS BY CATEGORY (Cont.)
Gains and losses on financial instruments are allocated to the following categories:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
|
|
Financial and non-
financial Assets
/
Liabilities at amortized
cost
|
|
|
Financial Assets /
Liabilities at fair value
through profit or loss
|
|
|
Total
|
|
|
Interest income
|
|
|
1,598
|
|
|
|
—
|
|
|
|
1,598
|
|
|
Interest loss
|
|
|
(18,385
|
)
|
|
|
—
|
|
|
|
(18,385
|
)
|
|
Financial accretion
|
|
|
(3,169
|
)
|
|
|
—
|
|
|
|
(3,169
|
)
|
|
Net exchange differences
|
|
|
8,950
|
|
|
|
—
|
|
|
|
8,950
|
|
|
Fair value gains on financial assets at fair value through profit or loss
|
|
|
—
|
|
|
|
2,208
|
|
|
|
2,208
|
|
|
Gains on derivative financial instruments
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(11,006
|
)
|
|
|
2,208
|
|
|
|
(8,798
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
|
|
|
|
Financial and
non-financial
Assets /
Liabilities at amortized
cost
|
|
|
Financial Assets /
Liabilities at fair value
through profit or loss
|
|
|
Total
|
|
|
Interest income
|
|
|
1,472
|
|
|
|
—
|
|
|
|
1,472
|
|
|
Interest loss
|
|
|
(18,109
|
)
|
|
|
—
|
|
|
|
(18,109
|
)
|
|
Financial accretion
|
|
|
(3,159
|
)
|
|
|
—
|
|
|
|
(3,159
|
)
|
|
Net exchange differences
|
|
|
11,611
|
|
|
|
—
|
|
|
|
11,611
|
|
|
Fair value gains on financial assets at fair value through profit or loss
|
|
|
—
|
|
|
|
1,826
|
|
|
|
1,826
|
|
|
Gains on derivative financial instruments
|
|
|
—
|
|
|
|
213
|
|
|
|
213
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8,185
|
)
|
|
|
2,039
|
|
|
|
(6,146
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015
|
|
|
|
|
Financial and
non-financial
Assets /
Liabilities at amortized
cost
|
|
|
Financial Assets /
Liabilities at fair value
through profit or loss
|
|
|
Total
|
|
|
Interest income
|
|
|
1,638
|
|
|
|
—
|
|
|
|
1,638
|
|
|
Interest loss
|
|
|
(8,618
|
)
|
|
|
—
|
|
|
|
(8,618
|
)
|
|
Financial accretion
|
|
|
(1,987
|
)
|
|
|
—
|
|
|
|
(1,987
|
)
|
|
Net exchange differences
|
|
|
20,214
|
|
|
|
—
|
|
|
|
20,214
|
|
|
Fair value gains on financial assets at fair value through profit or loss
|
|
|
—
|
|
|
|
446
|
|
|
|
446
|
|
|
Gains on derivative financial instruments
|
|
|
—
|
|
|
|
464
|
|
|
|
464
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,247
|
|
|
|
910
|
|
|
|
12,157
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value measurements
IFRS 9 defines the fair value of a financial instrument as the amount for which an asset could be exchanged, or a financial liability settled, between
knowledgeable, independent parties in an arm’s length transaction. All financial instruments recognized at fair value are allocated to one of the valuation hierarchy levels of IFRS 7. This valuation hierarchy provides for three levels.
In the case of Level 1, valuation is based on unadjusted quoted prices in active markets for identical financial assets or liabilities that the Group can
refer to at the end of the period. A market is deemed active if transactions take place with sufficient frequency and in sufficient quantity for price information to be available on an ongoing basis. Since a quoted price in an active market is the
most reliable indicator of fair value, this should always be used if available. Financial instruments assigned by the Group to this level comprise investments in listed mutual funds and public securities.
In the case of Level 2, fair value is determined by using valuation methods based on inputs directly or indirectly observable in the market. If the
financial instrument concerned has a fixed contract period, the inputs used for valuation must be observable for the whole of this period. The Group has not valued financial instruments under this category.
53
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
6. FINANCIAL INSTRUMENTS BY CATEGORY (Cont.)
In the case of Level 3, the Group uses valuation techniques not based on inputs observable in the
market. This is only permissible insofar as no market data are available. The inputs used reflect the Group’s assumptions regarding the factors, which market players would consider in their pricing. The Group uses the best available information
for this, including internal company data. The Group has not valued financial instruments under this category.
YPF’s Corporative Finance Division
has a team in place in charge of estimating valuation of financial instruments required to be reported in the financial statements, including the fair value of Level 3 instruments. The team directly reports to the Chief Financial Officer
(“CFO”). The CFO and the valuation team discuss the valuation methods and results upon the acquisition of a financial instrument and, if necessary, on a quarterly basis, in line with the Group’s quarterly reports.
The tables below show the Group’s financial assets measured at fair value as of December 31, 2017, 2016 and 2015 and their allocation to their fair
value levels.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
Financial Assets
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
|
Investment in financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Public securities
|
|
|
12,936
|
(1)
|
|
|
—
|
|
|
|
—
|
|
|
|
12,936
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,936
|
|
|
|
—
|
|
|
|
—
|
|
|
|
12,936
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Mutual funds
|
|
|
19,051
|
|
|
|
—
|
|
|
|
—
|
|
|
|
19,051
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,051
|
|
|
|
—
|
|
|
|
—
|
|
|
|
19,051
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31,987
|
|
|
|
—
|
|
|
|
—
|
|
|
|
31,987
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
|
|
Financial Assets
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
|
Investments in financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Mutual funds
|
|
|
53
|
|
|
|
—
|
|
|
|
—
|
|
|
|
53
|
|
|
- Other financial assets
|
|
|
15,232
|
(1)
|
|
|
—
|
|
|
|
—
|
|
|
|
15,232
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,285
|
|
|
|
—
|
|
|
|
—
|
|
|
|
15,285
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Mutual funds
|
|
|
2,808
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,808
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,808
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,808
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18,093
|
|
|
|
—
|
|
|
|
—
|
|
|
|
18,093
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015
|
|
|
Financial Assets
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
|
Investments in financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Mutual funds
|
|
|
340
|
|
|
|
—
|
|
|
|
—
|
|
|
|
340
|
|
|
- Other financial assets
|
|
|
464
|
|
|
|
—
|
|
|
|
—
|
|
|
|
464
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
804
|
|
|
|
—
|
|
|
|
—
|
|
|
|
804
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Mutual funds
|
|
|
774
|
|
|
|
—
|
|
|
|
—
|
|
|
|
774
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
774
|
|
|
|
—
|
|
|
|
—
|
|
|
|
774
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,578
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,578
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
As of December 31, 2017, it has been classified as Current. As of December 31, 2016, 7,737 have been classified as Noncurrent and 7,495 has been classified as Current.
|
The Group has no financial liabilities measured at fair value through profit or loss.
The Group’s policy is to acknowledge transfers among the several categories of valuation hierarchies when occurred, or when there are changes in the
prevailing circumstances requiring such transfer. During the years ended December 31, 2017, 2016 and 2015, there were no transfers between the different hierarchies used to determine the fair value of the Group’s financial instruments.
Fair value of financial assets and financial liabilities measured at amortized cost
The estimated fair value of loans, considering unadjusted listed prices (Level 1) for Negotiable Obligations and interest rates offered to the Group (Level 3)
for the other financial loans remaining, amounted to 200,264, 157,133 and 106,336 as of December 31, 2017, 2016 and 2015, respectively.
The fair
value of other receivables, trade receivables, cash and cash equivalents, accounts payable and other liabilities do not differ significantly from their book value.
54
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
7. INTANGIBLE ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Net book value Intangible assets
|
|
|
9,976
|
|
|
|
8,114
|
|
|
|
7,359
|
|
|
Provision for impairment of intangible assets
|
|
|
—
|
|
|
|
—
|
|
|
|
(80
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,976
|
|
|
|
8,114
|
|
|
|
7,279
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The evolution of the Group’s intangible assets for the years ended December 31, 2017, 2016 and 2015 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service concession
|
|
|
Exploration rights
|
|
|
Other intangibles
|
|
|
Total
|
|
|
Cost
|
|
|
5,707
|
|
|
|
1,975
|
|
|
|
2,607
|
|
|
|
10,289
|
|
|
Accumulated amortization
|
|
|
3,475
|
|
|
|
150
|
|
|
|
2,271
|
|
|
|
5,896
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2014
|
|
|
2,232
|
|
|
|
1,825
|
|
|
|
336
|
|
|
|
4,393
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
|
653
|
|
|
|
270
|
|
|
|
190
|
|
|
|
1,113
|
|
|
Translation effect
|
|
|
3,218
|
|
|
|
928
|
|
|
|
1,443
|
|
|
|
5,589
|
|
|
Decreases and reclassifications
|
|
|
(51
|
)
|
|
|
(183
|
)
|
|
|
20
|
|
|
|
(214
|
)
|
|
Accumulated amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
|
180
|
|
|
|
—
|
|
|
|
143
|
|
|
|
323
|
|
|
Translation effect
|
|
|
1,904
|
|
|
|
5
|
|
|
|
1,296
|
|
|
|
3,205
|
|
|
Decreases and reclassifications
|
|
|
(6
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(6
|
)
|
|
Cost
|
|
|
9,527
|
|
|
|
2,990
|
|
|
|
4,260
|
|
|
|
16,777
|
|
|
Accumulated amortization
|
|
|
5,553
|
|
|
|
155
|
|
|
|
3,710
|
|
|
|
9,418
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2015
|
|
|
3,974
|
|
|
|
2,835
|
|
|
|
550
|
|
|
|
7,359
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
|
642
|
|
|
|
75
|
|
|
|
171
|
|
|
|
888
|
|
|
Translation effect
|
|
|
2,127
|
|
|
|
612
|
|
|
|
936
|
|
|
|
3,675
|
|
|
Decreases and reclassifications
|
|
|
(547
|
)
|
|
|
(584
|
)
|
|
|
127
|
|
|
|
(1,004
|
)
|
|
Accumulated amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
|
437
|
|
|
|
—
|
|
|
|
280
|
|
|
|
717
|
|
|
Translation effect
|
|
|
1,245
|
|
|
|
—
|
|
|
|
848
|
|
|
|
2,093
|
|
|
Decreases and reclassifications
|
|
|
—
|
|
|
|
(6
|
)
|
|
|
—
|
|
|
|
(6
|
)
|
|
Cost
|
|
|
11,749
|
|
|
|
3,093
|
|
|
|
5,494
|
|
|
|
20,336
|
|
|
Accumulated amortization
|
|
|
7,235
|
|
|
|
149
|
|
|
|
4,838
|
|
|
|
12,222
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2016
|
|
|
4,514
|
|
|
|
2,944
|
|
|
|
656
|
|
|
|
8,114
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
|
947
|
|
|
|
8
|
|
|
|
198
|
|
|
|
1.153
|
|
|
Translation effect
|
|
|
2,141
|
|
|
|
513
|
|
|
|
953
|
|
|
|
3,607
|
|
|
Decreases and reclassifications
|
|
|
(13
|
)
|
|
|
(149
|
)
|
|
|
185
|
|
|
|
23
|
|
|
Accumulated amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
|
615
|
|
|
|
—
|
|
|
|
223
|
|
|
|
838
|
|
|
Translation effect
|
|
|
1,330
|
|
|
|
—
|
|
|
|
885
|
|
|
|
2,215
|
|
|
Decreases and reclassifications
|
|
|
—
|
|
|
|
(149
|
)
|
|
|
17
|
|
|
|
(132
|
)
|
|
Cost
|
|
|
14,824
|
|
|
|
3,465
|
|
|
|
6,830
|
|
|
|
25,119
|
|
|
Accumulated amortization
|
|
|
9,180
|
|
|
|
|
|
|
|
5,963
|
|
|
|
15,143
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2017
|
|
|
5,644
|
|
|
|
3,465
|
|
|
|
867
|
|
|
|
9,976
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8. PROPERTY, PLANT AND EQUIPMENT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Net book value of property, plant and equipment
|
|
|
382,630
|
|
|
|
345,679
|
|
|
|
274,122
|
|
|
Provision for obsolescence of materials and equipment
|
|
|
(1,652
|
)
|
|
|
(1,380
|
)
|
|
|
(762
|
)
|
|
Provision for impairment of property, plant and equipment
|
|
|
(26,535
|
)
|
|
|
(36,285
|
)
|
|
|
(2,455
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
354,443
|
|
|
|
308,014
|
|
|
|
270,905
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
55
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
8. PROPERTY, PLANT AND EQUIPMENT (Cont.)
Changes in Group’s property, plant and equipment for the years ended December 31, 2017, 2016 and
2015 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land and
buildings
|
|
Mineral
property,
wells and
related
equipment
|
|
|
Refinery
equipment
and
petrochemical
plants
|
|
|
Transportation
equipment
|
|
|
Materials and
equipment in
warehouse
|
|
|
Drilling and
work in
progress
|
|
|
Exploratory
drilling in
progress
|
|
|
Furniture,
fixtures and
installations
|
|
|
Selling
equipment
|
|
|
Infrastructure
for natural gas
distribution
|
|
|
Electric
power
generation
facilities
|
|
|
Other
property
|
|
|
Total
|
|
|
Cost
|
|
9,084
|
|
|
265,376
|
|
|
|
42,081
|
|
|
|
2,160
|
|
|
|
8,241
|
|
|
|
45,051
|
|
|
|
1,781
|
|
|
|
3,314
|
|
|
|
5,520
|
|
|
|
2,722
|
|
|
|
1,567
|
|
|
|
5,502
|
|
|
|
392,399
|
|
|
Accumulated depreciation
|
|
3,779
|
|
|
192,170
|
|
|
|
24,842
|
|
|
|
1,455
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,817
|
|
|
|
4,215
|
|
|
|
1,116
|
|
|
|
1,171
|
|
|
|
3,591
|
|
|
|
235,156
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances as of December 31, 2014
|
|
5,305
|
|
|
73,206
|
|
|
|
17,239
|
|
|
|
705
|
|
|
|
8,241
|
|
|
|
45,051
|
|
|
|
1,781
|
|
|
|
497
|
|
|
|
1,305
|
|
|
|
1,606
|
|
|
|
396
|
|
|
|
1,911
|
|
|
|
157,243
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
23
|
|
|
(1,140
|
)
(4)
|
|
|
7
|
|
|
|
5
|
|
|
|
7,823
|
|
|
|
50,139
|
|
|
|
2,767
|
|
|
|
36
|
|
|
|
1
|
|
|
|
—
|
|
|
|
—
|
|
|
|
219
|
|
|
|
59,880
|
|
|
Translation effect
|
|
4,630
|
|
|
155,844
|
|
|
|
23,707
|
|
|
|
1,155
|
|
|
|
4,432
|
|
|
|
24,005
|
|
|
|
992
|
|
|
|
1,865
|
|
|
|
3,640
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,633
|
|
|
|
222,903
|
|
|
Decreases and reclassifications
|
|
212
|
|
|
37,986
|
(5)
|
|
|
3,634
|
|
|
|
330
|
|
|
|
(7,018
|
)
|
|
|
(42,392
|
)
|
|
|
(1,893
|
)
|
|
|
388
|
|
|
|
1,617
|
|
|
|
209
|
|
|
|
6
|
|
|
|
(63
|
)
|
|
|
(6,984
|
)
(3)
|
|
Accumulated depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
211
|
|
|
22,884
|
(4)
|
|
|
2,289
|
|
|
|
218
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
323
|
|
|
|
345
|
|
|
|
68
|
|
|
|
112
|
|
|
|
235
|
|
|
|
26,685
|
|
|
Translation effect
|
|
1,934
|
|
|
110,301
|
|
|
|
14,019
|
|
|
|
773
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,559
|
|
|
|
2,361
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,796
|
|
|
|
132,743
|
|
|
Decreases and reclassifications
|
|
(4)
|
|
|
(433
|
)
(5)
|
|
|
(12
|
)
|
|
|
(54
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(3
|
)
|
|
|
—
|
|
|
|
(2
|
)
|
|
|
(508
|
)
|
|
Cost
|
|
13,949
|
|
|
458,066
|
|
|
|
69,429
|
|
|
|
3,650
|
|
|
|
13,478
|
|
|
|
76,803
|
|
|
|
3,647
|
|
|
|
5,603
|
|
|
|
10,778
|
|
|
|
2,931
|
|
|
|
1,573
|
|
|
|
8,291
|
|
|
|
668,198
|
|
|
Accumulated depreciation
|
|
5,920
|
|
|
324,922
|
|
|
|
41,138
|
|
|
|
2,392
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
4,699
|
|
|
|
6,921
|
|
|
|
1,181
|
|
|
|
1,283
|
|
|
|
5,620
|
|
|
|
394,076
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances as of December 31, 2015
|
|
8,029
|
|
|
133,144
|
(1)
|
|
|
28,291
|
|
|
|
1,258
|
|
|
|
13,478
|
|
|
|
76,803
|
|
|
|
3,647
|
|
|
|
904
|
|
|
|
3,857
|
|
|
|
1,750
|
|
|
|
290
|
|
|
|
2,671
|
|
|
|
274,122
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
140
|
|
|
3,831
|
(4)
|
|
|
1
|
|
|
|
3
|
|
|
|
6,968
|
|
|
|
52,610
|
|
|
|
1,392
|
|
|
|
25
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
|
|
|
76
|
|
|
|
65,048
|
|
|
Translation effect
|
|
2,975
|
|
|
104,086
|
|
|
|
16,601
|
|
|
|
802
|
|
|
|
2,494
|
|
|
|
14,602
|
|
|
|
626
|
|
|
|
1,260
|
|
|
|
2,430
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,658
|
|
|
|
147,534
|
|
|
Decreases and reclassifications
|
|
1,365
|
|
|
59,645
|
|
|
|
26,529
|
|
|
|
1,096
|
|
|
|
(8,701
|
)
|
|
|
(91,342
|
)
|
|
|
(3,687
|
)
|
|
|
1,201
|
|
|
|
1,138
|
|
|
|
260
|
|
|
|
187
|
|
|
|
(60
|
)
|
|
|
(12,369
|
)
(3)(6)
|
|
Accumulated depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
360
|
|
|
40,729
|
(4)
|
|
|
4,312
|
|
|
|
414
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
668
|
|
|
|
642
|
|
|
|
75
|
|
|
|
111
|
|
|
|
318
|
|
|
|
47,629
|
|
|
Translation effect
|
|
1,257
|
|
|
73,288
|
|
|
|
9,288
|
|
|
|
516
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,052
|
|
|
|
1,558
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,142
|
|
|
|
88,101
|
|
|
Decreases and reclassifications
|
|
(40)
|
|
|
(6,937
|
)
|
|
|
(3
|
)
|
|
|
(37
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(18
|
)
|
|
|
(2
|
)
|
|
|
45
|
|
|
|
—
|
|
|
|
(82
|
)
|
|
|
(7,074
|
)
(6)
|
|
Cost
|
|
18,429
|
|
|
625,628
|
|
|
|
112,560
|
|
|
|
5,551
|
|
|
|
14,239
|
|
|
|
52,673
|
|
|
|
1,978
|
|
|
|
8,089
|
|
|
|
14,346
|
|
|
|
3,191
|
|
|
|
1,762
|
|
|
|
9,965
|
|
|
|
868,411
|
|
|
Accumulated depreciation
|
|
7,497
|
|
|
432,002
|
|
|
|
54,735
|
|
|
|
3,285
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6,401
|
|
|
|
9,119
|
|
|
|
1,301
|
|
|
|
1,394
|
|
|
|
6,998
|
|
|
|
522,732
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances as of December 31, 2016
|
|
10,932
|
|
|
193,626
|
(1)
|
|
|
57,825
|
|
|
|
2,266
|
|
|
|
14,239
|
|
|
|
52,673
|
|
|
|
1,978
|
|
|
|
1,688
|
|
|
|
5,227
|
|
|
|
1,890
|
|
|
|
368
|
|
|
|
2,967
|
|
|
|
345,679
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
49
|
|
|
(4,370
|
)
(4)
|
|
|
103
|
|
|
|
66
|
|
|
|
7,394
|
|
|
|
47,453
|
|
|
|
2,207
|
|
|
|
20
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
174
|
|
|
|
53,096
|
|
|
Translation effect
|
|
3,028
|
|
|
113,481
|
|
|
|
19,728
|
|
|
|
1,032
|
|
|
|
2,101
|
|
|
|
8,568
|
|
|
|
373
|
|
|
|
1,466
|
|
|
|
2,744
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,651
|
|
|
|
154,172
|
|
|
Decreases and reclassifications
|
|
(112)
|
|
|
40,614
|
|
|
|
2,284
|
|
|
|
965
|
|
|
|
(7,741
|
)
|
|
|
(49,165
|
)
|
|
|
(1,687
|
)
|
|
|
879
|
|
|
|
1,698
|
|
|
|
215
|
|
|
|
(1,762
|
)
(7)
|
|
|
188
|
|
|
|
(13,624
|
)
(3)
|
|
Accumulated depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases
|
|
437
|
|
|
54,980
|
(4)
|
|
|
5,395
|
|
|
|
602
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
717
|
|
|
|
854
|
|
|
|
80
|
|
|
|
87
|
|
|
|
315
|
|
|
|
63,467
|
|
|
Translation effect
|
|
1,303
|
|
|
81,108
|
|
|
|
9,983
|
|
|
|
609
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,196
|
|
|
|
1,684
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,151
|
|
|
|
97,034
|
|
|
Decreases and reclassifications
|
|
13
|
|
|
(1,756
|
)
|
|
|
(953
|
)
|
|
|
16
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
372
|
|
|
|
(1
|
)
|
|
|
—
|
|
|
|
(1,481
|
)
(7)
|
|
|
(18
|
)
|
|
|
(3,808
|
)
|
|
Cost
|
|
21,394
|
|
|
775,353
|
|
|
|
134,675
|
|
|
|
7,614
|
|
|
|
15,993
|
|
|
|
59,529
|
|
|
|
2,871
|
|
|
|
10,454
|
|
|
|
18,788
|
|
|
|
3,406
|
|
|
|
—
|
|
|
|
11,978
|
|
|
|
1,062,055
|
|
|
Accumulated depreciation
|
|
9,250
|
|
|
566,334
|
|
|
|
69,160
|
|
|
|
4,512
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
8,686
|
|
|
|
11,656
|
|
|
|
1,381
|
|
|
|
—
|
|
|
|
8,446
|
|
|
|
679,425
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances as of December 31, 2017
|
|
12,144
|
|
|
209,019
|
(1)
|
|
|
65,515
|
|
|
|
3,102
|
|
|
|
15,993
|
|
|
|
59,529
|
|
|
|
2,871
|
(2)
|
|
|
1,768
|
|
|
|
7,132
|
|
|
|
2,025
|
|
|
|
—
|
|
|
|
3,532
|
|
|
|
382,630
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes 10,003, 9,147 and 8,435 of mineral property as of December 31, 2017, 2016 and 2015, respectively.
|
|
(2)
|
As of December 31, 2017, there are 35 exploratory wells in progress. During year ended on such date, 37 wells were drilled, 24 wells were charged to exploratory expense and 15 were transferred to prove properties
which are included in the account Mineral property, wells and related equipment.
|
|
(3)
|
Includes 7, 2 and 6 of net book value charged to property, plant and equipment provisions for the years ended December 31, 2017, 2016 and 2015, respectively.
|
|
(4)
|
Includes (4,913), 2,243 and (1,281) corresponding to hydrocarbon wells abandonment costs for the years ended December 31, 2017, 2016 and 2015, respectively.
|
|
(5)
|
Includes (2,671) residual value for the El Orejano area; (226) corresponding to the decrease in participation in the Magallanes area; and (8) corresponding to the decrease in participation in the Puesto
Cortadera area.
|
|
(6)
|
Includes reductions for the deconsolidation of subsidiaries of 500, net.
|
|
(7)
|
Incluye 6,722 y 1,790 de valor de origen y depreciación acumulada, respectivamente, correspondientes a la reclasificación de los activos de YPF EE como mantenidos para su disposición.
|
56
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
8. PROPERTY, PLANT AND EQUIPMENT (Cont.)
The Group capitalizes the financial cost as a part of the cost of the assets. For the year ended
December 31, 2017, 2016 and 2015, the rate of capitalization has been 11.63%, 13.03% and 12.01%, respectively, and the amount capitalized amounted to 707, 1,234 and 1,003, respectively, for the years mentioned above.
Set forth below is the evolution of the provision for obsolescence of materials and equipment for the years ended December 31, 2017, 2016 and 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount at beginning of year
|
|
|
1,380
|
|
|
|
762
|
|
|
|
313
|
|
|
Increase charged to profit/ (loss)
|
|
|
11
|
|
|
|
428
|
|
|
|
243
|
|
|
Decreases charged to profit/ (loss)
|
|
|
(45
|
)
|
|
|
—
|
|
|
|
—
|
|
|
Amounts incurred due to utilization
|
|
|
(7
|
)
|
|
|
(2
|
)
|
|
|
(6
|
)
|
|
Transferencias y otros movimientos
|
|
|
65
|
|
|
|
—
|
|
|
|
—
|
|
|
Translation differences
|
|
|
248
|
|
|
|
192
|
|
|
|
212
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at end of year
|
|
|
1,652
|
|
|
|
1,380
|
|
|
|
762
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Set forth below is the evolution of the provision for impairment of property, plant and equipment for 2017, 2016 and 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount at beginning of year
|
|
|
36,285
|
|
|
|
2,455
|
|
|
|
—
|
|
|
Increase charged to profit/ (loss)
(1)
|
|
|
—
|
|
|
|
36,188
|
|
|
|
2,455
|
|
|
Decrease charged to profit/ (loss)
(1)
|
|
|
(5,032
|
)
|
|
|
(1,245
|
)
|
|
|
—
|
|
|
Depreciation
(2)
|
|
|
(9,955
|
)
|
|
|
(2,877
|
)
|
|
|
—
|
|
|
Translation differences
|
|
|
5,237
|
|
|
|
1,869
|
|
|
|
—
|
|
|
Deconsolidation of subsidiaries
|
|
|
—
|
|
|
|
(105
|
)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at end of year
|
|
|
26,535
|
|
|
|
36,285
|
|
|
|
2,455
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2)
|
Included in “Depreciation of property, plant and equipment” in Note 21.
|
Set forth below is the cost
evolution for the exploratory wells in evaluation stage as of the years ended on December 31, 2017, 2016 and 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount at beginning of year
|
|
|
1,475
|
|
|
|
1,777
|
|
|
|
993
|
|
|
Additions pending the determination of proved reserves
|
|
|
758
|
|
|
|
1,112
|
|
|
|
1,219
|
|
|
Decreases charged to exploration expenses
|
|
|
(591
|
)
|
|
|
(700
|
)
|
|
|
(479
|
)
|
|
Decrease of assets assignment
|
|
|
—
|
|
|
|
(15
|
)
|
|
|
(89
|
)
|
|
Reclassifications to mineral property, wells and related equipment with proved reserves
|
|
|
(581
|
)
|
|
|
(1,004
|
)
|
|
|
(466
|
)
|
|
Translation difference
|
|
|
175
|
|
|
|
305
|
|
|
|
599
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at end of year
|
|
|
1,236
|
|
|
|
1,475
|
|
|
|
1,777
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table shows the capitalized cost for exploratory wells for a period greater than a year and the number of
projects related as of December 31, 2017.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount
|
|
|
Number of
projects
|
|
|
Number of Wells
|
|
|
Between 1 and 5 years
|
|
|
413
|
|
|
|
3
|
|
|
|
3
|
|
57
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
9. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
The Group does not participate in subsidiaries with a significant
non-controlling
interest. Furthermore, no investments
in associates or joint ventures are deemed individually material.
The following table shows the value of the investments in associates and joint ventures
at an aggregate level, considering that none of the individual companies is material, as of December 31, 2017, 2016 and 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount of investments in associates
|
|
|
911
|
|
|
|
1,478
|
|
|
|
1,248
|
|
|
Amount of investments in joint ventures
|
|
|
5,146
|
|
|
|
4,022
|
|
|
|
3,135
|
|
|
Provision for impairment of investments in associates and joint ventures
|
|
|
(12
|
)
|
|
|
(12
|
)
|
|
|
(12
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,045
|
|
|
5,488
|
|
|
4,371
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Disclosed in investments in associates and joint ventures
|
|
|
6,045
|
|
|
|
5,488
|
|
|
|
4,372
|
|
|
Disclosed in Other liabilities
|
|
|
—
|
|
|
|
—
|
|
|
|
1
|
|
The main movements during the years ended December 31, 2017, 2016 and 2015, which affected the value of the
aforementioned investments, correspond to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount at the beginning of year
|
|
|
5,488
|
|
|
|
4,371
|
|
|
|
3,175
|
|
|
Acquisitions and contributions
|
|
|
910
|
|
|
|
448
|
|
|
|
163
|
|
|
Income on investments in associates and joint ventures
|
|
|
1,428
|
|
|
|
588
|
|
|
|
318
|
|
|
Conversion differences
|
|
|
662
|
|
|
|
601
|
|
|
|
999
|
|
|
Distributed dividends
|
|
|
(328
|
)
|
|
|
(520
|
)
|
|
|
(280
|
)
|
|
Other movements
|
|
|
2
|
|
|
|
—
|
|
|
|
(4
|
)
|
|
Reclassification of assets held for disposal
|
|
|
(2,117
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at the end of year
|
|
|
6,045
|
|
|
|
5,488
|
|
|
|
4,371
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table shows the principal amounts of the results of the investments in associates and joint ventures of the
Group, calculated according to the equity value therein, for the years ended December 31, 2017, 2016 and 2015. The Group has adjusted, if applicable, the values reported by these companies to adapt them to the accounting criteria used by the
Group for the calculation of the proportional equity value in the aforementioned dates:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Associates
|
|
|
Joint ventures
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Net income
|
|
|
543
|
|
|
|
225
|
|
|
|
321
|
|
|
|
885
|
|
|
|
363
|
|
|
|
(3
|
)
|
|
Other comprehensive income
|
|
|
34
|
|
|
|
35
|
|
|
|
50
|
|
|
|
628
|
|
|
|
566
|
|
|
|
949
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
577
|
|
|
|
260
|
|
|
|
371
|
|
|
|
1,513
|
|
|
|
929
|
|
|
|
946
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
On May 13, 2016, the companies
Y-GEN
I and
Y-GEN
II were created, for the purpose of submitting a bid to the tender No. 21/2016 launched by the MINEM, for the new generation of energy and thermal power, which, if awarded, they would enter into
with Compañía Administradora del Mercado Mayorista Eléctrico S.A. (“CAMMESA”) a contract of sale of offered energy for a term of between 5 and 10 years, as offered, and with a price denominated in U.S. dollars. The
created companies submitted their bids for the construction of new thermal power plants in Loma Campana (Añelo, Province of Neuquén) and in Central El Bracho (Province of Tucumán), which were finally awarded.
In both companies, 66.67% of the shareholding is owned by the subsidiary YPF EE and the remaining 33.33% is owned by Guayama PR Holdings of the General
Electric Group.
The Group has followed the guidelines set forth in IFRS 10 “Consolidated financial statements” and has concluded that it
exercises joint control over
Y-GEN
I and
Y-GEN
II. As a result, it has applied IFRS 11 “Joint Arrangements” which defines these companies as joint ventures,
and has measured them in accordance with the equity method in accordance with IAS 28 “Investments in associates and joint ventures”. Some of the main assumptions under evaluation were as follows: (i) Contractually, both shareholders
exercise joint control over each of the companies, so any decisions on their relevant activities are taken jointly, requiring their unanimous vote to do so and there is no power of one party (shareholder) over the other in relation to the
investment, regardless of the different percentages of ownership thereof; (ii) there is no power as defined in IFRS 10 of one party to the detriment of another, either in relation to the voting rights in the nomination of directors or even
personnel (whether key or not), in the management of the entity to benefit itself or to unilaterally modify the variable return on investment, or ultimately to unilaterally address any of the decisions associated with the relevant activities. In
addition, see Note 3.
58
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
9. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (Cont.)
The following table shows information of the subsidiaries:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Information of the issuer
|
|
|
|
|
Description of the Securities
|
|
|
|
|
|
|
Last available financial statements
|
|
|
|
|
|
Name and Issuer
|
|
Class
|
|
|
Face Value
|
|
|
Amount
|
|
|
Main Business
|
|
Registered Address
|
|
Date
|
|
|
Capital
stock
|
|
|
Net profit
(loss)
|
|
|
Equity
|
|
|
Holding in
Capital Stock
|
|
|
Subsidiaries:
(8)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
YPF International S.A.
(6)
|
|
|
Common
|
|
|
|
Bs.100
|
|
|
|
66,897
|
|
|
Investment
|
|
Street La Plata 19, Santa Cruz de la Sierra, República de Bolivia
|
|
|
12-31-17
|
|
|
|
15
|
|
|
|
(1
|
)
|
|
|
24
|
|
|
|
100.00
|
%
|
|
YPF Holdings Inc.
(6)
|
|
|
Common
|
|
|
|
US$ 0.01
|
|
|
|
810,614
|
|
|
Investment and finance
|
|
10333 Richmond Avenue I, Suite 1050, TX, U.S.A.
|
|
|
12-31-17
|
|
|
|
15,075
|
|
|
|
(429
|
)
|
|
|
(3,726
|
)
|
|
|
100.00
|
%
|
|
Operadora de Estaciones de Servicios S.A.
|
|
|
Common
|
|
|
|
$1
|
|
|
|
163,701,747
|
|
|
Commercial management of YPF’s gas stations
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
164
|
|
|
|
709
|
|
|
|
907
|
|
|
|
99.99
|
%
|
|
A-Evangelista
S.A.
|
|
|
Common
|
|
|
|
$1
|
|
|
|
307,095,088
|
|
|
Engineering and construction services
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
307
|
|
|
|
3
|
|
|
|
1,127
|
|
|
|
100.00
|
%
|
|
YPF Servicios Petroleros S.A.
|
|
|
Common
|
|
|
|
$1
|
|
|
|
50,000
|
|
|
Wells perforation and/or reparation services
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
—
|
(7)
|
|
|
(174
|
)
|
|
|
(192
|
)
|
|
|
100.00
|
%
|
|
Metrogas S.A.
|
|
|
Common
|
|
|
|
$1
|
|
|
|
398,419,700
|
|
|
Providing the public service of natural gas distribution
|
|
Gregorio Aráoz de Lamadrid 1360, Buenos Aires, Argentina.
|
|
|
12-31-17
|
|
|
|
569
|
|
|
|
773
|
|
|
|
8,985
|
|
|
|
70.00
|
%
|
|
YPF Energía Eléctrica S.A.
|
|
|
Common
|
|
|
|
$1
|
|
|
|
2,506,555,895
|
|
|
Exploration, development, industrialization and marketing of hydrocarbons, and generation, transportation and marketing of electric power
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
2,507
|
|
|
|
928
|
|
|
|
3,441
|
|
|
|
100.00
|
%
|
|
YPF Chile S.A.
(6)
|
|
|
Common
|
|
|
|
— —
|
|
|
|
50,968,649
|
|
|
Lubricants and aviation fuels trading and hydrocarbons research and exploration
|
|
Villarica 322; Módulo B1, Qilicura, Santiago
|
|
|
12-31-17
|
|
|
|
849
|
|
|
|
(103
|
)
|
|
|
1,389
|
|
|
|
100.00
|
%
|
|
YPF Tecnología S.A.
|
|
|
Common
|
|
|
|
$1
|
|
|
|
234,291,000
|
|
|
Investigation, development, production and marketing of technologies, knowledge, goods and services
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
459
|
|
|
|
38
|
|
|
|
690
|
|
|
|
51.00
|
%
|
|
YSUR Inversora S.A.U.
(6)(9)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Investment
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-16
|
|
|
|
2,657
|
|
|
|
(1
|
)
|
|
|
5,397
|
|
|
|
100.00
|
%
|
|
YSUR Inversiones Petroleras
S.A.U.
(6)(9)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Investment
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-16
|
|
|
|
230
|
|
|
|
—
|
(7)
|
|
|
391
|
|
|
|
100.00
|
%
|
|
YSUR Petrolera Argentina S.A.
(6)(9)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Exploration, extraction, exploitation, storage, transportation, industrialization and marketing of hydrocarbons, as well as other operations related
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-16
|
|
|
|
634
|
|
|
|
106
|
|
|
|
570
|
|
|
|
100.00
|
%
|
|
Compañía de Inversiones Mineras S.A.
|
|
|
Common
|
|
|
|
$1
|
|
|
|
236,474,420
|
|
|
Exploration, exploitation, processing, management, storage and transport of all types of minerals; assembly, construction and operation of facilities and structures and processing of products related to mining
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
236
|
|
|
|
(21
|
)
|
|
|
182
|
|
|
|
100.00
|
%
|
|
Bajo del Toro II S.R.L.
|
|
|
Social
cuotes
|
|
|
|
$1
|
|
|
|
1,270,815,165
|
|
|
Exploration, discovery, exploitation, purchase, production, storage, transport, import, export and marketing of all types of liquid or gaseous hydrocarbons and exercise all acts that are not prohibited by law including but not
limited to the execution of money loans as lender and/or borrower.
|
|
Macacha Güemes 515, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
1,271
|
|
|
|
90
|
|
|
|
1,341
|
|
|
|
100.00
|
%
|
59
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
9. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (Cont.)
The following table shows the investments in associates and joint ventures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12-31-2017
|
|
|
12-31-2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Information of the issuer
|
|
|
|
|
|
|
|
Description of the Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
Last available financial statements
|
|
|
|
|
|
|
|
|
Name and Issuer
|
|
Class
|
|
|
Face Value
|
|
|
Amount
|
|
|
Book value
(2)
|
|
|
Cost
(1)
|
|
|
Main Business
|
|
Registered Address
|
|
Date
|
|
|
Capital
stock
|
|
|
Net profit
(loss)
|
|
|
Equity
|
|
|
Holding in
Capital Stock
|
|
|
Book
Value
(2)
|
|
|
Joint Ventures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compañía
Mega S.A.
(5)(6)
|
|
|
Common
|
|
|
$
|
1
|
|
|
|
244,246,140
|
|
|
|
1,725
|
|
|
|
—
|
|
|
Separation, fractionation and transportation of natural gas liquids
|
|
San Martín 344, P. 10º, Buenos Aires, Argentina
|
|
|
09-30-17
|
|
|
|
643
|
|
|
|
1,071
|
|
|
|
2,381
|
|
|
|
38.00
|
%
|
|
|
1,208
|
|
|
Profertil S.A.
(6)
|
|
|
Common
|
|
|
$
|
1
|
|
|
|
391,291,320
|
|
|
|
2,862
|
|
|
|
—
|
|
|
Production and marketing of fertilizers
|
|
Alicia Moreau de Justo 740, P. 3, Buenos Aires, Argentina
|
|
|
09-30-17
|
|
|
|
783
|
|
|
|
197
|
|
|
|
1,249
|
|
|
|
50.00
|
%
|
|
|
1,897
|
|
|
Refinería del Norte S.A.
|
|
|
Common
|
|
|
$
|
1
|
|
|
|
45,803,655
|
|
|
|
483
|
|
|
|
—
|
|
|
Refining
|
|
Maipú 1, P. 2º, Buenos Aires, Argentina
|
|
|
09-30-17
|
|
|
|
92
|
|
|
|
(10
|
)
|
|
|
980
|
|
|
|
50.00
|
%
|
|
|
468
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,070
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,573
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Associates:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oleoductos del Valle S.A.
|
|
|
Common
|
|
|
$
|
10
|
|
|
|
4,072,749
|
|
|
|
242
|
|
|
|
—
|
|
|
Oil transportation by pipeline
|
|
Florida 1, P. 10º, Buenos Aires, Argentina
|
|
|
09-30-17
|
|
|
|
110
|
|
|
|
135
|
|
|
|
576
|
|
|
|
37.00
|
%
|
|
|
174
|
|
|
Terminales Marítimas Patagónicas S.A.
|
|
|
Common
|
|
|
$
|
10
|
|
|
|
476,034
|
|
|
|
103
|
|
|
|
—
|
|
|
Oil storage and shipment
|
|
Av. Leandro N. Alem 1180, P. 11º, Buenos Aires, Argentina
|
|
|
09-30-17
|
|
|
|
14
|
|
|
|
20
|
|
|
|
304
|
|
|
|
33.15
|
%
|
|
|
94
|
|
|
Oiltanking Ebytem S.A.
|
|
|
Common
|
|
|
$
|
10
|
|
|
|
351,167
|
|
|
|
211
|
|
|
|
—
|
|
|
Hydrocarbon transportation and storage
|
|
Terminal Marítima Puerto Rosales – Provincia de Buenos Aires, Argentina.
|
|
|
09-30-17
|
|
|
|
12
|
|
|
|
247
|
|
|
|
279
|
|
|
|
30.00
|
%
|
|
|
184
|
|
|
Gasoducto del Pacífico (Argentina) S.A.
|
|
|
Preferred
|
|
|
$
|
1
|
|
|
|
15,579,578
|
|
|
|
44
|
|
|
|
—
|
|
|
Gas transportation by pipeline
|
|
San Martín 323, P.13°, Buenos Aires, Argentina
|
|
|
12-31-17
|
|
|
|
156
|
|
|
|
116
|
|
|
|
445
|
|
|
|
10.00
|
%
|
|
|
33
|
|
|
Central Dock Sud S.A.
|
|
|
Common
|
|
|
$
|
0.01
|
|
|
|
11,869,095,145
|
|
|
|
—
|
(10)
|
|
|
—
|
|
|
Electric power generation and bulk marketing
|
|
Pasaje Ingeniero Butty 220, P.16°, Buenos Aires, Argentina
|
|
|
03-31-17
|
|
|
|
1,231
|
|
|
|
46
|
|
|
|
1,865
|
|
|
|
10.25
|
%
(4)
|
|
|
175
|
|
|
Inversora Dock Sud S.A.
|
|
|
Common
|
|
|
$
|
1
|
|
|
|
355,270,303
|
|
|
|
—
|
(10)
|
|
|
—
|
|
|
Investment and finance
|
|
Pasaje Ingeniero Butty 220, P.16°, Buenos Aires, Argentina
|
|
|
03-31-17
|
|
|
|
829
|
|
|
|
32
|
|
|
|
1,343
|
|
|
|
42.86
|
%
|
|
|
569
|
|
|
Oleoducto Trasandino (Argentina) S.A.
|
|
|
Preferred
|
|
|
$
|
1
|
|
|
|
12,135,167
|
|
|
|
41
|
|
|
|
—
|
|
|
Oil transportation by pipeline
|
|
Macacha Güemes 515, P.3º, Buenos Aires, Argentina
|
|
|
09-30-17
|
|
|
|
34
|
|
|
|
9
|
|
|
|
118
|
|
|
|
36.00
|
%
|
|
|
37
|
|
|
YPF Gas S.A
|
|
|
Common
|
|
|
$
|
1
|
|
|
|
59,821,434
|
|
|
|
235
|
|
|
|
—
|
|
|
Gas fractionation, bottling, distribution and transport for industrial and/or residential use
|
|
Macacha Güemes 515, P.3º, Buenos Aires, Argentina
|
|
|
09-30-17
|
|
|
|
176
|
|
|
|
215
|
|
|
|
884
|
|
|
|
34.00
|
%
|
|
|
172
|
|
|
Other companies:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
(3)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
111
|
(10)
|
|
|
208
|
|
|
—
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
489
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
987
|
|
|
208
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,927
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,057
|
|
|
208
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Corresponds to cost and contributions, net of dividends collected and capital reductions.
|
|
|
(2)
|
Corresponds to Holding in shareholders’ equity plus adjustments to conform to YPF accounting principles.
|
|
|
(3)
|
Includes Gasoducto del Pacífico (Cayman) Ltd., A&C Pipeline Holding Company, Poligás Luján S.A.C.I., Oleoducto Transandino (Chile) S.A., Bizoy S.A., Civeny S.A., Bioceres S.A. and Petrofaro S.A.
|
|
|
(4)
|
Additionally, the Group has a 29.99% indirect holding in capital stock through Inversora Dock Sud S.A.
|
|
|
(5)
|
As stipulated by shareholders’ agreement, joint control is held in this company by shareholders.
|
|
|
(6)
|
The U.S. dollar has been defined as the functional currency of this company.
|
|
|
(7)
|
No value is disclosed because the carrying value is less than 1.
|
|
|
(8)
|
Additionally, consolidates Compañía Minera de Argentina S.A., YPF Services USA Corp., YPF Europe B.V., YPF Brasil Comércio Derivado de Petróleo Ltda, Wokler Investment S.A., YPF Colombia
S.A.S., Miwen S.A., Eleran Inversiones 2011 S.A.U., Lestery S.A., Energía Andina S.A Resources Netherlands B.V. and Bajo de Toro I S.R.L.
|
|
|
(9)
|
Companies merged with YPF.
|
|
|
(10)
|
The investments that YPF holds in CDS, IDS, YGEN I e YGEN II through its subsidiary YPF EE were reclassified to Assets held for disposal. See Note 3 and the evolution of Investments in associates and joint ventures in
this Note.
|
60
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
10. INVENTORIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Refined products
|
|
|
16,260
|
|
|
|
13,390
|
|
|
|
10,709
|
|
|
Crude oil and natural gas
|
|
|
8,474
|
|
|
|
6,551
|
|
|
|
7,155
|
|
|
Products in process
|
|
|
640
|
|
|
|
411
|
|
|
|
169
|
|
|
Construction works in progress for third parties
|
|
|
142
|
|
|
|
12
|
|
|
|
85
|
|
|
Raw materials, packaging materials and others
|
|
|
1,775
|
|
|
|
1,456
|
|
|
|
1,140
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,291
|
(1)
|
|
|
21,820
|
(1)
|
|
|
19,258
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
As of December 31, 2017, 2016 and 2015, the cost of inventories does not exceed their net realizable value.
|
11. OTHER RECEIVABLES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Trade
|
|
|
74
|
|
|
|
2,892
|
|
|
|
—
|
|
|
|
1,733
|
|
|
|
—
|
|
|
|
928
|
|
|
Tax credit, export rebates and production incentives
|
|
|
360
|
|
|
|
3,131
|
|
|
|
291
|
|
|
|
4,648
|
|
|
|
304
|
|
|
|
8,058
|
|
|
Loans to third parties and balances with related parties
(1)
|
|
|
185
|
|
|
|
1,116
|
|
|
|
2,495
|
(3)
|
|
|
1,703
|
|
|
|
297
|
|
|
|
2,366
|
|
|
Collateral deposits
|
|
|
1
|
|
|
|
315
|
|
|
|
17
|
|
|
|
214
|
|
|
|
318
|
|
|
|
895
|
|
|
Prepaid expenses
|
|
|
180
|
|
|
|
934
|
|
|
|
159
|
|
|
|
702
|
|
|
|
198
|
|
|
|
682
|
|
|
Advances and loans to employees
|
|
|
17
|
|
|
|
412
|
|
|
|
12
|
|
|
|
335
|
|
|
|
8
|
|
|
|
285
|
|
|
Advances to suppliers and custom agents
(2)
|
|
|
2
|
|
|
|
1,700
|
|
|
|
—
|
|
|
|
1,691
|
|
|
|
—
|
|
|
|
3,147
|
|
|
Receivables with partners in JO
|
|
|
743
|
|
|
|
1,165
|
|
|
|
816
|
|
|
|
1,361
|
|
|
|
1,118
|
|
|
|
1,881
|
|
|
Insurance receivables
|
|
|
—
|
|
|
|
206
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
808
|
|
|
Miscellaneous
|
|
|
31
|
|
|
|
870
|
|
|
|
134
|
|
|
|
1,111
|
|
|
|
271
|
|
|
|
402
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,593
|
|
|
|
12,741
|
|
|
|
3,924
|
|
|
|
13,498
|
|
|
|
2,514
|
|
|
|
19,452
|
|
|
Provision for other doubtful receivables
|
|
|
(258
|
)
|
|
|
(57
|
)
|
|
|
(15
|
)
|
|
|
(42
|
)
|
|
|
(13
|
)
|
|
|
(39
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,335
|
|
|
|
12,684
|
|
|
|
3,909
|
|
|
|
13,456
|
|
|
|
2,501
|
|
|
|
19,413
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
See Note 31 for information about related parties.
|
|
(2)
|
Includes among others, advances to customs agents for the payment of taxes and import rights related to the imports of fuels and goods.
|
|
(3)
|
Includes the loan granted to Pampa Energía S.A. See Note 3.
|
12. TRADE
RECEIVABLES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Accounts receivable and related parties
(1)
|
|
|
2,210
|
|
|
|
41,972
|
|
|
|
87
|
|
|
|
34,729
|
|
|
|
469
|
|
|
|
22,959
|
|
|
Provision for doubtful trade receivables
|
|
|
—
|
|
|
|
(1,323
|
)
|
|
|
—
|
|
|
|
(1,084
|
)
|
|
|
—
|
|
|
|
(848
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,210
|
|
|
|
40,649
|
|
|
|
87
|
|
|
|
33,645
|
|
|
|
469
|
|
|
|
22,111
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
See Note 31 for information about related parties.
|
Changes in the provision for doubtful trade receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Balance at beginning of year
|
|
|
—
|
|
|
|
1,084
|
|
|
|
—
|
|
|
|
848
|
|
|
|
7
|
|
|
|
866
|
|
|
Increases charged to expenses
|
|
|
—
|
|
|
|
222
|
|
|
|
—
|
|
|
|
197
|
|
|
|
—
|
|
|
|
313
|
|
|
Decreases charged to income
|
|
|
—
|
|
|
|
(194
|
)
|
|
|
—
|
|
|
|
(28
|
)
|
|
|
—
|
|
|
|
(412
|
)
|
|
Amounts incurred due to utilization
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(7
|
)
|
|
|
(17
|
)
|
|
Other movements
|
|
|
—
|
|
|
|
119
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Translation differences
|
|
|
—
|
|
|
|
92
|
|
|
|
—
|
|
|
|
67
|
|
|
|
—
|
|
|
|
98
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at end of year
|
|
|
—
|
|
|
|
1,323
|
|
|
|
—
|
|
|
|
1,084
|
|
|
|
—
|
|
|
|
848
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13. CASH AND CASH EQUIVALENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Cash and Banks
|
|
|
9,672
|
|
|
|
7,922
|
|
|
|
13,920
|
|
|
Short-term investments
|
|
|
15
|
|
|
|
27
|
|
|
|
693
|
|
|
Financial assets at fair value through profit or loss
(1)
|
|
|
19,051
|
|
|
|
2,808
|
|
|
|
774
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28,738
|
|
|
|
10,757
|
|
|
|
15,387
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
61
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS
Changes in the Group’s provisions for the fiscal years ended December 31, 2017, 2016 and 2015 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for pending lawsuits
and contingencies
|
|
|
Provision for environmental
liabilities
|
|
|
Provision for hydrocarbon wells
abandonment obligations
|
|
|
Provision for
pensions
|
|
|
Total
|
|
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Amount as of December 31, 2014
|
|
|
7,014
|
|
|
|
851
|
|
|
|
1,269
|
|
|
|
1,145
|
|
|
|
18,087
|
|
|
|
376
|
|
|
|
194
|
|
|
|
27
|
|
|
|
26,564
|
|
|
|
2,399
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases charged to expenses
|
|
|
2,062
|
|
|
|
95
|
|
|
|
986
|
|
|
|
—
|
|
|
|
1.694
|
|
|
|
—
|
|
|
|
23
|
|
|
|
—
|
|
|
|
4,765
|
|
|
|
95
|
|
|
Decreases charged to income
|
|
|
(434
|
)
|
|
|
(141
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(314
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(13
|
)
|
|
|
(748
|
)
|
|
|
(154
|
)
|
|
Amounts incurred due to payments/utilization
|
|
|
—
|
|
|
|
(374
|
)
|
|
|
—
|
|
|
|
(1,030
|
)
|
|
|
—
|
|
|
|
(283
|
)
|
|
|
—
|
|
|
|
(71
|
)
|
|
|
—
|
|
|
|
(1,758
|
)
|
|
Net exchange and translation differences
|
|
|
2,383
|
|
|
|
10
|
|
|
|
464
|
|
|
|
186
|
|
|
|
10,109
|
|
|
|
159
|
|
|
|
102
|
|
|
|
17
|
|
|
|
13,058
|
|
|
|
372
|
|
|
Increase from JO interest acquisition
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(504
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(504
|
)
|
|
Reclassifications and other movements
|
|
|
(650
|
)
|
|
|
(292
|
)
|
|
|
(1,099
|
)
|
|
|
1,099
|
|
|
|
(2,196
|
)
(1)
|
|
|
681
|
(1)
|
|
|
(71
|
)
|
|
|
71
|
|
|
|
(4,016
|
)
|
|
|
1,559
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount as of December 31, 2015
|
|
|
10,375
|
|
|
|
149
|
|
|
|
1,620
|
|
|
|
1,400
|
|
|
|
27,380
|
|
|
|
429
|
|
|
|
248
|
|
|
|
31
|
|
|
|
39,623
|
|
|
|
2,009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases charged to expenses
|
|
|
1,579
|
|
|
|
335
|
|
|
|
962
|
|
|
|
32
|
|
|
|
3,023
|
|
|
|
—
|
|
|
|
97
|
|
|
|
—
|
|
|
|
5,661
|
|
|
|
367
|
|
|
Decreases charged to income
|
|
|
(158
|
)
|
|
|
(258
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(10
|
)
|
|
|
(77
|
)
|
|
|
(1
|
)
|
|
|
—
|
|
|
|
(169
|
)
|
|
|
(335
|
)
|
|
Amounts incurred due to payments/utilization
|
|
|
9
|
|
|
|
(239
|
)
|
|
|
—
|
|
|
|
(869
|
)
|
|
|
(48
|
)
|
|
|
(584
|
)
|
|
|
—
|
|
|
|
(13
|
)
|
|
|
(39
|
)
|
|
|
(1,705
|
)
|
|
Net exchange and translation differences
|
|
|
1,221
|
|
|
|
7
|
|
|
|
159
|
|
|
|
52
|
|
|
|
6,245
|
|
|
|
94
|
|
|
|
26
|
|
|
|
3
|
|
|
|
7,651
|
|
|
|
156
|
|
|
Deconsolidation of subsidiaries
|
|
|
(2,213
|
)
|
|
|
(11
|
)
|
|
|
(1,351
|
)
|
|
|
(607
|
)
|
|
|
(515
|
)
|
|
|
—
|
|
|
|
(357
|
)
|
|
|
(34
|
)
|
|
|
(4,436
|
)
|
|
|
(652
|
)
|
|
Reclassifications and other movements
|
|
|
(1,608
|
)
(2)
|
|
|
586
|
|
|
|
(860
|
)
|
|
|
860
|
|
|
|
1,548
|
(1)
|
|
|
695
|
(1)
|
|
|
(13
|
)
|
|
|
13
|
|
|
|
(933
|
)
|
|
|
2,154
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount as of December 31, 2016
|
|
|
9,205
|
|
|
|
569
|
|
|
|
530
|
|
|
|
868
|
|
|
|
37,623
|
|
|
|
557
|
|
|
|
—
|
|
|
|
—
|
|
|
|
47,358
|
|
|
|
1,994
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increases charged to expenses
|
|
|
2,394
|
|
|
|
83
|
|
|
|
1,483
|
|
|
|
—
|
|
|
|
2,946
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6,823
|
|
|
|
83
|
|
|
Decreases charged to income
|
|
|
(1,570
|
)
|
|
|
(410
|
)
|
|
|
(6
|
)
|
|
|
—
|
|
|
|
8
|
|
|
|
2
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(1,568
|
)
|
|
|
(408
|
)
|
|
Amounts incurred due to payments/utilization
|
|
|
(25
|
)
|
|
|
(187
|
)
|
|
|
—
|
|
|
|
(661
|
)
|
|
|
—
|
|
|
|
(515
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(25
|
)
|
|
|
(1,363
|
)
|
|
Net exchange and translation differences
|
|
|
1,483
|
|
|
|
75
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6,874
|
|
|
|
121
|
|
|
|
—
|
|
|
|
—
|
|
|
|
8,357
|
|
|
|
196
|
|
|
Reclassifications and other movements
|
|
|
180
|
(3)
|
|
|
558
|
|
|
|
(811
|
)
|
|
|
811
|
|
|
|
(5,580
|
)
(1)
|
|
|
571
|
(1)
|
|
|
—
|
|
|
|
—
|
|
|
|
(6,211
|
)
|
|
|
1,940
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount as of December 31, 2017
|
|
|
11,667
|
|
|
|
688
|
|
|
|
1,196
|
|
|
|
1,018
|
|
|
|
41,871
|
|
|
|
736
|
|
|
|
—
|
|
|
|
—
|
|
|
|
54,734
|
|
|
|
2,442
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes (4,913), 2,243 and (1,281) corresponding to the annual recalculation of costs for abandonment of hydrocarbon wells for the years ended December 31, 2017, 2016 and 2015, respectively;
(96) corresponding to liabilities reclassified as Liabilities associated to assets held for disposal as of December 31, 2017; (226) corresponding to the decrease due to the change in the participation of the Magallanes area as of
December 31, 2015; and (8) corresponding to December 31, 2015; and (8) corresponding to a decrease in the Puesto Cortadera area as of December 31, 2015;
|
|
(2)
|
Includes (950) corresponding to resolutions for contractual claims that were reclassified to Other liabilities (see Note 14.a.2); and (75) corresponding to tax claims that were reclassified as Tax Charges.
|
|
(3)
|
Includes (2,098) corresponding to resolutions for contractual claims that were reclassified to Other liabilities (see Note 14.a.2); and 2,932 of reclassifications of Other liabilities (see Note 27).
|
62
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
The Group is party to a number of labor, commercial, civil, tax, criminal, environmental, customs and
administrative proceedings that, either alone or in combination with other proceedings, could, if resolved in whole or in part adversely against it, result in the imposition of material costs, sentences, fines or other losses. Whilst the Group
believes that such risks have been provisioned appropriately based on the opinions and advice of our legal advisors and in accordance with applicable accounting standards, certain loss contingencies are subject to change as new information among
others develops and results of the presented evidence are obtained. It is possible that losses resulting from such risks, if proceedings are decided in whole or in part adversely to the Group, could significantly exceed the recorded provisions.
Additionally, due to its operations, the Group is subject to various laws and regulations relating to the protection of the environment. These laws and
regulations may impose, among other things, a liability on companies for the cost of pollution clean up and environmental damages resulting from operations. Management believes that the Group’s operations are in substantial compliance with laws
and regulations currently in force relating to the protection of the environment as such laws have historically been interpreted and enforced.
However,
the Group is periodically conducting new studies to increase its knowledge concerning the environmental situation in certain geographic areas where the Group operates in Argentina, in order to establish their status, causes and necessary remediation
and, based on the aging of the environmental issue, to analyze the possible responsibility of the Argentine Government, in accordance with the contingencies assumed by the Argentine Government for which YPF has the right of indemnity for liabilities
existing as of December 31, 1990. Until these studies are completed and evaluated, the Group cannot estimate what additional costs, if any, will be required. However, it is possible that other work, including provisional remedial measures, may
be required.
14.a) Provision for litigation and contingencies
As of December 31, 2017, the Group has accrued pending lawsuits, claims and contingencies, which are probable and can be reasonably estimated. The most
significant pending lawsuits and contingencies accrued are described in the following paragraphs.
14.a.1) Liabilities and contingencies assumed by the
Argentine Government before 1990
Under YPF’s Privatization Law, the Argentine Government took over certain obligations of the predecessor company
as of December 31, 1990. In certain lawsuits related to events or acts that took place before December 31, 1990, YPF has been required to make advance payments established in certain judicial decisions. YPF has the right to be reimbursed
for these payments by the Argentine Government pursuant to the above-mentioned indemnity.
14.a.2) Claims arising from restrictions in the natural gas
market
Pursuant to Resolution No. 265/2004 of the Secretariat of Energy, the Argentine
Government created a program of useful cutbacks of natural gas exports and their associated transportation services. Such program was initially implemented by means of Regulation No. 27/2004 of the Under-Secretariat of Fuels, which was
subsequently substituted by the Program of Rationalization of Gas Exports and Use of Transportation Capacity (the “Program”) approved by Resolution No. 659/2004 of the Secretariat of Energy. Additionally, Resolution No. 752/2005
provided that industrial users and thermal generators (which according to this resolution will have to request volumes of gas directly from the producers) could also acquire the natural gas from the cutbacks on natural gas exports through the
“Permanent Additional Injection” mechanism created by this resolution. Through the Program and/or the Permanent Additional Injection, the Argentine Government requires natural gas exporting producers to deliver additional volumes to the
domestic market in order to satisfy natural gas demand of certain consumers in the Argentine market (“Additional Injection Requirements”). Such additional volumes are not contractually committed by YPF, which is thus forced to affect
natural gas exports, which execution has been conditioned. The mechanisms established by the Resolutions No. 659/2004 and 752/2005 have been adapted by Secretariat of Energy Resolution No. 599/2007, which modifies the conditions for the
imposition of the requirements, depending on whether the producers have signed the proposed agreement, ratified by such resolution, between the Secretariat of Energy and the producers.
63
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
Resolution No. 1410/2010 of the ENARGAS also approved the procedure which sets new rules for natural gas
dispatch applicable to all participants in the natural gas industry, imposing new and more severe regulations to the producers’ availability of natural gas (
Procedimiento para Solicitudes, Confirmaciones y Control de Gas
). Additionally,
the Argentine Government, through instructions made using different procedures, has ordered limitations on natural gas exports (in conjunction with the Program and the Permanent Additional Injection, named the “Export Administration”). On
January 5, 2012, the Official Gazette published Secretariat of Energy Resolution No. 172, which temporarily extends the rules and criteria established by Resolution No. 599/07, until new legislation replaces the resolution previously
mentioned. This resolution was appealed on February 17, 2012 by filing a motion for reconsideration with the Secretariat of Energy.
Because of the
resolutions mentioned before, in several occasions since 2004, YPF was forced to suspend, either totally or partially, its natural gas deliveries to some of its export clients, with whom YPF have undertaken firm commitments to deliver natural gas.
YPF has challenged the Program, the Permanent Additional Injection and the Additional Injection Requirements, established by Secretariat of Energy
Resolutions No. 599/2007 and 172/2011 and ENARGAS Resolution No. 1410/2010, as arbitrary and illegitimate, and has invoked
vis-à-vis
the relevant
clients that the Export Administration constitute a fortuitous case or force majeure event (act of authority) that releases YPF from any liability and/or penalty for the failure to deliver the contractual volumes. These clients have rejected the
force majeure argument invoked by YPF, and some of them have demanded the payment of indemnifications and/or penalties for the failure to comply with firm supply commitments, and/or reserved their rights to future claims in such respect. On
December 9, 2015, the ENARGAS rejected YPF’s challenge to Resolution No. 1410/2010. YPF did not appeal the ENARGAS resolution that dismissed the presented challenge.
Costs from contractual penalties arising from the failure to deliver natural gas up until December 31, 2017, have been provisioned to the extent that
such costs are probable and can be reasonably estimated.
|
|
•
|
|
AES Uruguaiana Empreendimentos S.A. (“AESU”) and Transportadora de Gas del Mercosur S.A. (“TGM”)
|
On June 25, 2008, AESU claimed damages in a total amount of US$ 28.1 million for natural gas “deliver or pay” penalties for cutbacks
accumulated from September 16, 2007 until June 25, 2008, and also claimed an additional amount of US$ 2.7 million for natural gas “deliver or pay” penalties for cutbacks accumulated from January 18, 2006 until
December 1, 2006. YPF has rejected both claims. On September 15, 2008, AESU notified YPF that it would no longer be complying with its obligations, alleging late payments and
non-compliance
by YPF.
YPF rejected the arguments of this notification. On December 4, 2008, YPF notified AESU that, having ceased the force majeure conditions pursuant to the contract in force; it would suspend its delivery commitments, due to repeated breaches of
AESU obligations. AESU has rejected this notification. On December 30, 2008, AESU rejected YPF’s right to suspend its natural gas deliveries. On March 20, 2009, AESU formally notified YPF of the termination of the contract. On
April 6, 2009, YPF promoted an arbitration process at the International Chamber of Commerce (“ICC”) against AESU, Companhía do Gas do Estado do Río Grande do Sul (“SULGAS”) and Transportadora de Gas del
Mercosur S.A. (“TGM”). On the same date, YPF was notified by the ICC of an arbitration process initiated by AESU and SULGAS against YPF in which they claimed, among other matters considered inadmissible by YPF, consequential loss,
AESU’s plant dismantling costs and the payment of “deliver or pay” penalties mentioned above, all of which totaled approximately US$ 1,052 million.
64
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
Additionally, YPF was notified of the arbitration process brought by TGM at the ICC, claiming from YPF the
payment of approximately US$ 10 million plus interest up to the date of effective payment, in connection with the payment of invoices related to the Transportation Gas Contract entered into in September 1998 between YPF and TGM, associated with
the aforementioned exportation of natural gas contract signed with AESU. On April 8, 2009, YPF requested that this claim be rejected and counterclaimed for the termination of the natural gas transportation contract based on its termination
rights upon the termination by AESU and SULGAS of the related natural gas export contract. In turn, YPF initiated an arbitration process at the ICC against TGM, among others. YPF received the reply to the complaint from TGM, which requested the full
rejection of YPF’s claims and filed a counterclaim against YPF asking the Arbitration Tribunal to require YPF to compensate TGM for all present and future damages suffered by TGM due to the termination of the Transportation Gas Contract and the
Memorandum of Agreement dated on October 2, 1998, through which YPF undertook to pay irrevocable
non-capital
contributions to TGM in return for the Uruguayana Project pipeline expansion, and to require
AESU and SULGAS (in the case the Arbitration Tribunal finds that the termination of the Gas Contract occurred due to the failure of AESU or SULGAS) to indemnify all damages caused by such termination to TGM jointly and severally. Additionally, on
July 10, 2009, TGM increased the amount of its claim to US$ 17 million and claimed an additional amount of approximately US$ 366 million for loss of profits, which were considered inadmissible with respect to YPF, based on the
foregoing the amendment to the complaint was answered rejecting the grounds alleged by TGM.
On April 6, 2011, the Arbitration Tribunal appointed in
the “YPF vs. AESU” arbitration decided to sustain YPF’s motion, and determined the consolidation of all the related arbitrations (“AESU vs. YPF”, “TGM vs. YPF” and “YPF vs. AESU”) in the “YPF vs.
AESU” arbitration. Consequently, AESU and TGM desisted from and abandoned their respective arbitrations, and all the matters claimed in the three proceedings are to be resolved in the “YPF vs. AESU” arbitration.
On May 24, 2013, YPF was notified of the partial award decreed by a majority in the ICC Arbitration “YPF vs. AESU and TGM” whereby YPF was
deemed responsible for the termination in 2009 of natural gas export and transportation contracts signed with AESU and TGM. Such award only decided on the responsibility of the parties, leaving the determination of the damages that could exist
subject to the subsequent proceedings before the same Tribunal. Moreover, the Tribunal rejected the admissibility of “deliver or pay” claims asserted by SULGAS and AESU for the years 2007 and 2008 for a value of US$ 28 million and for
the year 2006 for US$ 2.4 million. On May 31, 2013, YPF filed with the Arbitration Tribunal a writ of nullity, in addition to making several presentations in order to safeguard its rights, which was rejected by such court. Against the
rejection of the writ of nullity, on August 5, 2013 YPF filed an appeal with the Argentinian Ordinary Court (finally heard by the Federal Contentious Administrative Tribunal). Despite the foregoing, the Arbitration Tribunal continued as
scheduled.
On December 27, 2013, the Federal Contentious Administrative Tribunal hearing Administrative Litigation matters was moved to grant the
reconsideration motion from denial on appeal, then sustaining the appeal for procedural violations and declaring that the grant thereof will have stay effects in connection with the arbitration process.
Despite the foregoing, on January 10, 2014, YPF was served with the complaint for damages filed by AESU with the Arbitration Tribunal claiming a total
amount of US$ 815.5 million and also with the complaint for damages filed by TGM with the Arbitration Tribunal claiming a total amount of US$ 362.6 million, which were rejected by YPF.
On October 7, 2014, the Federal Court of Appeals hearing Administrative Litigation matters, besides having jurisdiction in the application of the writ of
nullity, ordered the suspension of the court calendar related to the second stage of its arbitration process until a final court decision was rendered on the writ of nullity filed by YPF against the arbitral award on adjudication of liability. On
October 8, 2014, the Arbitration Tribunal was served with notice of the decision rendered by the said Federal Court of Appeals and on October 31, 2014, the Arbitration Tribunal determined to suspend the arbitration process. In spite of the
foregoing, on April 24, 2015, the Arbitration Tribunal resumed the proceedings and invited the parties to consult with each other regarding the continuation of the arbitration and to provide joint or individual report on next steps. On
December 23, 2015, the Federal Contentious Administrative Tribunal granted the nullity request and vacated the partial arbitral award. On the same date, YPF notified the Arbitration Tribunal of the decision and requested the termination of the
arbitration proceeding. On February 3, 2016, TGM filed an extraordinary appeal against the Federal Contentious Administrative Tribunal ruling to the National Supreme Court of Justice (“CSJN”). On February 2, 2016, AESU and SULGAS
filed a nullity request against the Federal Contentious Administrative Tribunal ruling, and on February 23, 2016, the Tribunal rejected the request in limine. AESU and SULGAS filed a motion before the CSJN contesting this rejection, which was
communicated to YPF on March 31, 2016. On the same date, the Court of Appeals rejected the motion to appeal before the CSJN filed by TGM on February 2, 2016.
65
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
On April 26, 2016, Division IV of the Court denied the motion filed by AESU and SULGAS (which was
communicated to YPF on March 31, 2016) and passed a new resolution declaring the nullity and ineffectiveness of all proceedings filed by the parties until then and by the Arbitration Tribunal regarding the second stage of the arbitration, on
the basis that they lacked legal grounds. In turn, the resolution reiterates the legal order arising from Section 34, subsection 5, paragraph b, of the Argentine Civil and Commercial Code of Procedures (“CPCCN”), advising the
Arbitration Tribunal that it may not issue any resolution regarding the second stage of the arbitration, including a final award of damages, and also advising AESU, SULGAS and TGM that any of their respective acts to that end or any act of the
Arbitration Tribunal that might involve them, in violation of the above referred judgment, will be evaluated by the court in the exercise of its powers granted by the CPCCN as process manager (pursuant to section 45 and related sections). In
addition, this Division was ordered to notify the Arbitration Tribunal and the International Arbitration Secretary’s Office for the ICC, advising them that the Arbitration Tribunal is not in a position to issue an award in accordance with
applicable law.
This resolution was communicated by YPF to the Arbitration Tribunal, the parties and the ICC. On the same date but following this
notification, YPF was given notice of the arbitration damages award issued by a majority of the Arbitration Tribunal, whereby the Company was ordered to pay damages of US$185 million to AESU for the early termination of the gas export contract
in 2009 and on account of the DOP penalty, and of US$ 319 million to TGM on account of the amount of its principal invoices, irrevocable contributions and damages for the early termination of the transportation contract.
On May 2, 2016, YPF filed a writ of nullity with the ICC and the Arbitration Tribunal contesting the arbitration award. On the same date, it also filed a
writ of nullity and, in the event the writ of nullity were not accepted, a complaint, before Division IV of the Federal Contentious Administrative Tribunal.
As a result of the legal and commercial complexities of the dispute between YPF, AESU and SULGAS, as well as the existence of litigation rights in different
jurisdictions around the world (including the Republic of Argentina, the Republic of Uruguay and the United States of America), on December 30, 2016, these companies executed an agreement under which YPF undertook to pay a total of
US$60 million for which, without admitting facts or rights, they waived all claims that as of the date they had or could reciprocally have, with the exception, in the case of YPF, of the nullity remedies filed against the arbitral awards that
remain in effect. The payment was made on January 10, 2017.
Moreover, on December 4, 2017, YPF entered into a settlement agreement with TGM
terminating all existing claims between the parties, under which YPF agreed to pay TGM the sum of US$ 114 million in compensation as total and final payment of all the arbitration and legal actions of TGM (US$ 107 million in an initial
payment on January 2, 2018 and the balance of US$ 7 million in 7 annual installments of US$ 1 million each, the first one maturing on February 1, 2018 and the rest on the same date of the following years). In addition, YPF
committed to pay TGM the sum of US$ 13 million (in 7 annual installments of US$ 1.86 million each, with the same maturity date as the compensation balance) as payment on account of an interruptible exportation transport contract to be
entered into by the parties and effective until 2027). This settlement agreement implied the withdrawal of the proceedings brought by YPF to obtain the declaration of the annulment of the Final Award of Damages and of the resources filed by TGM to
obtain the revocation of the ruling of Division IV of the Federal Contentious Administrative Court of Appeals, which ordered the annulment of the Responsibility Award. Both the initial payment for US$ 107 million and the first installments for
US$ 1 million and US$ 1.86 million were made on the stipulated dates.
|
|
•
|
|
Transportadora de Gas del Norte S.A. (“TGN”)
|
On April 8, 2009, YPF filed a complaint
against TGN with ENARGAS, seeking the termination of the natural gas transportation contract with TGN in connection with the natural gas export contract entered into with AESU and other parties. The termination of the contract with that company is
based on: (a) the impossibility of YPF to receive the service and of TGN to render the transportation service, due to (i) the termination of the natural gas contract with SULGAS and AESU and (ii) the legal impossibility of assigning
the transportation contract to other shippers because of the regulations in effect, (b) the legal impossibility of TGN to render the transportation service on a firm basis because of certain changes in law in effect since 2004, and (c) the
“Teoría de la Imprevisión” available under Argentine law, when extraordinary events render a party’s obligations excessively burdensome. As of the date of these financial statements, this complaint has not been resolved.
66
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
On March 12, 2010, YPF was notified of a complaint filed by TGN demanding compliance with the contract
and payment of unpaid invoices from February 20, 2007 until December 15, 2010 for a total of US$ 64 million.
Additionally, TGN notified
YPF of the rescission of its transportation contract because of YPF’s alleged failure to pay its transportation invoices. YPF has responded to these claims, rejecting them based on the legal impossibility of TGN to render the transportation
service and in the termination of the transportation contract determined by YPF and formalized with a complaint initiated before ENARGAS.
On the trial
for the collection of bills, on September 2011, YPF was notified of the resolution of the Court of Appeals rejecting YPF’s claims and declaring that ENARGAS is not the appropriate forum to decide on the matter and giving jurisdiction to the
Civil and Commercial Federal courts to decide on the claim for the payment of unpaid invoices mentioned above.
On September 21, 2016, evidence was
submitted and the case was opened.
On April 3, 2013, YPF was notified of the complaint for damages brought by TGN, whereby TGN demanded the amount
of US$ 142 million from YPF, plus interest and legal fees for the termination of the transportation contract. On May 31, 2013, YPF responded to the claim, requesting the dismissal thereof. On April 3, 2014, the evidence production
period commenced for a
40-day
lapse, and the court notified the parties that they would submit a copy of evidence offered by them to create an exhibit binder. YPF submitted its plea on June 21, 2017,
after the closing of the evidentiary period.
After both parties’ pleas were submitted, the Lower Court decided it would defer its final judgment
until after deciding on the claim brought by TGN to litigate in forma pauperis. TGN appealed through separate complaints, which were dismissed by the Court of Appeals in November 2017. As of the date of issuance of these consolidated financial
statements, TGN’s claim is still pending.
Taking into account the information available to date, the estimated time remaining until the completion
of the process and the results of additional evidence presented in the continuation of the litigation, YPF has provisioned its best estimate with respect to the value of these claims.
|
|
•
|
|
Nación Fideicomisos S.A. (“NAFISA”)
|
NAFISA initiated a claim against YPF in relation
to payments of applicable fees to Fideicomiso Gas I and Fideicomiso Gas II, respectively, for natural gas transportation services to Uruguaiana corresponding to the transportation invoices claimed by TGN. A mediation hearing finished without
resulting in an agreement, concluding the
pre-trial
stage. Additionally, on January 12, 2012 and following a mediation process that ended without any agreement, NAFISA filed a complaint against YPF, under
article 66 of Law No. 24,076, before ENARGAS, claiming the payment of certain transportation charges in an approximate amount of 339. On February 8, 2012, YPF answered the claim raising ENARGAS’ lack of jurisdiction, referring to the
connection with the “TGN vs. YPF” trial, the consolidation in the “TGN vs. YPF” trial and rejecting the claim based on the theory of legal impossibility of TGN to provide the transportation services. On the same date, a similar
order of consolidation was also submitted in the “TGN vs. YPF” trial. On April 12, 2012, ENARGAS resolved in favor of NAFISA. On May 12, 2012, YPF filed an appeal against such resolution to the National Court of Appeals in the
Federal Contentious Administrative. On November 11, 2013, the court dismissed the direct appeal filed by YPF. In turn, on November 19, 2013, YPF submitted an ordinary appeal before the CSJN and on November 27, an extraordinary appeal
was lodged before the CSJN. The ordinary appeal was granted and YPF timely filed the grounds of such appeal. On September 29, 2015, the CSJN upheld YPF’s appeal and reversed the resolution issued by the Federal Contentious Administrative
Court – Division IV – because ENARGAS lacks legal capacity to participate in these proceedings, as the parties are not subject to the Gas Law. The administrative instance for this case has been concluded, following the exhaustion of the
administrative proceedings before ENARGAS. NAFISA has failed to file a complaint in court to date.
YPF has provisioned its best estimate with respect to
the claim mentioned above.
67
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
14.a.3) Claims within the jurisdiction of the National Antitrust Protection Board CNDC
The Users and Consumers Association claimed (originally against Repsol YPF S.A. before extending its claim to YPF) the reimbursement of the overprice allegedly
charged to bottled LPG consumers between 1993 and 1997 and 1997 to 2001. In the response to the claim, YPF requested the application of the statute of limitations since at the date of the extension of the claim, the
two-year
limit had already elapsed.
On December 28, 2015, the lower court rendered judgment admitting the
claim seeking compensation for the term between 1993 and 1997 filed by the Users and Consumers Association against YPF and ordered the Company to transfer the amount of 98 plus interest (to be estimated by the expert witness in the settlement
period) to the Secretariat of Energy, to be allocated to the trust fund created by Law No. 26,020.
The judgment dismissed the claim for the items
corresponding to the period between 1997 and 2001, considering the dominant position of YPF in the domestic bulk LPG market had not been sufficiently proved. The Company appealed the decision of the lower court.
Furthermore, the judgment dismissed the complaint against Repsol S.A., as Repsol YPF S.A. had no equity interest in YPF, nor any other kind of relation with
YPF from 1993 to 1997, the period in which the plaintiffs claim YPF abused its dominant position.
The Company appealed the judgment, which was admitted
with staying effect. The Users and Consumers Association also appealed the judgment and both parties filed their respective appellate briefs.
On
December 7, 2017, the Company was served with notice of the judgment of the Court of Appeals whereby: (i) confirming the claims for compensation for the 1993 to 1997 period; (ii) extending the claim of Users and Consumers Association
for the period 1997 to December 1999 for the item “equity transfer of consumers to producers for the higher cost of liquefied petroleum gas”, postponing the liquidation of the item for the execution stage of the judgment (the Court of
Appeals did not set this amount); and (iii) partially granting the appeal filed by the defendant with respect to the item “damage caused by lower or different energy consumption due to the higher cost of Liquefied Petroleum Gas”. The
Company has analyzed the economic impact of the judgment of the Court of Appeals, which by extending the item of paragraph (i) above for the period 1997-1999, would increase the duly estimated amount. It should be noted that the ruling
confirmed by the Court of Appeals does not order YPF to pay the claimant the ultimately settled amount, but rather to transfer such funds to the National Secretariat of Energy for the funds to be allocated to a trust fund created by Law
No. 26,020, for purposes of the expansion of the natural gas network in areas with lower resources according to the criteria established by the enforcement authority. The enforcement authority, within six months from the settlement of the
judgment amount, must present the corresponding feasibility studies (Dec. 470/15) together with a work plan, which must begin within six months from the presentation of the feasibility studies. Finally, the Company has filed an extraordinary appeal
against the judgment of the Court of Appeals.
The Company has provisioned its best estimate for the aforementioned claim.
14.a.4) Environmental claims:
In relation with the operation of the refinery that YPF has in La Plata, there are certain
claims for compensation of individual damages purportedly caused by the operation of the La Plata refinery and the environmental remediation of the channels adjacent to the mentioned refinery. During 2006, YPF submitted a presentation before the
Environmental Secretariat of the Province of Buenos Aires, which put forward for consideration the performance of a study for the characterization of environmental associated risks. As previously mentioned, YPF has the right to indemnity for events
and claims prior to January 1, 1991, according to Law No. 24,145 and Decree No. 546/1993. Besides, there are certain claims that could result in the requirement to make additional investments connected with the operations of La Plata
refinery.
68
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
On January 25, 2011, YPF entered into an agreement with the environmental agency of the Government of
the Province of Buenos Aires (
Organismo Provincial para el Desarrollo Sostenible
, or “OPDS”), within the scope of the Remediation, Liability and Environmental Risk Control Program, created by Resolution No. 88/2010 of the OPDS.
Pursuant to the agreement, the parties agreed to jointly perform an eight-year work program in the channels adjacent to the La Plata refinery, including characterization and risk assessment studies of the sediments. The agreement provides that, in
the case that a required remediation action is identified because of the risk assessment studies, the different alternatives and available techniques will be considered, as well as the steps needed for the implementation. Dating studies will also be
performed pursuant to the agreement, in order to determine responsibilities of the Argentine Government in accordance with its obligation to hold YPF harmless in accordance with the article 9 of Law No. 24,145 of the Privatization of YPF. In
this context, YPF, with the agreement of OPDS, has carried out several studies and characterizations through specialized consultants whose progress has been notified to the provincial body.
In addition to the above, there are other similar claims made by neighbors of the same locale, alleging environmental and other associated damages.
The estimate of the claims for damages discussed above and the cost of the remediation actions, if required, are recorded in those situations where the loss
is probable and can be reasonably estimated.
The plaintiffs who allege to be residents of Quilmes, Province of Buenos Aires, have filed a
lawsuit in which they have requested remediation of environmental damages and also the payment as compensation for alleged personal damages. They base their claim mainly on a fuel leak in the pipeline running from La Plata to Dock Sud, currently
operated by YPF, which occurred in 1988 as a result of an unlawful act that caused the rupture of the polyduct, when YPF was a state-owned company. Fuel would have emerged and become perceptible on November 2002, which resulted in remediation works
that are being performed by the Company in the affected area, supervised by the environmental authority of the Province of Buenos Aires. The Argentine Government has denied any responsibility to indemnify YPF for this matter, and the Company has
sued the Argentine Government to obtain a declaration of invalidity of such decision. The suit is still pending.
In addition to the above, YPF was
notified of a similar environmental claim made by residents of the same locale, for damages. Such complaint has been answered in due course. At present, the case is undergoing the evidentiary stage.
Considering the information available as of the date hereof, the estimated time remaining until the completion of the litigation proceedings and the results
of additional evidence presented in the litigation proceedings, the Company has provisioned its best estimate with respect to the value of the claims.
|
|
•
|
|
Other environmental claims
|
In addition to claims discussed above, the Group has other legal claims
against it based on similar arguments. In addition,
non-judicial
claims have been initiated against YPF based on similar arguments. In all these cases, considering the information available to date, the
estimated time remaining until the end of the proceedings, and the results of the additional evidence presented during the continuation of the litigation, the Group has provisioned its best estimate for the objective value of the claims.
14.a.5) Tax claims
The Group has received a number of
complaints from the Federal Administration of Public Income AFIP and the provincial and municipal tax authorities that are not individually significant, and for which the corresponding provision has been granted, based on the best estimate according
to the information available as of the date of the issuance of these consolidated financial statements.
69
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
14. PROVISIONS (Cont.)
14.a.6) Other pending litigation
During the normal course of its business dealings, the Group has been sued in numerous legal proceedings in labor, civil and commercial courts. The management
of the Company, in consultation with its outside counsel, has established a provision considering the best estimate for these purposes, based on the information available as of the date of issuance of these consolidated financial statements,
including legal fees and expenses.
14.b) Provision for environmental expenses and obligations for the abandonment of hydrocarbon wells
Based on the Group’s current remediation plan, the Group has accrued environmental remediation costs where assessments and/or remedies are probable and
can reasonably be estimated.
15. INCOME TAX
The calculation of the income tax expense accrued for the years ended December 31, 2017, 2016 and 2015 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Current income tax
|
|
|
(605
|
)
|
|
|
(734
|
)
|
|
|
517
|
|
|
Deferred income tax
|
|
|
4,574
|
|
|
|
2,159
|
|
|
|
(25,154
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,969
|
|
|
|
1,425
|
|
|
|
(24,637
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The reconciliation between the charge to income for income tax for the years ended December 31, 2017, 2016 and 2015 and
the one that would result from applying the prevailing tax rate on net income before income tax arising from the consolidated statements of comprehensive income for each year is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Net income before income tax
|
|
|
8,703
|
|
|
|
(29,804
|
)
|
|
|
29,063
|
|
|
Statutory tax rate
|
|
|
35
|
%
|
|
|
35
|
%
|
|
|
35
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Statutory tax rate applied to net income before income tax
|
|
|
(3,046
|
)
|
|
|
10,431
|
|
|
|
(10,172
|
)
|
|
Effect of the valuation of property, plant and equipment and intangible assets measured in
functional currency
|
|
|
(18,185
|
)
|
|
|
(19,543
|
)
|
|
|
(31,200
|
)
|
|
Exchange differences
|
|
|
12,318
|
|
|
|
12,237
|
|
|
|
19,164
|
|
|
Effect of the valuation of inventories
|
|
|
(1,558
|
)
|
|
|
(1,819
|
)
|
|
|
(2,412
|
)
|
|
Income on investments in associates and joint ventures
|
|
|
500
|
|
|
|
206
|
|
|
|
111
|
|
|
Effect by change of tax rate
(1)
|
|
|
13,892
|
|
|
|
—
|
|
|
|
—
|
|
|
Miscellaneous
|
|
|
48
|
|
|
|
(87
|
)
|
|
|
(128
|
)
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
3,969
|
|
|
|
1,425
|
|
|
|
(24,637
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Contemplates the recovery of the deferred income tax decrease. See Notes 2.b.15 and 30.l.
|
|
(2)
|
Includes 301 of tax loss carryforwards originated during previous years
|
Breakdown of deferred tax as of
December 31, 2017, 2016 and 2015 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Deferred tax assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provisions and other
non-deductible
liabilities
|
|
|
1,861
|
|
|
|
3,607
|
|
|
|
3,093
|
|
|
Tax losses carryforward and other tax credits
|
|
|
6,484
|
|
|
|
3,837
|
|
|
|
3,236
|
|
|
Miscellaneous
|
|
|
99
|
|
|
|
82
|
|
|
|
83
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deferred tax assets
|
|
|
8,444
|
|
|
|
7,526
|
|
|
|
6,412
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment
|
|
|
(43,931
|
)
|
|
|
(45,579
|
)
|
|
|
(45,393
|
)
|
|
Miscellaneous
|
|
|
(1,570
|
)
|
|
|
(3,848
|
)
|
|
|
(4,877
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deferred tax liabilities
|
|
|
(45,501
|
)
|
|
|
(49,427
|
)
|
|
|
(50,270
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net deferred tax
|
|
|
(37,057
|
)
|
|
|
(41,901
|
)
|
|
|
(43,858
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
70
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
15. INCOME TAX (Cont.)
For fiscal year ended December 31, 2017, the Group estimated a tax loss carryforward of 8,776.Deferred
income tax assets are recognized for tax loss carryforwards to the extent their setoff through future taxable profits is probable. Tax loss carryforwards in Argentina expire within 5 years.
In order to fully realize the deferred income tax asset, the Group will need to generate taxable income. Based upon the level of historical taxable income and
projections for future over the years in which the deferred income tax are deductible, Management of the Company believes that as of December 31, 2017 it is probable that the Group will realize all of the deferred income tax assets.
As of December 31, 2017, Group’s tax loss carryforwards at the expected recovery rate were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date of generation
|
|
Date of expiration
|
|
|
Jurisdiction
|
|
|
Amount
|
|
|
2013
|
|
|
2018
|
|
|
|
Argentina
|
|
|
|
65
|
|
|
2014
|
|
|
2019
|
|
|
|
Argentina
|
|
|
|
306
|
|
|
2015
|
|
|
2020
|
|
|
|
Argentina
|
|
|
|
2,698
|
|
|
2016
|
|
|
2021
|
|
|
|
Argentina
|
|
|
|
782
|
|
|
2017
|
|
|
2022
|
|
|
|
Argentina
|
|
|
|
2,633
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,484
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following deferred tax assets have not been recorded since they do not meet the registration criteria under IFRS:
|
|
•
|
|
As of December 31, 2017, there are no recorded significant deferred tax assets.
|
|
|
•
|
|
As of December 31, 2016, the Group did not record 1,138, corresponding to tax loss carry forwards from subsidiaries, 1,090 of which matured from 2017 onwards and 48 of which had indeterminate maturity.
|
|
|
•
|
|
As of December 31, 2015, the Group did not record 4,373, 2,041 of which corresponded to
non-recoverable
taxable temporary differences and 2,332 of which corresponded to tax
loss carry forwards from subsidiaries.
|
As of December 31, 2017, 2016, and 2015, the Group has classified as deferred tax assets for
588, 564, and 954, respectively, and as deferred tax liability 37,645, 42,465, and 44,812, respectively, all of which arise from the net deferred tax balances of each of the separate companies included in these consolidated financial statements.
As of December 31, 2017, 2016, and 2015, the causes that generate allocations to other comprehensive income, did not create temporary differences
for income tax.
71
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
16. LOANS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Interest rate
(1)
|
|
|
Maturity
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Argentine pesos
:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Negotiable obligations
|
|
|
16.50
|
%
|
|
|
—
|
|
|
|
28.57
|
%
|
|
|
2018-2024
|
|
|
|
29,640
|
(7)
|
|
|
5,753
|
(7)
|
|
|
29,194
|
(7)
|
|
|
4,400
|
(7)
|
|
|
19,280
|
|
|
|
2,050
|
|
|
Loans
(3)
|
|
|
20.00
|
%
|
|
|
—
|
|
|
|
26.41
|
%
|
|
|
2018-2020
|
|
|
|
728
|
|
|
|
2,794
|
|
|
|
2,416
|
|
|
|
1,459
|
|
|
|
1,224
|
|
|
|
792
|
|
|
Account overdraft
|
|
|
29.50
|
%
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
|
|
—
|
|
|
|
10
|
|
|
|
—
|
|
|
|
4,037
|
(5)
|
|
|
—
|
|
|
|
4,737
|
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30,368
|
|
|
|
8,557
|
|
|
|
31,610
|
|
|
|
9,896
|
|
|
|
20,504
|
|
|
|
7,579
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currencies other than the Argentine peso
:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Negotiable obligations
(2)(4) (6)
|
|
|
3.50
|
%
|
|
|
—
|
|
|
|
10.00
|
%
|
|
|
2018-2047
|
|
|
|
114,686
|
|
|
|
15,075
|
|
|
|
86,116
|
|
|
|
4,360
|
|
|
|
52,651
|
|
|
|
9,981
|
|
|
Export
pre-financing
|
|
|
1.50
|
%
|
|
|
—
|
|
|
|
8.22
|
%
|
|
|
2018-2019
|
|
|
|
383
|
|
|
|
6,521
|
|
|
|
1,908
|
|
|
|
6,491
|
|
|
|
1,039
|
|
|
|
3,680
|
|
|
Imports financing
|
|
|
1.60
|
%
|
|
|
—
|
|
|
|
3.26
|
%
|
|
|
2018
|
|
|
|
—
|
|
|
|
4,595
|
|
|
|
—
|
|
|
|
2,439
|
|
|
|
—
|
|
|
|
4,736
|
|
|
Loans
(6)
|
|
|
1.80
|
%
|
|
|
—
|
|
|
|
6.13
|
%
|
|
|
2018-2021
|
|
|
|
6,290
|
|
|
|
4,588
|
|
|
|
7,934
|
|
|
|
3,591
|
|
|
|
3,740
|
|
|
|
1,841
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
121,359
|
|
|
|
30,779
|
|
|
|
95,958
|
|
|
|
16,881
|
|
|
|
57,430
|
|
|
|
20,238
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
151,727
|
|
|
|
39,336
|
|
|
|
127,568
|
|
|
|
26,777
|
|
|
|
77,934
|
|
|
|
27,817
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Annual interest rate in force as of December 31, 2017.
|
|
(2)
|
Disclosed net of 309, 672, 1,349 corresponding to YPF’s own negotiable obligations repurchased through open market transactions, as of December 31, 2017, 2016, and 2015, respectively.
|
|
(3)
|
Includes loans granted by Banco Nación Argentina. As of December 31, 2017, it includes 2,500, 1,500 of which accrues variable interest at a BADLAR plus a margin of 3.5 points and 1,000 at a fixed rate of
20%. As of December 31, 2016, it includes 2,105; 105 of which accrues interest at a BADLAR variable rate plus a spread of 4 percentage points and 2,000 of which accrues interest at a BADLAR variable rate plus a spread of 3.5 percentage points.
As of December 31, 2015, it includes 460, 210 of which accrues interest at a fixed rate of 15% until December 2015 and then at a variable BADLAR rate plus a margin of 4 percentage points and 250 of which accrues interest at a variable BADLAR
rate plus a spread of 4 percentage points with a maximum lending rate of the general portfolio of Banco Nación Argentina. See Note 31.
|
|
(4)
|
Includes 1,528, 3,253, and 9,970 as of December 31, 2017, 2016, and 2015, respectively, of nominal value of negotiable obligations that will be canceled in pesos at the applicable exchange rate in accordance with
the terms of the series issued.
|
|
(5)
|
Includes 1,440 and 1,926 corresponding to overdrafts granted by Banco Nación Argentina as of December 31, 2016 and 2015, respectively. See Note 31.
|
|
(6)
|
Includes 492, 4,960, and 2,575 corresponding to financial loans and negotiable obligations secured by cash flows as of December 31, 2017, 2016, and 2015, respectively.
|
|
(7)
|
Includes 15,850 and 11,248 as of December 31, 2017 and 2016, respectively, of nominal value of NO that will be canceled in dollars at the applicable exchange rate according to the conditions of the issued series.
|
The breakdown of the Group’s borrowings as of the year ended on December 31, 2017, 2016 and 2015 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Balance at beginning of the year
|
|
|
154,345
|
|
|
|
105,751
|
|
|
|
49,305
|
|
|
Proceed from loans
|
|
|
54,719
|
|
|
|
101,322
|
|
|
|
55,158
|
|
|
Payments of loans
|
|
|
(36,346
|
)
|
|
|
(73,286
|
)
|
|
|
(24,090
|
)
|
|
Payments of interest
|
|
|
(17,912
|
)
|
|
|
(16,330
|
)
|
|
|
(6,780
|
)
|
|
Accrued interest
(1)
|
|
|
17,995
|
|
|
|
16,623
|
|
|
|
8,342
|
|
|
Net exchange differences and translation
|
|
|
21,465
|
|
|
|
20,265
|
|
|
|
26,189
|
|
|
Reclassifications and other movements
|
|
|
(3,203
|
)
(2)
|
|
|
—
|
|
|
|
(2,373
|
)
(3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at the end of the year
|
|
|
191,063
|
|
|
|
154,345
|
|
|
|
105,751
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes capitalized financial costs. See Note 8.
|
|
(2)
|
Includes 3,130 of loans reclassified to the item “Liabilities associated with assets held for disposal”. See Note 3.
|
|
(3)
|
Corresponds to settlement of loans by agreement “El Orejano”. See Note 29.b).
|
On April 28,
2017, the General and Extraordinary Shareholders’ Meeting approved an extension in the effective term of the Global Medium Term Notes (“MTN”) Program of the Company for a term of 5 years.
The maximum nominal amount at any time outstanding of the Program of US$ 10,000 million or its equivalent in other currencies.
72
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
16. LOANS (Cont.)
Details regarding the Negotiable Obligations of the Group are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Month
|
|
Year
|
|
|
Principal
value
|
|
|
Ref.
|
|
|
Class
|
|
Interest rate
(3)
|
|
|
Principal
Maturity
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
YPF
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
1998
|
|
|
US$
|
15
|
|
|
|
(1) (6)
|
|
|
—
|
|
Fixed
|
|
|
10.00
|
%
|
|
|
2028
|
|
|
|
276
|
|
|
|
5
|
|
|
|
63
|
|
|
|
4
|
|
|
|
49
|
|
|
|
3
|
|
|
October and December
|
|
|
2012
|
|
|
US$
|
552
|
|
|
|
(2) (4) (5) (6) (7)
|
|
|
Class X
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
7,258
|
|
|
November and December
|
|
|
2012
|
|
|
$
|
2,110
|
|
|
|
(2) (4) (6) (7)
|
|
|
Class XI
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
260
|
|
|
|
1,055
|
|
|
|
1,129
|
|
|
December and March
|
|
|
2012/3
|
|
|
$
|
2,828
|
|
|
|
(2) (4) (6) (7)
|
|
|
Class XIII
|
|
BADLAR plus 4.75%
|
|
|
26.77
|
%
|
|
|
2018
|
|
|
|
—
|
|
|
|
1,427
|
|
|
|
1,414
|
|
|
|
1,439
|
|
|
|
2,828
|
|
|
|
25
|
|
|
April
|
|
|
2013
|
|
|
$
|
2,250
|
|
|
|
(2) (4) (6) (7)
|
|
|
Class XVII
|
|
BADLAR plus 2.25%
|
|
|
24.82
|
%
|
|
|
2020
|
|
|
|
2,250
|
|
|
|
96
|
|
|
|
2,250
|
|
|
|
101
|
|
|
|
2,250
|
|
|
|
91
|
|
|
April
|
|
|
2013
|
|
|
US$
|
89
|
|
|
|
(2) (5) (6)
|
|
|
Class XIX
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,413
|
|
|
|
1,156
|
|
|
|
3
|
|
|
June
|
|
|
2013
|
|
|
$
|
1,265
|
|
|
|
(2) (4) (6)
|
|
|
Class XX
|
|
BADLAR plus 2.25%
|
|
|
24.20
|
%
|
|
|
2020
|
|
|
|
1,265
|
|
|
|
12
|
|
|
|
1,265
|
|
|
|
12
|
|
|
|
1,265
|
|
|
|
12
|
|
|
July
|
|
|
2013
|
|
|
US$
|
92
|
|
|
|
(2) (5) (6)
|
|
|
Class XXII
|
|
Fixed
|
|
|
3.50
|
%
|
|
|
2020
|
|
|
|
451
|
|
|
|
230
|
|
|
|
576
|
|
|
|
197
|
|
|
|
630
|
|
|
|
162
|
|
|
October
|
|
|
2013
|
|
|
US$
|
150
|
|
|
|
(2) (6)
|
|
|
Class XXIV
|
|
Libor plus 7.50%
|
|
|
8.92
|
%
|
|
|
2018
|
|
|
|
—
|
|
|
|
498
|
|
|
|
419
|
|
|
|
570
|
|
|
|
802
|
|
|
|
471
|
|
|
December, April, February and December
|
|
|
2013/4/5
|
|
|
US$
|
862
|
|
|
|
(2) (6)
|
|
|
Class XXVI
|
|
Fixed
|
|
|
8.88
|
%
|
|
|
2018
|
|
|
|
—
|
|
|
|
8,422
|
|
|
|
13,410
|
|
|
|
40
|
|
|
|
11,057
|
|
|
|
33
|
|
|
April, February and October
|
|
|
2014/5/6
|
|
|
US$
|
1,522
|
|
|
|
(2) (4) (6)
|
|
|
Class XXVIII
|
|
Fixed
|
|
|
8.75
|
%
|
|
|
2024
|
|
|
|
28,311
|
|
|
|
599
|
|
|
|
24,111
|
|
|
|
509
|
|
|
|
17,212
|
|
|
|
364
|
|
|
March
|
|
|
2014
|
|
|
$
|
500
|
|
|
|
(2) (6) (7)
|
|
|
Class XXIX
|
|
BADLAR
|
|
|
21.74
|
%
|
|
|
2020
|
|
|
|
350
|
|
|
|
158
|
|
|
|
500
|
|
|
|
8
|
|
|
|
500
|
|
|
|
7
|
|
|
June
|
|
|
2014
|
|
|
$
|
465
|
|
|
|
(2) (6)
|
|
|
Class XXXII
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
157
|
|
|
June
|
|
|
2014
|
|
|
US$
|
66
|
|
|
|
(2) (5) (6)
|
|
|
Class XXXIII
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
350
|
|
|
|
287
|
|
|
|
574
|
|
|
September
|
|
|
2014
|
|
|
$
|
1,000
|
|
|
|
(2) (6) (7)
|
|
|
Class XXXIV
|
|
BADLAR plus 0.1%
|
|
|
20.08
|
%
|
|
|
2024
|
|
|
|
1,000
|
|
|
|
54
|
|
|
|
1,000
|
|
|
|
76
|
|
|
|
1,000
|
|
|
|
56
|
|
|
September
|
|
|
2014
|
|
|
$
|
750
|
|
|
|
(2) (4) (6)
|
|
|
Class XXXV
|
|
BADLAR plus 3.5%
|
|
|
23.48
|
%
|
|
|
2019
|
|
|
|
500
|
|
|
|
298
|
|
|
|
750
|
|
|
|
64
|
|
|
|
750
|
|
|
|
49
|
|
|
February
|
|
|
2015
|
|
|
$
|
950
|
|
|
|
(2) (6) (7)
|
|
|
Class XXXVI
|
|
BADLAR plus 4.74%
|
|
|
24.47
|
%
|
|
|
2020
|
|
|
|
950
|
|
|
|
92
|
|
|
|
950
|
|
|
|
126
|
|
|
|
950
|
|
|
|
95
|
|
|
February
|
|
|
2015
|
|
|
$
|
250
|
|
|
|
(2) (6)
|
|
|
Class XXXVII
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
260
|
|
|
|
250
|
|
|
|
9
|
|
|
April
|
|
|
2015
|
|
|
$
|
935
|
|
|
|
(2) (4) (6)
|
|
|
Class XXXVIII
|
|
BADLAR plus 4.75%
|
|
|
24.89
|
%
|
|
|
2020
|
|
|
|
626
|
|
|
|
362
|
|
|
|
935
|
|
|
|
69
|
|
|
|
935
|
|
|
|
55
|
|
|
April
|
|
|
2015
|
|
|
US$
|
1,500
|
|
|
|
(2) (6)
|
|
|
Class XXXIX
|
|
Fixed
|
|
|
8.50
|
%
|
|
|
2025
|
|
|
|
27,731
|
|
|
|
1,002
|
|
|
|
23,617
|
|
|
|
853
|
|
|
|
19,369
|
|
|
|
1,111
|
|
|
July
|
|
|
2015
|
|
|
$
|
500
|
|
|
|
(2) (6)
|
|
|
Class XL
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
529
|
|
|
|
500
|
|
|
|
26
|
|
|
September
|
|
|
2015
|
|
|
$
|
1,900
|
|
|
|
(2) (6) (7)
|
|
|
Class XLI
|
|
BADLAR
|
|
|
19.98
|
%
|
|
|
2020
|
|
|
|
1,267
|
|
|
|
736
|
|
|
|
1,900
|
|
|
|
145
|
|
|
|
1,900
|
|
|
|
112
|
|
|
September and December
|
|
|
2015
|
|
|
$
|
1,697
|
|
|
|
(2) (4) (6)
|
|
|
Class XLII
|
|
BADLAR plus 4%
|
|
|
23.98
|
%
|
|
|
2020
|
|
|
|
1,697
|
|
|
|
110
|
|
|
|
1,697
|
|
|
|
148
|
|
|
|
1,697
|
|
|
|
119
|
|
|
October
|
|
|
2015
|
|
|
$
|
2,000
|
|
|
|
(2) (6) (7)
|
|
|
Class XLIII
|
|
BADLAR
|
|
|
20.30
|
%
|
|
|
2023
|
|
|
|
2,000
|
|
|
|
80
|
|
|
|
2,000
|
|
|
|
106
|
|
|
|
2,000
|
|
|
|
83
|
|
|
December
|
|
|
2015
|
|
|
$
|
1,400
|
|
|
|
(2) (6)
|
|
|
Class XLIV
|
|
BADLAR plus 4.75%
|
|
|
26.53
|
%
|
|
|
2018
|
|
|
|
—
|
|
|
|
1,422
|
|
|
|
1,400
|
|
|
|
23
|
|
|
|
1,400
|
|
|
|
25
|
|
|
March
|
|
|
2016
|
|
|
$
|
150
|
|
|
|
(2) (6)
|
|
|
Class XLV
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
153
|
|
|
|
—
|
|
|
|
—
|
|
|
March
|
|
|
2016
|
|
|
$
|
1,350
|
|
|
|
(2) (4) (6)
|
|
|
Class XLVI
|
|
BADLAR plus 6%
|
|
|
25.83
|
%
|
|
|
2021
|
|
|
|
1,350
|
|
|
|
114
|
|
|
|
1,350
|
|
|
|
152
|
|
|
|
—
|
|
|
|
—
|
|
|
March
|
|
|
2016
|
|
|
US$
|
1,000
|
|
|
|
(2) (6)
|
|
|
Class XLVII
|
|
Fixed
|
|
|
8.50
|
%
|
|
|
2021
|
|
|
|
18,599
|
|
|
|
430
|
|
|
|
15,840
|
|
|
|
367
|
|
|
|
—
|
|
|
|
—
|
|
|
April
|
|
|
2016
|
|
|
US$
|
46
|
|
|
|
(2) (5) (6)
|
|
|
Class XLVIII
|
|
Fixed
|
|
|
8.25
|
%
|
|
|
2020
|
|
|
|
852
|
|
|
|
14
|
|
|
|
726
|
|
|
|
12
|
|
|
|
—
|
|
|
|
—
|
|
|
Abril
|
|
|
2016
|
|
|
$
|
535
|
|
|
|
(2)
|
|
|
Class XLlX
|
|
BADLAR plus 6%
|
|
|
28.57
|
%
|
|
|
2020
|
|
|
|
535
|
|
|
|
31
|
|
|
|
535
|
|
|
|
33
|
|
|
|
—
|
|
|
|
—
|
|
|
July
|
|
|
2016
|
|
|
$
|
11,248
|
|
|
|
(2) (6) (8)
|
|
|
Class L
|
|
BADLAR plus 4%
|
|
|
25.46
|
%
|
|
|
2020
|
|
|
|
11,248
|
|
|
|
651
|
|
|
|
11,248
|
|
|
|
696
|
|
|
|
—
|
|
|
|
—
|
|
|
September
|
|
|
2016
|
|
|
CHF
|
300
|
|
|
|
(2)
|
|
|
Class Ll
|
|
Fixed
|
|
|
3.75
|
%
|
|
|
2019
|
|
|
|
5,731
|
|
|
|
54
|
|
|
|
4,673
|
|
|
|
45
|
|
|
|
—
|
|
|
|
—
|
|
|
May
|
|
|
2017
|
|
|
$
|
4,602
|
|
|
|
(2) (6) (8)
|
|
|
Clase LlI
|
|
Fixed
|
|
|
16.50
|
%
|
|
|
2022
|
|
|
|
4,602
|
|
|
|
110
|
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
|
—
|
|
|
July and December
|
|
|
2017
|
|
|
US$
|
1,000
|
|
|
|
(2)
|
|
|
Clase LlII
|
|
Fixed
|
|
|
6.95
|
%
|
|
|
2027
|
|
|
|
18,889
|
|
|
|
445
|
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
|
—
|
|
|
December
|
|
|
2017
|
|
|
US$
|
750
|
|
|
|
(2)
|
|
|
Clase LlV
|
|
Fixed
|
|
|
7.00
|
%
|
|
|
2047
|
|
|
|
13,846
|
|
|
|
44
|
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
|
—
|
|
|
Metrogas
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January
|
|
|
2013
|
|
|
US$
|
177
|
|
|
|
|
|
|
Series
A-L
|
|
Fixed
|
|
|
8.88
|
%
|
|
|
2018
|
|
|
|
—
|
|
|
|
3,076
|
|
|
|
2,461
|
|
|
|
—
|
|
|
|
1,906
|
|
|
|
2
|
|
|
January
|
|
|
2013
|
|
|
US$
|
18
|
|
|
|
|
|
|
Series
A-U
|
|
Fixed
|
|
|
8.88
|
%
|
|
|
2018
|
|
|
|
—
|
|
|
|
256
|
|
|
|
220
|
|
|
|
—
|
|
|
|
183
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
144,326
|
|
|
|
20,828
|
|
|
|
115,310
|
|
|
|
8,760
|
|
|
|
71,931
|
|
|
|
12,031
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Corresponds to the 1997 M.T.N. Program for US$1,000 million.
|
|
(2)
|
Corresponds to the 2008 M.T.N. Program for US$ 10,000 million.
|
|
(3)
|
Interest rate as of December 31, 2017.
|
|
(4)
|
The ANSES and/or the “Fondo Argentino de Hidrocarburos” have participated in the primary subscription of these negotiable obligations, which may at the discretion of the respective holders, be subsequently
traded on the securities market where these negotiable obligations are authorized to be traded.
|
|
(5)
|
The payment currency of these Negotiable Obligations is the Argentine Peso at the Exchange rate applicable under the terms of the series issued.
|
|
(6)
|
As of the date of issuance of these financial statements, the Group has fully complied with the use of proceeds disclosed in the pricing supplements.
|
|
(7)
|
Negotiable obligations classified as productive investments computable as such for the purposes of section 35.8.1, paragraph K of the General Regulations applicable to Insurance Activities issued by the Argentine
Insurance Supervisory Bureau.
|
|
(8)
|
The payment currency of this issue is the U.S. dollar at the exchange rate applicable in accordance with the conditions of the relevant issued series.
|
73
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
17. OTHER LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Liabilities for contractual
claims
(1)
|
|
|
90
|
|
|
|
2,008
|
|
|
|
—
|
|
|
|
950
|
|
|
|
—
|
|
|
|
—
|
|
|
Extension of concessions
|
|
|
179
|
|
|
|
342
|
|
|
|
336
|
|
|
|
508
|
|
|
|
340
|
|
|
|
412
|
|
|
Maxus Entities’ agreements
(2)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,932
|
|
|
|
—
|
|
|
|
—
|
|
|
Investments in associates and joint ventures with negative equity
(3)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1
|
|
|
Miscellaneous
|
|
|
8
|
|
|
|
33
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
277
|
|
|
|
2,383
|
|
|
|
336
|
|
|
|
4,390
|
|
|
|
340
|
|
|
|
413
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18. ACCOUNTS PAYABLE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Noncurrent
|
|
|
Current
|
|
|
Trade and related parties
(1)
|
|
|
168
|
|
|
|
44,655
|
|
|
|
2,145
|
(2)
|
|
|
40,667
|
(2)
|
|
|
204
|
|
|
|
38,704
|
|
|
Advances to customers
|
|
|
1,470
|
|
|
|
1,325
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Guarantee deposits
|
|
|
17
|
|
|
|
441
|
|
|
|
13
|
|
|
|
482
|
|
|
|
8
|
|
|
|
467
|
|
|
Payables with partners of JO
|
|
|
—
|
|
|
|
122
|
|
|
|
—
|
|
|
|
9
|
|
|
|
—
|
|
|
|
78
|
|
|
Miscellaneous
|
|
|
—
|
|
|
|
828
|
|
|
|
29
|
|
|
|
437
|
|
|
|
73
|
|
|
|
317
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,655
|
|
|
|
47,371
|
|
|
|
2,187
|
|
|
|
41,595
|
|
|
|
285
|
|
|
|
39,566
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
For more information about related parties, see Note 31.
|
|
(2)
|
Includes debt with Petrobras Energía Argentina S.A. See Note 3.
|
19.
REVENUES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Sales
(1)
|
|
|
261,072
|
|
|
|
216,644
|
|
|
|
159,387
|
|
|
Production incentive program
(2)
|
|
|
—
|
|
|
|
—
|
|
|
|
1,988
|
|
|
Revenues from construction contracts
|
|
|
710
|
|
|
|
778
|
|
|
|
455
|
|
|
Turnover tax
|
|
|
(8,969
|
)
|
|
|
(7,322
|
)
|
|
|
(5,694
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
252,813
|
|
|
|
210,100
|
|
|
|
156,136
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes 12,840, 16,757 and 12,345 for the years ended December 2017, 2016 and 2015, respectively, associated with revenues related to the natural gas additional injection stimulus program created by Resolution
No. 1/2013 of the Planning and Strategic Coordination Commission of the National Plan of Hydrocarbons Investment. See Note 31.
|
20. COSTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Inventories at beginning of year
|
|
|
21,820
|
|
|
|
19,258
|
|
|
|
13,001
|
|
|
Purchases for the year
|
|
|
66,075
|
|
|
|
48,760
|
|
|
|
33,886
|
|
|
Production costs
(1)
|
|
|
147,423
|
|
|
|
127,075
|
|
|
|
85,550
|
|
|
Translation effect
|
|
|
3,877
|
|
|
|
4,031
|
|
|
|
6,358
|
|
|
Reclassifications and other movements
|
|
|
(92
|
)
|
|
|
—
|
|
|
|
—
|
|
|
Inventories at end of year
|
|
|
(27,291
|
)
|
|
|
(21,820
|
)
|
|
|
(19,258
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
211,812
|
|
|
|
177,304
|
|
|
|
119,537
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
74
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
21. EXPENSES BY NATURE
The Group presents the statement of comprehensive income by classifying expenses according to their function as part of the “Costs”,
“Administrative expenses”, “Selling expenses” and “Exploration expenses” lines. The following additional information is disclosed as required, on the nature of the expenses and their relation to the function within the
Group for the fiscal years ended December 31, 2017, 2016 and 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
|
|
Production
costs
(3)
|
|
|
Administrative
expenses
|
|
|
Selling
expenses
|
|
|
Exploration
expenses
|
|
|
Total
|
|
|
Salaries and social security taxes
|
|
|
12,548
|
|
|
|
3,537
|
|
|
|
1,988
|
|
|
|
330
|
|
|
|
18,403
|
|
|
Fees and compensation for services
|
|
|
1,159
|
|
|
|
2,118
|
(2)
|
|
|
544
|
|
|
|
18
|
|
|
|
3,839
|
|
|
Other personnel expenses
|
|
|
3,493
|
|
|
|
374
|
|
|
|
194
|
|
|
|
49
|
|
|
|
4,110
|
|
|
Taxes, charges and contributions
|
|
|
2,215
|
|
|
|
255
|
|
|
|
4,172
|
(1)
|
|
|
—
|
|
|
|
6,642
|
|
|
Royalties, easements and canons
|
|
|
17,630
|
|
|
|
—
|
|
|
|
31
|
|
|
|
31
|
|
|
|
17,692
|
|
|
Insurance
|
|
|
840
|
|
|
|
49
|
|
|
|
85
|
|
|
|
—
|
|
|
|
974
|
|
|
Rental of real estate and equipment
|
|
|
5,710
|
|
|
|
15
|
|
|
|
518
|
|
|
|
—
|
|
|
|
6,243
|
|
|
Survey expenses
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
214
|
|
|
|
214
|
|
|
Depreciation of property, plant and equipment
|
|
|
51,607
|
|
|
|
771
|
|
|
|
1,134
|
|
|
|
—
|
|
|
|
53,512
|
|
|
Amortization of intangible assets
|
|
|
688
|
|
|
|
125
|
|
|
|
25
|
|
|
|
—
|
|
|
|
838
|
|
|
Industrial inputs, consumable materials and supplies
|
|
|
5,813
|
|
|
|
35
|
|
|
|
83
|
|
|
|
25
|
|
|
|
5,956
|
|
|
Operation services and other service contracts
|
|
|
12,033
|
|
|
|
268
|
|
|
|
905
|
|
|
|
243
|
|
|
|
13,449
|
|
|
Preservation, repair and maintenance
|
|
|
20,204
|
|
|
|
382
|
|
|
|
458
|
|
|
|
82
|
|
|
|
21,126
|
|
|
Unproductive exploratory drillings
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,400
|
|
|
|
1,400
|
|
|
Transportation, products and charges
|
|
|
8,724
|
|
|
|
17
|
|
|
|
5,961
|
|
|
|
—
|
|
|
|
14,702
|
|
|
Provision for doubtful trade receivables
|
|
|
—
|
|
|
|
—
|
|
|
|
28
|
|
|
|
—
|
|
|
|
28
|
|
|
Publicity and advertising expenses
|
|
|
—
|
|
|
|
545
|
|
|
|
609
|
|
|
|
—
|
|
|
|
1,154
|
|
|
Fuel, gas, energy and miscellaneous
|
|
|
4,759
|
|
|
|
245
|
|
|
|
1,219
|
|
|
|
64
|
|
|
|
6,287
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
147,423
|
|
|
|
8,736
|
|
|
|
17,954
|
|
|
|
2,456
|
|
|
|
176,569
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes approximately 1,612 corresponding to export withholdings.
|
|
(2)
|
Includes 48.8 corresponding to fees and remunerations of the Directors and Statutory Auditors of YPF’s Board of Directors. On April 28, 2017, the General and Extraordinary Shareholders’ Meeting of YPF
resolved to ratify the fees corresponding to fiscal year 2016 of 127 and to approve as fees on account of such fees and remunerations for the fiscal year 2017, the approximate sum of 48.3.
|
|
(3)
|
The expense recognized in the consolidated statement of comprehensive income corresponding to research and development activities amounted to 449.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016
|
|
|
|
|
Production
costs
(3)
|
|
|
Administrative
expenses
|
|
|
Selling
expenses
|
|
|
Exploration
expenses
|
|
|
Total
|
|
|
Salaries and social security taxes
|
|
|
10,228
|
|
|
|
2,642
|
|
|
|
1,615
|
|
|
|
288
|
|
|
|
14,773
|
|
|
Fees and compensation for services
|
|
|
1,037
|
|
|
|
1,686
|
(2)
|
|
|
436
|
|
|
|
53
|
|
|
|
3,212
|
|
|
Other personnel expenses
|
|
|
2,773
|
|
|
|
347
|
|
|
|
140
|
|
|
|
39
|
|
|
|
3,299
|
|
|
Taxes, charges and contributions
|
|
|
1,861
|
|
|
|
382
|
|
|
|
3,399
|
(1)
|
|
|
—
|
|
|
|
5,642
|
|
|
Royalties, easements and canons
|
|
|
17,114
|
|
|
|
—
|
|
|
|
25
|
|
|
|
39
|
|
|
|
17,178
|
|
|
Insurance
|
|
|
1,037
|
|
|
|
41
|
|
|
|
89
|
|
|
|
—
|
|
|
|
1,167
|
|
|
Rental of real estate and equipment
|
|
|
5,097
|
|
|
|
32
|
|
|
|
505
|
|
|
|
2
|
|
|
|
5,636
|
|
|
Survey expenses
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
501
|
|
|
|
501
|
|
|
Depreciation of property, plant and equipment
|
|
|
43,077
|
|
|
|
714
|
|
|
|
961
|
|
|
|
—
|
|
|
|
44,752
|
|
|
Amortization of intangible assets
|
|
|
499
|
|
|
|
186
|
|
|
|
32
|
|
|
|
—
|
|
|
|
717
|
|
|
Industrial inputs, consumable materials and supplies
|
|
|
5,732
|
|
|
|
33
|
|
|
|
76
|
|
|
|
18
|
|
|
|
5,859
|
|
|
Operation services and other service contracts
|
|
|
10,494
|
|
|
|
242
|
|
|
|
713
|
|
|
|
125
|
|
|
|
11,574
|
|
|
Preservation, repair and maintenance
|
|
|
16,710
|
|
|
|
343
|
|
|
|
338
|
|
|
|
32
|
|
|
|
17,423
|
|
|
Unproductive exploratory drillings
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,050
|
|
|
|
2,050
|
|
|
Transportation, products and charges
|
|
|
6,952
|
|
|
|
9
|
|
|
|
4,964
|
|
|
|
—
|
|
|
|
11,925
|
|
|
Provision for doubtful trade receivables
|
|
|
—
|
|
|
|
—
|
|
|
|
169
|
|
|
|
—
|
|
|
|
169
|
|
|
Publicity and advertising expenses
|
|
|
—
|
|
|
|
344
|
|
|
|
855
|
|
|
|
—
|
|
|
|
1,199
|
|
|
Fuel, gas, energy and miscellaneous
|
|
|
4,464
|
|
|
|
125
|
|
|
|
895
|
|
|
|
8
|
|
|
|
5,492
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
127,075
|
|
|
|
7,126
|
|
|
|
15,212
|
|
|
|
3,155
|
|
|
|
152,568
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes approximately 1,317 corresponding to export withholdings.
|
|
(2)
|
Includes 126 corresponding to fees and remunerations of the Directors and Statutory Auditors of YPF’s Board of Directors. On April 29, 2016, the General and Extraordinary Shareholders’ Meeting of YPF
resolved to ratify the fees corresponding to fiscal year 2015 of 140 and to approve as fees on account of such fees and remunerations for the fiscal year 2016, the approximate sum of 127.
|
|
(3)
|
The expense recognized in the consolidated statement of comprehensive income corresponding to research and development activities amounted to 400.
|
75
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
21. EXPENSES BY NATURE (Cont.)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015
|
|
|
|
|
Production
costs
(3)
|
|
|
Administrative
expenses
|
|
|
Selling
expenses
|
|
|
Exploration
expenses
|
|
|
Total
|
|
|
Salaries and social security taxes
|
|
|
7,566
|
|
|
|
2,065
|
|
|
|
1,207
|
|
|
|
224
|
|
|
|
11,062
|
|
|
Fees and compensation for services
|
|
|
775
|
|
|
|
1,378
|
(2)
|
|
|
280
|
|
|
|
24
|
|
|
|
2,457
|
|
|
Other personnel expenses
|
|
|
2,303
|
|
|
|
277
|
|
|
|
121
|
|
|
|
42
|
|
|
|
2,743
|
|
|
Taxes, charges and contributions
|
|
|
1,144
|
|
|
|
259
|
|
|
|
2,885
|
(1)
|
|
|
—
|
|
|
|
4,288
|
|
|
Royalties, easements and canons
|
|
|
11,932
|
|
|
|
—
|
|
|
|
17
|
|
|
|
28
|
|
|
|
11,977
|
|
|
Insurance
|
|
|
831
|
|
|
|
38
|
|
|
|
56
|
|
|
|
—
|
|
|
|
925
|
|
|
Rental of real estate and equipment
|
|
|
3,360
|
|
|
|
33
|
|
|
|
394
|
|
|
|
2
|
|
|
|
3,789
|
|
|
Survey expenses
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
504
|
|
|
|
504
|
|
|
Depreciation of property, plant and equipment
|
|
|
25,706
|
|
|
|
382
|
|
|
|
597
|
|
|
|
—
|
|
|
|
26,685
|
|
|
Amortization of intangible assets
|
|
|
185
|
|
|
|
117
|
|
|
|
21
|
|
|
|
—
|
|
|
|
323
|
|
|
Industrial inputs, consumable materials and supplies
|
|
|
3,801
|
|
|
|
27
|
|
|
|
88
|
|
|
|
5
|
|
|
|
3,921
|
|
|
Operation services and other service contracts
|
|
|
6,261
|
|
|
|
237
|
|
|
|
546
|
|
|
|
—
|
|
|
|
7,044
|
|
|
Preservation, repair and maintenance
|
|
|
14,231
|
|
|
|
248
|
|
|
|
322
|
|
|
|
24
|
|
|
|
14,825
|
|
|
Unproductive exploratory drillings
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,425
|
|
|
|
1,425
|
|
|
Transportation, products and charges
|
|
|
4,796
|
|
|
|
25
|
|
|
|
3,756
|
|
|
|
—
|
|
|
|
8,577
|
|
|
Provision for doubtful trade receivables
|
|
|
—
|
|
|
|
—
|
|
|
|
(99
|
)
|
|
|
—
|
|
|
|
(99
|
)
|
|
Publicity and advertising expenses
|
|
|
—
|
|
|
|
395
|
|
|
|
292
|
|
|
|
—
|
|
|
|
687
|
|
|
Fuel, gas, energy and miscellaneous
|
|
|
2,659
|
|
|
|
105
|
|
|
|
616
|
|
|
|
195
|
|
|
|
3,575
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
85,550
|
|
|
|
5,586
|
|
|
|
11,099
|
|
|
|
2,473
|
|
|
|
104,708
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes approximately 1,220 corresponding to export withholdings.
|
|
(2)
|
Includes 140 corresponding to fees and remunerations of the Directors and Statutory Auditors of YPF’s Board of Directors. On April 30, 2015, the General and Extraordinary Shareholders’ Meetings of YPF
resolved to ratify the fees corresponding to fiscal year 2014 for 123 and to approve as fees on account of such fees and remunerations for the fiscal year 2015 the approximate sum of 146.
|
|
(3)
|
The expense recognized in the consolidated statement of comprehensive income corresponding to research and development activities amounted to 270.
|
22. OTHER NET OPERATING RESULTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Lawsuits
|
|
|
(1,240
|
)
|
|
|
(1,253
|
)
|
|
|
(1,188
|
)
|
|
Construction incentive
(1)
|
|
|
188
|
|
|
|
422
|
|
|
|
621
|
|
|
Insurance
|
|
|
206
|
|
|
|
—
|
|
|
|
371
|
|
|
Results from deconsolidation of subsidiaries
(2)
|
|
|
—
|
|
|
|
1,528
|
|
|
|
—
|
|
|
Income from extension of concession agreements with partners of JO
|
|
|
—
|
|
|
|
1,407
|
|
|
|
—
|
|
|
Temporary economic assistance
(3)
|
|
|
—
|
|
|
|
759
|
|
|
|
711
|
|
|
Miscellaneous
|
|
|
32
|
|
|
|
531
|
|
|
|
1,167
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(814
|
)
|
|
|
3,394
|
|
|
|
1,682
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Corresponds to the incentive for Argentine manufacturers of capital goods received by AESA. See Note 31.
|
|
(3)
|
Corresponds to the temporary economic assistance received by Metrogas. See Note 31.
|
23. NET FINANCIAL RESULTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Financial income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
1,598
|
|
|
|
1,472
|
|
|
|
1,638
|
|
|
Exchange differences
|
|
|
16,025
|
|
|
|
15,287
|
|
|
|
25,625
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total financial income
|
|
|
17,623
|
|
|
|
16,759
|
|
|
|
27,263
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest loss
|
|
|
(18,385
|
)
|
|
|
(18,109
|
)
|
|
|
(8,618
|
)
|
|
Exchange differences
|
|
|
(7,075
|
)
|
|
|
(3,676
|
)
|
|
|
(5,411
|
)
|
|
Financial accretion
|
|
|
(3,169
|
)
|
|
|
(3,159
|
)
|
|
|
(1,987
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total financial costs
|
|
|
(28,629
|
)
|
|
|
(24,944
|
)
|
|
|
(16,016
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other financial results
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value gains on financial assets at fair value through profit or loss
|
|
|
2,208
|
|
|
|
1,826
|
|
|
|
446
|
|
|
Gains on derivative financial instruments
|
|
|
—
|
|
|
|
213
|
|
|
|
464
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other financial results
|
|
|
2,208
|
|
|
|
2,039
|
|
|
|
910
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other net financial results
|
|
|
(8,798
|
)
|
|
|
(6,146
|
)
|
|
|
12,157
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
76
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
24. INVESTMENTS IN JOINT OPERATIONS
The Group participates in JO and other agreements that give to the Group a contractually established percentage over the rights of the assets and obligations
that emerge from the contracts. Interest in such JO have been consolidated line by line on the basis of the mentioned interest over the assets, liabilities, income and expenses related to each contract. Interest in JO have been calculated based upon
the latest available financial statements as of the end of each year, taking into consideration significant subsequent events and transactions as well as management information available.
The exploration and production JO and other agreements in which YPF participates allocate the hydrocarbon production to each partner based on the ownership
interest; consequently, such hydrocarbons are commercialized directly by the partners recognizing each of them the corresponding economic effects.
The
assets and liabilities as of December 31, 2017, 2016 and 2015, and expenses for the three fiscal years ended on December 31, 2017, 2016 and 2015of the JO and other agreements are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Noncurrent assets
(1)
|
|
|
66,887
|
|
|
|
63,145
|
|
|
|
47,322
|
|
|
Current assets
|
|
|
2,417
|
|
|
|
2,602
|
|
|
|
944
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
69,304
|
|
|
|
65,747
|
|
|
|
48,266
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncurrent liabilities
|
|
|
5,876
|
|
|
|
5,946
|
|
|
|
4,593
|
|
|
Current liabilities
|
|
|
5,524
|
|
|
|
6,293
|
|
|
|
6,391
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
11,400
|
|
|
|
12,239
|
|
|
|
10,984
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Production Cost
|
|
|
24,471
|
|
|
|
21,624
|
|
|
|
12,959
|
|
|
Exploration expenses
|
|
|
767
|
|
|
|
849
|
|
|
|
395
|
|
|
(1)
|
It does not include charges for impairment of property, plant and equipment because they are recorded by the partners participating in the JO
|
As of December 31, 2017, the main exploration and production JO in which the Group participates are the following:
|
|
|
|
|
|
|
|
|
|
|
Name
|
|
Location
|
|
Participation
|
|
|
Operator
|
|
Acambuco
|
|
Salta
|
|
|
22.50
|
%
|
|
Pan American Energy LLC
|
|
Aguada Pichana
|
|
Neuquén
|
|
|
27.27
|
%
|
|
Total Austral S.A.
|
|
Aguaragüe
|
|
Salta
|
|
|
53.00
|
%
|
|
Tecpetrol S.A.
|
|
CAM-2/A
SUR
|
|
Tierra del Fuego
|
|
|
50.00
|
%
|
|
Enap Sipetrol Argentina S.A.
|
|
Campamento Central / Cañadón Perdido
|
|
Chubut
|
|
|
50.00
|
%
|
|
YPF
|
|
Consorcio CNQ 7/A
|
|
La Pampa y Mendoza
|
|
|
50.00
|
%
|
|
Pluspetrol Energy S.A.
|
|
El Tordillo
|
|
Chubut
|
|
|
12.20
|
%
|
|
Tecpetrol S.A.
|
|
La Tapera y Puesto Quiroga
|
|
Chubut
|
|
|
12.20
|
%
|
|
Tecpetrol S.A.
|
|
Lindero Atravesado
|
|
Neuquén
|
|
|
37.50
|
%
|
|
Pan American Energy LLC
|
|
Llancanelo
|
|
Mendoza
|
|
|
61.00
|
%
|
|
YPF
|
|
Magallanes
|
|
Santa Cruz, Tierra del Fuego y Plataforma Continental Nacional
|
|
|
50.00
|
%
|
|
Enap Sipetrol Argentina S.A.
|
|
Loma Campana
|
|
Neuquén y Mendoza
|
|
|
50.00
|
%
|
|
YPF
|
|
Ramos
|
|
Salta
|
|
|
42.00
|
%
|
|
Pluspetrol Energy S.A.
|
|
Rincón del Mangrullo
|
|
Neuquén
|
|
|
50.00
|
%
|
|
YPF
|
|
San Roque
|
|
Neuquén
|
|
|
34.11
|
%
|
|
Total Austral S.A.
|
|
Yacimiento La Ventana – Río Tunuyán
|
|
Mendoza
|
|
|
70.00
|
%
|
|
YPF
|
|
Zampal Oeste
|
|
Mendoza
|
|
|
70.00
|
%
|
|
YPF
|
|
Narambuena
|
|
Neuquén
|
|
|
50.00
|
%
|
|
YPF
|
|
La Amarga Chica
|
|
Neuquén
|
|
|
50.00
|
%
|
|
YPF
|
|
El Orejano
|
|
Neuquén
|
|
|
50.00
|
%
|
|
YPF
|
|
Bajo del Toro
|
|
Neuquén
|
|
|
52.00
|
%
|
|
YPF
|
|
Bandurria Sur
|
|
Neuquén
|
|
|
51.00
|
%
|
|
YPF
|
77
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
25. SHARE
HOLDERS’ EQUITY
The Company’s subscribed capital as of December 31, 2017, is 3,924 and 9 own treasury shares represented by 393,312,793 book-entry shares of common
stock and divided into four classes of shares (A, B, C and D), with a par value of Argentine pesos 10 and 1 vote per share. These shares are fully subscribed,
paid-in
and authorized for stock exchange listing.
As of December 31 2017, there are 3,764 Class A outstanding shares. As long as any Class A share remains outstanding, the affirmative vote
of Argentine Government is required for: 1) mergers, 2) acquisitions of more than 50% of YPF shares in an agreed or hostile bid, 3) transfers of all the YPF’s production and exploration rights, 4) the voluntary dissolution of YPF or 5) change
of corporate and/or tax address outside the Argentine Republic. Items 3) and 4) will also require prior approval by the Argentine Congress.
Until the
enactment of Law No. 26,741 detailed in the next paragraphs, Repsol S.A. had a participation in the Company, directly and indirectly, of approximately 57.43% shareholding while Petersen Energía S.A.U. and its affiliates exercised
significant influence through a 25.46% shareholding of YPF’s capital stock.
Law No. 26,741 enacted on May 4, 2012, changed YPF’s
shareholding structure. The mentioned Law declared as national public interest and subject to expropriation the Class D Shares of YPF owned by Repsol, its controlled or controlling entities, representing the 51% of YPF’s equity. According
to Law 26,741, achieving self-sufficiency in the supply of hydrocarbons as well as in the exploitation, industrialization, transportation and sale of hydrocarbons, is thereby declared of national public interest and a priority for Argentina, with
the goal of guaranteeing socially equitable economic development, the creation of jobs, the increase of the competitiveness of various economic sectors and the equitable and sustainable growth of the provinces and regions. The shares subject to
expropriation were distributed as follows: 51% for the Argentine federal government and 49% for certain Argentine Provinces.
On April 28, 2017, the
General and Extraordinary General Shareholders’ Meeting was held, which approved the financial statements of YPF for the fiscal year ended December 31, 2016 and, in addition, adopted the following resolution in relation to the distribution
of profits: a) fully release the special reserve for initial adjustment due to the implementation of the IFRS in accordance with the provisions set forth in article 10 Chapter III Title IV of the CNV Regulations (TO 2013), the reserve for future
dividends, the reserve for the purchase of own shares and the reserve for investments; b) fully absorb the accumulated losses in Unretained Results up to 28,231 against the amounts corresponding to the released reserves for up to such amount; and c)
the remainder of the released reserves to be allocated as follows: (i)the sum of 100 to a reserve fund for the purchase of own shares, for the purpose of granting the Board of Directors the possibility of acquiring its own shares at the time they
deem appropriate, and to fulfill, during the execution of the plans, the commitments made and to be made by them in the future; and (ii) the sum of 716 to create a reserve fund for investments, authorizing the Board of Directors to determine
the time of payment within a term that may not exceed the closing date of the fiscal year ended December 31,2017.
On June 8, 2017, the Board of
Directors of the Company resolved the payment of a dividend of 1.82 per share for the sum of 716, which was overruled by the resolution of the Board of Directors adopted at the meeting held on July 9, 2017. Subsequently, on December 14,
2017, the Board of Directors of the Company decided to pay the aforementioned dividend, which was made available to the shareholders on December 27, 2017.
26. EARNINGS PER SHARE
The
following table shows the net income and the number of shares that have been used for the calculation of the basic and diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Net income
|
|
|
12,340
|
|
|
|
(28,237
|
)
|
|
|
4,579
|
|
|
Average number of shares outstanding
|
|
|
392,625,259
|
|
|
|
391,497,615
|
|
|
|
392,101,191
|
|
|
Basic and diluted earnings per share
|
|
|
31.43
|
|
|
|
(72.13
|
)
|
|
|
11.68
|
|
Basic and diluted earnings per share are calculated as shown in Note 2.b.13).
78
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES
27.a) Legal proceedings
27.a.1) Introduction
Laws and regulations relating to health and environmental quality in the United States of America affect the majority of the operations of (a) Maxus
Energy Corporation (“Maxus”) and its subsidiaries Maxus International Energy Company, Maxus (US) Exploration Company and Gateway Coal Company and (b) Tierra Solutions Inc. (“TS”) (collectively, the “Maxus Entities”
or “Debtors”). These laws and regulations set various standards regulating certain aspects of health and environmental quality, provide for penalties and other liabilities for the violation of such standards and establish in certain
circumstances remedial obligations. However, upon the Debtors filing voluntary petitions under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”), actions to collect a monetary claim for such liabilities against the
Debtors were generally stayed.
Maxus and TS could have certain potential liabilities associated with operations of Maxus’ former chemical subsidiary
with respect to the health and environmental regulations mentioned in the previous paragraph; the sole shareholder of both companies was YPF Holdings. Nevertheless, this circumstance must be analyzed in the context of the limitations indicated
below.
27.a.2) Reorganization Process under Chapter 11 of the Bankruptcy Code of the United States (hereafter, “Chapter 11”)
On June 17, 2016, voluntary petitions under Chapter 11 of the Bankruptcy Code were filed with the United States Bankruptcy Court of the District of
Delaware (hereafter, the “Bankruptcy Court”) by the Debtors, subsidiaries of YPF Holdings. Prior to the Debtors’ bankruptcy filing, the Debtors entered into an agreement (the “Agreement”) with YPF, jointly with its
subsidiaries YPF Holdings, CLH Holdings Inc., YPF International and YPF Services USA Corp (jointly, the “YPF Entities”), subject to Bankruptcy Court Approval, to settle all of the Debtors’ claims against the YPF Entities, including
any alter ego claims which, in the YPF Entities’ opinion, have no merit.
The Agreement provided for: i) the granting of a loan by YPF Holdings for
an amount of up to US$ 63.1 million (the “DIP Loan”) to finance the Debtors’ activities during a year-long bankruptcy case, and ii) a payment of US$ 130 million to the Maxus Entities (“Settlement Payment”) for a
release of all claims that the Debtors might have against the YPF Entities.
The first hearing corresponding to the filing under Chapter 11 (the
“Filing”) took place on June 20, 2016. At that hearing, the Bankruptcy Court approved, among other things, the Debtors’ motions regarding their
day-to-day
operations, including the Debtors’ use of the system for fund management, administration, payment of salaries and benefits to retired employees.
On December 29, 2016, the Debtors filed with the Bankruptcy Court a proposed Chapter 11 Plan of Liquidation (the “Plan”) and Disclosure
Statement. The Plan was structured around the US$ 130 million Settlement Payment under the Agreement. The Plan (as filed) provided that if the Agreement was approved, portions of the US$ 130 million Settlement Payment would be deposited
into (i) a liquidating trust for distribution to creditors and (ii) an Environmental Response Trust for use in remediation. Moreover, if the Agreement were approved, the Debtors’ Plan would likely be confirmed and the claims against
the YPF Entities, including the
alter-ego
claims, would be settled and released in exchange for the US$ 130 million Settlement Payment.
The Plan, however, provided for certain contingencies should the Bankruptcy Court not approve the Agreement. In that scenario, the Debtors’ claims
against YPF Entities, including the
alter-ego
claims or piercing the corporate veil, would be transferred into a liquidating trust, which would likely pursue those claims for the creditors’ benefit.
Subject to certain exceptions under the Bankruptcy Code, effective as of the date of the filing of the Chapter 11 petitions with the Bankruptcy Court, most
decisions, as well as the issues related to creditors’ claims and actions for the collection of their claims that arose prior to the filing date are automatically stayed (among others, those corresponding to claims against the Maxus Entities at
the local court of New Jersey related to the Passaic River litigation, which are explained under a.4.i) of this note).
79
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
On March 28, 2017, the Maxus Entities and the Creditors Committee submitted an alternative restructuring
plan (the “Alternative Plan”) which does not include the Agreement with the YPF Entities.
Under the Alternative Plan, a Liquidating Trust may
submit alter ego claims and any other claim belonging to the insolvent’s estate against the Company and the YPF Entities. The liquidating trust would be financed by Occidental Chemical Corporation in its capacity as creditor of the Maxus
Entities. As YPF did not approve such Alternative Plan and the Alternative Plan did not contemplate the implementation of the originally submitted Agreements, on April 10, 2017 YPF Holdings, Inc. sent a note giving notice that this situation
constituted an event of default under the loan granted under the Agreement with YPF and the YPF Entities (the “DIP Loan”). By the approval of the financing offered by Occidental (“Pospetition DIP Facility”) under the Alternative
Plan, the Judge ordered the repayment of the outstanding amounts (approximately US$ 12.2 million) under the terms of the DIP Loan, which were subsequently received.
On May 22, 2017, the Bankruptcy Court of the Delaware District issued an order confirming the Alternative Plan submitted by the Creditors Committee and
the Maxus Entities. The effective date of the Alternative Plan was July 14, 2017, as the conditions set forth in Article XII.B of the Alternative Plan were met. On July 14, 2017, a liquidating trust was also created. The liquidating trust
stated to the Bankruptcy Court that it intends to file claims in 2018.
Considering the preceding events, and that the originally submitted agreements
have not been approved by the Judge, the Management of the Company, in consultation with its legal advisors, has
re-evaluated
the amounts accounted for, based on the existing uncertainties.
27.a.3) Background of Maxus and TS
In connection with
the sale of Diamond Shamrock Chemicals Company (“Chemicals”) to Occidental Petroleum Corporation (“Occidental”) in 1986, Maxus agreed to indemnify Chemicals and Occidental from and against certain liabilities relating to the
business or activities of Chemicals prior to September 4, 1986 (the “selling date”), including environmental liabilities relating to chemical plants and waste disposal sites used by Chemicals prior to the selling date. The indemnity
obligation and other liabilities described under 27.a.4) determined that Maxus, TS and other related companies submit a reorganization petition under the Bankruptcy Law mentioned above.
27.a.4) Maxus and TS Matters
The following are the
alleged liabilities borne by the Debtors in their reorganization petition, updated up to the date of filing, the date on which YPF Holdings ceased to have control over the relevant activities of the Debtors (see Note 27.b).
27.a.4.i) Environmental administrative issues relating to the lower 8 miles of the “Passaic River”
A consent decree, previously agreed upon by the U.S. Environmental Protection
Agency (“EPA”), the New Jersey Department of Environmental Protection and Energy (“DEP”) and Occidental, as successor to Chemicals, was entered in 1990 by the United States District Court of New Jersey and requires implementation
of a remedial action plan at Chemical’s former Newark, New Jersey agricultural chemicals plant.
|
|
•
|
|
Passaic River, New Jersey
|
Maxus, complying with its contractual obligation to act on behalf of
Occidental, negotiated an agreement with the EPA (the “1994 AOC”) under which TS has conducted testing and studies near the Newark plant site, adjacent to the Passaic River.
.
80
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
In 2003, the DEP issued Directive No. 1 seeking to identify those responsible for the damages to natural
resources resulting from almost 200 years of historic industrial and commercial development along a portion of the Passaic River and a part of its basin. Directive No. 1 asserts that the notified companies, including Maxus and Occidental, are
jointly and severally liable for the mentioned environmental damage, despite all evidence to the contrary. Directive No. 1 demanded compensation for the restoration, identification, and quantification of the damage and determination of its value.
Despite negotiations between the said entities, no agreement was reached and the DEP assumed jurisdiction in this matter.
In 2004, the EPA and Occidental
entered into an administrative order on consent (the “2004 AOC”) pursuant to which TS (on behalf of Occidental) has agreed to conduct testing and studies to characterize contaminated sediment and biota and evaluate remedial alternatives in
the Newark Bay and a portion of the Hackensack, the Arthur Kill and Kill van Kull rivers. The initial fieldwork on this study was substantially completed. Discussions with the EPA regarding additional work that might be required are underway. The
EPA issued General Notice Letters to other companies concerning the contamination of Newark Bay and the works that were performed by TS under the 2004 AOC.
In December 2005, the DEP issued a directive to TS, Maxus and Occidental directing said parties to pay the State of New Jersey’s cost of developing a
Source Control Dredge Plan in the lower
six-mile
portion of the Passaic River. The development of this plan was estimated by the DEP to cost approximately US$ 2 million.
While some works are underway, the works under the 1994 AOC was substantially subsumed by reason of an administrative arrangement dated 2007 (the “2007
AOC”) with about 70 companies (including Occidental and TS) in the lower portion of the Passaic River due to an administrative agreement of 2007 (“the 2007 AOC”).
Under the 2007 AOC, the lower 17 miles of the Passaic River, from the mouth at Newark Bay to Dundee Dam, should be subjected to a Remedial Investigation /
Feasibility Study (“RI/FS”). The AOC 2007 participants discussed the possibility of carrying out additional remediation work with the EPA. The companies that accepted to fund the RI/FS have negotiated an interim allocation of RI/FS costs
among themselves based on a number of considerations. This group is called the Cooperative Parties Group (the “CPG”). The AOC 2007 was coordinated in a federal, state, local and private sector cooperative effort called the Restoration
Project for the lower reaches of the Passaic River (“PRRP”).
EPA’s conclusions regarding the 2007 AOC indicated that the discharges of the
underwater sewage pipe are an active source of hazardous substances in the lower sections of the Passaic River under study. During the first semester of 2011, Maxus and TS, acting on behalf of Occidental, entered into an administrative agreement
with the EPA (the “CSO AOC”), which establishes the implementation of studies of the underwater sewage pipe on the Passaic River, and confirms that there are no pending obligations under the AOC 1994. In the last semester of 2014, TS filed
its report with the EPA (thus completing phase 1). TS estimated, as of December 31, 2015, that the total cost to implement the CSO AOC is approximately US$ 5 million and will take approximately 2 years to be completed once EPA authorizes
phase 2 (the work plan).
On May 29, 2012, Occidental, Maxus and TS withdrew from the CPG under protest and reserving all their rights. However,
Occidental continues to be a member of the 2007 AOC and its withdrawal from the CPG has not changed its obligations under the 2007 AOC.
In addition, in
August 2007, the National Oceanic Atmospheric Administration (“NOAA”) sent a letter to a number of entities it alleged have a liability for natural resources damages, including TS and Occidental, requesting that the group enter into an
agreement to conduct a cooperative assessment of natural resources damages in the Passaic River and Newark Bay. In November 2008, TS and Occidental entered into an agreement with the NOAA to fund a portion of the costs it has incurred and to conduct
certain assessment activities during 2009. Approximately 20 other PRRP members have also entered into similar agreements. In November 2009, TS declined to extend this agreement.
81
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
|
|
•
|
|
Feasibility Study for the environmental remediation of the lower 8.3 miles of the Passaic River– Record of Decision (“ROD”)
|
On June 2007, the EPA released a draft Focused Feasibility Study (the “FFS 2007”). The FFS 2007 outlines several alternatives for remedial action in
approximately the lower 8.3 miles of the Passaic River. On April 11, 2014, the EPA published a new FFS draft (“FFS 2014”). The FFS 2014 contains four remediation alternatives analyzed by the EPA, as well as the estimate of the cost of
each alternative, which consist of: (i) no action; (ii) deep dredging with 9.7 million cubic yards of filling material; (iii) filling and dredging of 4.3 million cubic yards and the placement of a a physical barrier mainly
built of sand and stone (
tapa de ingeniería
); and (iv) focused dredging with 1 million cubic yard of filling material. On March 4, 2016, the EPA issued the ROD choosing Alternative 3 as a remedy to remove the
contaminated sediments. The estimated cost is US$ 1,382 million (estimated present value at a rate of 7%).
The ROD requires the removal of
3.5 million cubic yards of sediment from the lower 8.3 miles of the Passaic River by
bank-to-bank
dredging, to a depth of approximately 5 to 30 feet in the federal
navigation channel from mile 0 to mile 1.7, and approximately 2.5 feet in the remaining areas of the lower 8.3 miles of the Passaic River. A
two-foot
thick cap will be installed over the dredged areas.
Contaminated segments would be transported to disposal sites outside the state. The EPA estimates the whole project will take approximately 11 years, including one year for negotiations among potentially responsible parties, three to four years for
project design and six years for its implementation.
On March 31, 2016, the EPA notified to more than one hundred potentially responsible parties,
including Occidental Chemical Corporation (“OCC”), of the liabilities relating to the 8.3 mile area of the Passaic River relating to the ROD. In the same notice the EPA stated that it expected OCC (against whom Maxus is litigating a
dispute over indemnity) to prepare the remediation plan design and that it would send a second letter with an administrative proposal to this end, which was received by counsel to OCC, Maxus and TS on April 26, 2016.
As of the date of the Maxus Entities’ bankruptcy filing, OCC under Chapter 11, Maxus and TS were holding discussions with EPA to define their
participation in a potential negotiation aimed at taking part in the design of the EPA’s proposed remediation plan, taking into account that the ROD has identified over one hundred potentially responsible parties and eight contaminants of
concern (”contaminants of concern”), many of which have not been generated at the Lister Site. As of such date, Maxus was evaluating the situation resulting from the issuance of the ROD by the EPA, as well as its subsequent associated
letters.
|
|
•
|
|
Removal Action Next to Lister Avenue Site
|
During June 2008, the EPA, Occidental, and TS entered into
an Administrative Order of Consent (“2008 Removal Agreement”), pursuant to which TS (on behalf of Occidental) will undertake a removal action of sediment from the Passaic River in the vicinity of the former Diamond Alkali facility. This
action results in the removal of approximately 200,000 cubic yards of sediment, which will be carried out in two different phases. The first phase, which commenced in July 2011 and was substantially completed in the fourth quarter of 2012. The EPA
conducted a site inspection in January 2013, and TS received written confirmation of completion in March 2013.
The term for compliance with the second
phase began after the agreement entered into with EPA regarding certain aspects related to the development of the same. The Focused Feasibility Study (“FFS”) published on April 11, 2014 provides that Phase II of the removal action was
consistently implemented with the FFS. On September 18, 2014, the EPA requested that Tierra Solutions, Inc. (“TS”) conducted an additional sampling of the Phase II area. The sampling was completed in the first quarter of 2015 and TS
is expected to present the validated results to the EPA during 2016.
82
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
27.a.4.ii) Environmental administrative issues relating to the lower 17 miles of the “Passaic
River” – feasibility study
|
|
•
|
|
Feasibility study for the lower 17 miles of the Passaic River
|
Notwithstanding what is discussed above,
the lower
17-mile
section of the Passaic River, (the area contemplated in AOC 2007), was subject to a RIF/FS study expected to be completed by 2015, after which EPA would choose a remediation action that will
be made public in order to receive comments.
The CGP (“Cooperation Group Parties”) submitted the draft of the RI/FS in which offers potential
remediation alternatives, (which comprises the lower 8 miles of the Passaic River). The EPA may or may not consider this report.
27.a.4.iii) Other
environmental proceedings
Other matters relating to the eventual liability of Maxus and TS include liabilities arising from: (a) a ferrous
chromate processing plant in Kearny, New Jersey; (b) the Standard Chlorine Chemical Company Superfund Site; (c) a ferrous chromate processing plant in Painesville, Ohio; (d) certain removals of contaminants located in Greens Bayou;
(e) the Milwaukee Solvay Coke & Gas site located in Milwaukee, Wisconsin; (f) the Black Leaf Chemical Site, Tuscaloosa Site, Malone Services Site and Central Chemical Company Superfund Site (Hagerstown, Maryland); (g) the
remediation action in Mile 10.9.
27.a.5) Trial for the Passaic River
In relation to the alleged contamination related to dioxin and other “hazardous substances” in the lower stretch of the Passaic River, Newark Bay,
other nearby waterways and surrounding areas in December 2005, the DEP sued YPF, YPF Holdings, TS, Maxus and several companies, including Occidental (the “DEP Litigation”). The DEP sought remediation of natural resources damages and
punitive damages and other matters.
The defendants made responsive pleadings and filings. In March 2008, the Court denied motions to dismiss by
Occidental, TS and Maxus. The DEP filed its Second Amended Complaint in April 2008. YPF filed a motion to dismiss for lack of jurisdiction of the New Jersey Court over YPF because it was a foreign company lacking the requirements to become a party
to a lawsuit in such Courts. The previously mentioned motion filed by YPF was denied in August 2008, and the denial was confirmed by the Court of Appeal.
Without prejudice to the foregoing, the Court denied the plaintiffs’ motion to bar third party practice and allowed defendants to file third-party
complaints. Consequently, third party claims against approximately 300 companies and governmental entities (including certain municipalities) which could have responsibility in connection with the claim were filed in February 2009. DEP filed its
Third Amended Complaint in August 2010, adding Maxus International Energy Company and YPF International as additional named defendants. During the course of the litigation, the third parties filed motions to sever and stay and motions to dismiss.
The motions were rejected by the judge. Some of the entities appealed the court decision, but such appeals were dismissed in March 2011.
In May 2011, the
judge issued Case Management Order No. XVII (CMO XVII), which contained the Trial Plan for the case. This Trial Plan divides the case into two phases, each with its own mini-trials (“Tracks “or procedural stages””) which totaled
nine Tracks considered individual trials. Phase one would determine liability and phase two would determine damages. Regarding the
sub-stages:
(a) sub-stages
I to
III (Tracks I to III) correspond to damage claimed by Occidental and the State of New Jersey;
(b) sub-stages
IV to VII (Tracks IV to VII) correspond to liability for alter ego and fraudulent conveyance
with respect to YPF, Maxus and Repsol and to the liability of third parties to Maxus;
(c) sub-stage
VIII (Track VIII) corresponds to damages claimed by the State of New Jersey;
(d) sub-stage
IX (Track IX) is the percentage of liability that would correspond to Maxus for the cleanup and remediation costs.
83
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
Specifically,
sub-stage
III (Track III) will determine the extent of
Maxus’ liability for the operation of the Lister Site;
sub-stage
IV (Track IV) will determine the possible scope of YPF and Repsol’s liability for damages to the Lister Site (alter ego and fraudulent
conveyance).
Following the issuance of CMO XVII, the State of New Jersey and Occidental filed motions for partial summary judgment. The State filed two
motions: the first one against Occidental and Maxus on liability under the Spill Act, and against TS on liability under the Spill Act. In addition, Occidental filed a motion for partial summary judgment that Maxus owes a duty of contractual
indemnity to Occidental for liabilities under the Spill Act. In July and August 2011, the judge ruled that, although the discharge of hazardous substances by Chemicals was proven, liability allegation could not be made if the nexus between any
discharge and the alleged damage is not established. Additionally, the Court ruled that TS has Spill Act liability to the State based on (1) its current ownership of the site where the discharges were made (Lister Avenue); and (2) that
Maxus has the obligation to indemnify Occidental (previously mentioned).
The Special Master called for and held a settlement conference in November 2011
between the State of New Jersey, on the one hand, and Repsol S.A., YPF and Maxus, on the other hand to discuss the parties’ respective positions, but no agreement was reached.
In February 2012, the plaintiffs and Occidental filed motions for partial summary judgment, seeking summary adjudication that Maxus has liability under the
Spill Act of New Jersey. The Judge held that Maxus and TS have direct liability for the contamination generated into the Passaic River. Volume, toxicity and cost of the contamination have not been verified yet.
On September 11, 2012, the Court issued the Track VIII order. The Track VIII order governs the process by which the Court would conduct the discovery and
trial of the claim for damages of the State of New Jersey (the “Administration”) against Occidental, Maxus and TS (caused by the Diamond Alkali Lister Avenue plant).
On September 27, 2012, Occidental filed its Amended Cross-Claims and the following day, the State of New Jersey (the “Administration”) filed
its fourth Amended Complaint. The principal changes to the Administration’s pleading concern the State’s allegations against YPF and Repsol, which were included in its cross-claim. In particular, based on the Moconi Report of the Argentine
State, three new allegations against Repsol were included involving asset stripping from Maxus and YPF.
During the fourth quarter of 2012 and the first
quarter of 2013, YPF, YPF Holdings, Maxus and TS together with certain other direct defendants in the litigation, have engaged in
on-going
mediation and negotiation seeking to settle Track VIII with the State
of New Jersey. During this time, the Court has stayed the litigation. On March 26, 2013, the State advised the Court that a proposed settlement between the State and certain third party defendants had been approved by the requisite threshold
number of private and public third party defendants. The respective Boards of Directors of YPF, YPF Holdings, Maxus and TS approved at their Board meetings the settlement agreement (the “Agreement”). The proposal of the Agreement, which
did not imply endorsement of facts or rights and presented only for conciliatory purposes, was subject to an approval process, publication, comment period and court approval. According to the terms of the Agreement, the state of New Jersey would
agree to release certain claims related with environmental liabilities within a geographic area of the Passaic River, New Jersey initiated against YPF and certain subsidiaries, recognizing to YPF and other participants in the litigation, a limited
liability of up to US$ 400 million, if they are found responsible. In return, Maxus would make cash payment of US$ 65 million at the time of approval of the Agreement.
In September 2013, the Court published its Case Management Order XVIII (“CMO No. XVIII”), which provides a schedule for approval of the Agreement.
Pursuant to the CMO XVIII, the Court rejected Occidental’s claims and approved the Agreement. Occidental appealed the approval of the Agreement, which was dismissed. Notwithstanding the foregoing, on February 10, 2014, in compliance with
the settlement agreement, Maxus made a deposit of US$ 65 million in an escrow account. On April 11, 2014, Occidental notified the parties that it would not seek an additional revision of the approval of the Agreement.
84
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
On August 20, 2014, the lawyers of the State of New Jersey reported that Occidental and the State of New
Jersey had entered into an agreement on the general terms and conditions of a settlement agreement that would end the Track VIII proceedings. On December 16, 2014, the Court approved the Settlement Agreement whereby the State of New Jersey
agreed to settle all claims against Occidental related to the environmental liabilities within a specific geographical area of the Passaic River, New Jersey, in consideration for the payment of US$ 190 million in three installments, the last
payable on June 15, 2015; and a sum amounting up to US$ 400 million if the State of New Jersey had to pay its percentage for future remedial actions.
On January 5, 2015, Maxus received a letter from Occidental requesting Maxus, pursuant to the purported contractual obligation to indemnify Occidental,
to compensate Occidental for all the payments that Occidental agreed to pay to the Administration. Maxus holds that both the existence and the amount of such obligation to indemnify under the settlement agreement are pending issues that must wait
for the Court decision on the Passaic River case.
In addition, on July 31, 2014 Occidental submitted its third amendment to the complaint YPF,
Repsol and Maxus filed motions to limit Occidental’s third amended complaint arguing that such claims were not included in the second. Occidental answered that the third amendment incorporated new facts, but not new claims. The Court rejected
Occidental’s arguments and dismissed the third amendment to the complaint.
Moreover, Repsol countersued Occidental alleging that the US$
65 million paid by Repsol as per the agreement between Repsol, YPF, YPF Holdings, Maxus and Tierra Solutions with the State of New Jersey was paid for damages caused by (a) Chemicals, for which Occidental is liable under the share purchase
agreement of 1986 or (b) Occidental’s individual conduct.
On April 15, 2015, Occidental sent Maxus a letter claiming indemnity protection
under the share purchase agreement with respect to the counterclaim filed by Repsol against Occidental. On 28 April 2015, Maxus replied contesting the claims reserving all arguments and defenses regarding the SPA’s indemnification
provisions.
Furthermore, the scheduled dates were changed through Case Management Order XXVI Depositions of witnesses residing in the U.S. and abroad
began in December 2014. Nearly forty witnesses deposed in the case, including the corporate representatives of all the parties. The issues being explored include Track IV (the alter ego and fraudulent transfers of assets) and Track III (indemnity
claims filed by OCC against Maxus). Depositions of witnesses were completed in
mid-October
2015.
Notwithstanding
the above, the Special Master authorized the parties to file briefs specifying any issue in respect of which each party believed that the court should authorize early summary judgment motions. The motions filed by the parties and the
non-binding
opinions as issued by the Special Master on January 14, 2016, are summarized below:
|
(a)
|
YPF filed for early summary judgment against OCC on four issues: i) dismissal of the portion of OCC’s claims for alter ego liability, based on the financing of YPF’s acquisition of Maxus shares in 1995; ii)
dismissal of the portion of OCC’s claims for alter ego liability, based on the transfer of Maxus’ assets from 1995 through 1999; iii) dismissal of the portion of OCC’s liability claims based on the alleged “control” by YPF
of Maxus’s Board of Directors’ decision, in 1996, to sell its subsidiaries in Bolivia and Venezuela to YPF International; and iv) dismissal of the portion of OCC’s claims for alter ego liability, based on the transfer of Maxus’
environmental liabilities to Tierra in 1996.
|
The Special Master’s Recommendation on YPF’s motion recommended to
deny the motion on the grounds that i) the statute of repose for fraudulent transfers is not applicable to the remedy of alter ego for breach of contract and ii) a finder of fact should be permitted to consider all portions of YPF actions when
determining if there is alter ego liability so dismissal of portions of these claims is inappropriate.
85
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
|
(b)
|
OCC filed a motion for early summary judgment against Maxus in relation to Occidental’s claim to recover the amount of US$ 190 million (plus expenses) under the settlement agreement.
|
The motion sought to establish that Maxus is liable for all obligations at the Lister Site, regardless of any actions taken by OCC (including
the period of time that the OCC operated Lister Site). Therefore, the Special Master’s Recommendation on OCC’s motion against Maxus recommended to grant the motion on the grounds that (i) the language of the SPA was not ambiguous and
required Maxus to indemnify OCC for its own conduct at the Lister Site and (ii) OCC was not estopped from seeking indemnity from Maxus for its own conduct at the Lister Site because it did not take inconsistent legal positions in prior
litigations. Notwithstanding the foregoing, Occidental will have to prove the reasonableness of the US$ 190 million amount settled with the State of New Jersey, for which Maxus may eventually be liable.
In addition, OCC filed for early summary judgment dismissing the cross-claims of Repsol against OCC, which seek to recover from OCC the US$
65 million payment made by Repsol to New Jersey State under the settlement agreement.
The Special Master’s Recommendation on
OCC’s motion against Repsol recommended to deny the motion in part as to Repsol’s contribution claim and to grant the motion in part as to Repsol’s unjust enrichment claim, on the grounds that i) Repsol’s contribution claims are
permissible under the New Jersey Spill Act even if a settlement did not fully discharge liability to the State; ii) demonstrating Repsol’s liability under the Spill Act is not a prerequisite for Repsol to receive contribution from OCC; iii)
Repsol is not liable to OCC for indemnification as an alter ego of Maxus, and iv) OCC was not unjustly enriched when Repsol settled with the state.
|
(c)
|
Repsol filed for early summary judgment against OCC to dismiss OCC’s cross-claims: i) to the extent that OCC’s claims are based on prescribed claims for fraudulent transfers; ii) on the grounds that OCC cannot
prove that it has suffered damages due to a failure to perform an agreement; iii) on the grounds that OCC cannot prove that Repsol has caused any damage even if a
non-performance
occurred, because OCC has
alleged that Maxus became insolvent before Repsol acquired YPF in 1999; and iv) on the grounds that OCC has failed to pierce the corporate veil between YPF and Repsol.
|
The Special Master’s Recommendation on Repsol’s motion against OCC recommended granting the motion because the OCC failed to set out
any basis to pierce the corporate veil between YPF and Repsol, which the Special Master held OCC was required to do, and because OCC did not allege that YPF was insolvent.
|
(d)
|
Maxus filed for early summary judgment against OCC to dismiss the claims for damages filed by OCC regarding costs not yet incurred by OCC (future remediation costs). YPF joined in this motion.
|
The Special Master’s Recommendation on Maxus’s motion against OCC was to grant the motion on the grounds that OCC’s request for
declaratory judgment has no basis due to the uncertainty regarding future costs.
|
(e)
|
Finally, related to the claims that OCC sought to add against YPF and Repsol for tortious interference with OCC’s contractual rights under the Stock Purchase Agreement of 1986 (between Maxus and OCC), the Special
Master recommended that the motion be denied on the grounds that OCC improperly delayed in seeking to supplement its claims despite having multiple earlier opportunities to do so.
|
The parties appealed the respective Special Master’s Recommendations on February 16, 2016. On February 18, 2016, the parties sought leave from
the Special Master to file additional motions for summary judgment. On March 7, 2016, the Special Master denied each of the parties’ requests to file additional motions, while ruling that the parties could raise the factual issues raised
in the motions at the time of trial as motions in limine. On April 5, 2016, the judge denied the motions and adopted the Special Master’s Recommendations in their entirety.
86
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
On April 25, 2016, the parties moved to request permission to file interlocutory appeals and a stay of
the litigation during the appellate proceedings. Maxus filed a motion requesting permission to appeal the ruling granting summary judgment to OCC against Maxus, which held that Maxus is liable under the stock purchase and sale agreement for all
obligations under, or arising from, the Lister Site, even if attributable to OCC’s own acts. YPF filed a motion requesting permission to appeal the ruling denying its motion for summary judgment and Occidental filed a motion, appealing the
ruling that granted Repsol its motion for summary judgment, On May 24, 2016, the Superior Court of New Jersey—Appellate Division denied all interlocutory appeals.
On April 5, 2016, the Superior Court issued Case Management Order XXVIII establishing the trial date as June 20, 2016, and requiring that all
pre-trial
motions be filed with the Special Master by May 4, 2016. However, all litigation against Maxus and YPF has been stayed upon Maxus’ filing under Chapter 11 of the Bankruptcy Code.
On June 20, 2016, Occidental filed a Notice of Removal of Claims and a motion to transfer venue of the remaining claims in the Passaic River Litigation
from the New Jersey Bankruptcy Court to the Delaware Bankruptcy Court. On June 28, 2016, the New Jersey Bankruptcy Court granted Occidental’s motion to transfer venue.
On July 20, 2016, Repsol filed a motion with the Delaware Bankruptcy Court to have its cross-claims seeking environmental contribution from Occidental
under the Spill Act to be remanded to the New Jersey Superior Court. On November 15, 2016, the Bankruptcy Court granted Repsol’s motion to remand. On November 29, 2016, Occidental filed a motion for clarification or, in the
alternative, for reconsideration of the Bankruptcy Court’s Order granting Repsol’s motion to remand. At a hearing on January 25, 2017, the Delaware Bankruptcy Court denied Occidental’s motion and allowed Repsol’s
cross-claims to go forward in the New Jersey Superior Court.
27.b) Accounting matters
In connection with the petition that the Maxus Entities filed with the Bankruptcy Court on June 17, 2016, as described in detail in part a) of this Note,
the Management of the Company considers this an event that required reconsideration of whether the consolidation of such entities remained appropriate. In order to carry out this analysis, the Company followed the guidelines established in IFRS 10
“Consolidated Financial Statements” to reassess whether it maintained control over the activities of the Maxus Entities. This analysis, in accordance with IAS 8, was complemented by the criteria set forth in the United States Standard ASC
810 published by the Financial Accounting Standards Board, the principles of which are consistent with IFRS 10, but addresses in more detail the issues related to the consolidation of entities that file a reorganization proceeding under Chapter 11.
Generally, when an entity files a petition under Chapter 11, shareholders do not generally maintain the ability to exercise the power to make decisions
that have a significant impact on the economic performance of the business of entities because that power is subject to Bankruptcy Court approval.
The
petition filed by the Maxus Entities under Chapter 11 has relevant effects on the rights that YPF Holdings has as a shareholder of these entities, because creditors generally replace the shareholders in their legal capacity to file derivative suits
against the directors on behalf of the entities for breach of the Debtors’ fiduciary obligations, since the creditors would be the main beneficiaries in any increase in value of these entities. However, it should be noted that YPF Holdings
retains its right to designate directors of the Debtors through Shareholders’ Meetings, unless the Bankruptcy Court orders otherwise. In addition, the bankruptcy cases also affect the responsibilities and functions of the board of directors and
management of each of the respective Maxus Entities. Each of the Maxus Entities has become a “Debtor in Possession” and, in accordance with the Bankruptcy Code, remains in possession of its property and, subject to certain limitations, is
authorized to carry out its normal operations, unless the Bankruptcy Court orders otherwise. Nevertheless, during the Chapter 11 cases, the directors of the Debtors do not have absolute discretion, since any transaction “outside the ordinary
course of business” of the Debtors, such as the sale of a significant asset, the expansion of a line of business involving the use of significant funds (or the commitment to do so), or the provision of loans or other types of financing, will be
subject to the approval of the Bankruptcy Court.
87
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
27. DECONSOLIDATION OF MAXUS ENTITIES (Cont.)
Likewise, on November 8, 2016, the Maxus Entities amended their
by-laws
in order to give greater discretion to the independent directors.
As a result, due to the Chapter 11
filing, YPF Holdings is not empowered to make decisions unilaterally, which could significantly affect the Debtors’ businesses, both operationally and economically. Likewise, the Debtors are required to seek the approval of the Bankruptcy Court
for typical commercial activities, if such activities could have a significant effect on their operations or on any of their Stakeholders.
In view of the
foregoing, the Management of the Company understands that, it is no longer able to exercise its power over such entities to significantly influence on the Maxus Entities’ operations and results, a necessary condition established by IFRS 10 to
establish the existence of an effective financial control and therefore, it proceeded to deconsolidate the investments in the Maxus Entities from June 17, 2016.
According to ASC 810, this loss of control may involve a gain or loss for the controlling company, since the controlling company must reconcile its
non-controlling
interest at fair value after deconsolidating the assets and liabilities of the entities. The obligations related to the reorganization process undertaken as described in part a) of this Note have
also been considered for purposes of this calculation. As a result, the Group has recorded a gain of 1,528 in “Other net operating results”.
As
a result of the deconsolidation, the consolidated statements of financial position as of December 31, 2017 and 2016 are not comparable to the one issued as of December 31, 2015. As of December 31, 2015, the following asset and
liability balances were consolidated in relation to the Maxus Entities:
|
|
|
|
|
|
|
Item
|
|
Balances of the
Debtors as of
December 31, 2015
|
|
|
Noncurrent assets
|
|
|
732
|
|
|
Current assets
|
|
|
416
|
|
|
Total assets
|
|
|
1,148
|
|
|
Noncurrent liabilities
|
|
|
3,966
|
|
|
Current liabilities
|
|
|
669
|
|
|
Total liabilities
|
|
|
4,635
|
|
|
Total liabilities and shareholders’ equity
|
|
|
1,148
|
|
In addition, the statement of comprehensive income and cash flow statement as of December 31, 2017 and 2016 are not
comparable with those issued as of December 31, 2015. As of December 31, 2015, the following results and cash flows were consolidated in relation to the Maxus Entities:
|
|
|
|
|
|
|
Item
|
|
Results of the
Debtors as of
December 31, 2015
|
|
|
Income
|
|
|
197
|
|
|
Costs
|
|
|
(287
|
)
|
|
Gross profit/(loss)
|
|
|
(90
|
)
|
|
Operating profit/(loss)
|
|
|
(555
|
)
|
|
Net financial results
|
|
|
(15
|
)
|
|
Net results
|
|
|
(570
|
)
|
|
Other comprehensive income (loss)
|
|
|
(2
|
)
|
|
Total comprehensive income (loss)
|
|
|
(572
|
)
|
|
|
|
|
|
|
|
Item
|
|
Cash Flow of the
Debtors as of
December 31, 2015
|
|
|
Net cash flow used in operating activities
|
|
|
(186
|
)
|
|
Net cash flow used in investments
|
|
|
(85
|
)
|
|
Net cash flow provided by financing activities
|
|
|
—
|
|
|
Net decrease in cash and cash equivalents
|
|
|
(271
|
)
|
88
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
28. CONTINGENT ASSETS AND LIABILITIES
28.a) Contingent assets
On March 21, 2014 a fire incident damaged the facilities of Crude Oil Treatment
Plant of Cerro Divisadero in Mendoza, belonging to the North Mendoza business, located 59 kilometers south from Malargüe city. In the mentioned facilities located in North Malargüe and South Malargüe, crude oil production was treated.
Because of the incident, the facilities were almost completely unusable with the corresponding production loss.
The pertinent insurers/reinsurers were
notified of the event and after analyzing various technological options, in November 2015, all liquidated claims were settled for US$ 122.5 million, of which US$ 45.3 million corresponded to material damages and US$ 77.2 million
corresponded to loss of production, taking into account a US$ 60 million advance.
In 2015, the Group recorded a gain of 1,165 in the consolidated
statements of comprehensive income under “Other net operating results” and “Costs” in accordance with the nature of the claim (material damage and loss of production, respectively).
In 2016, the Group received a second and final payment of US$ 62.5 million.
On April 2, 2013, YPF’s facilities at the La Plata refinery were struck by
unprecedented severe weather, which led to a fire that caused damage to the Coke A and Topping C units in the refinery. In operational terms, the incident temporarily affected the refinery’s ability to process crude oil, which left the entire
complex out of service for several days.
Based on the documentation provided to the liquidators appointed by the reinsurance companies, and following
their analysis, the total indemnification amount as a result of the accident amounted to US$ 615 million, of which US$ 227 million corresponded to material damages and US$ 388 million corresponded to loss of profits. The indemnity
period for loss of earnings because of the accident was extended to January 16, 2015. Payments were received gradually, US$ 300 million during the last quarter of 2013, US$ 130 million during the third quarter of 2014 and the
remaining balance of US$ 185 million during the second quarter of 2015.
In 2015, the Group recorded a gain of 523 in the consolidated statements of
comprehensive income under “Revenues” and “Costs” in accordance with the nature of the claims.
28.b) Contingent liabilities
The Group has the following contingencies and claims, individually significant, that the Management of the Company, in consultation with its external
counsels, believes have possible outcome. Based on the information available to the Group, including the amount of time remaining before trial among others, the results of discovery and the judgment of internal and external counsel, the Group is
unable to estimate the reasonably possible loss or range of loss on certain matters referred to below:
89
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
28. CONTINGENT ASSETS AND LIABILITIES (Cont.)
28.b.1) Environmental claims
|
|
•
|
|
Asociación Superficiarios de la Patagonia (“ASSUPA”)
|
In August 2003, ASSUPA sued 18
companies operating exploitation concessions and exploration permits in the Neuquén Basin, YPF being one of them, claiming the remediation of the general environmental damage purportedly caused in the execution of such activities, in addition
to the establishment of an environmental restoration fund, and the implementation of measures to prevent environmental damages in the future. The plaintiff requested that the Argentine Government, the Federal Environmental Council (
Consejo
Federal de Medio Ambiente
), the Provinces of Buenos Aires, La Pampa, Neuquén, Río Negro and Mendoza and the Ombudsman of the Nation be summoned. It requested, as a preliminary injunction, that the defendants refrain from carrying
out activities affecting the environment. Both the Ombudsman’s summons as well as the requested preliminary injunction were rejected by the CSJN. YPF has answered the demand requesting its rejection, opposing failure of the plaintiff and
requiring the summons of the Argentine Government, due to its obligation to indemnify YPF for events and claims before January 1, 1991, according to Law No. 24,145 and Decree No. 546/1993. The CSJN gave the plaintiffs a term to
correct the defects in the complaint. On August 26, 2008, the CSJN decided that such defects had already been corrected and on February 23, 2009, ordered that certain provinces, the Argentine Government and the Federal Environmental
Council be summoned. Therefore, pending issues were deferred until all third parties impleaded appear before the court. As of the date of issuance of these consolidated financial statements, the provinces of Río Negro, Buenos Aires,
Neuquén, Mendoza, and the Argentine government have made their presentations, which are not available to the Company yet. The Provinces of Neuquén and La Pampa have claimed lack of jurisdiction, which was answered by the plaintiff.
On December 30, 2014, the CSJN issued two interlocutory judgments. By the first, it supported the claim of the Provinces of Neuquén and La
Pampa, and declared that all environmental damages related to local and provincial situations were outside the scope of his original competence, and that only “inter-jurisdictional situations” (such as the Colorado River basin) would fall
under his venue.
By the second judgment, the Court rejected the petition filed by ASSUPA to incorporate Repsol and the directors who served in YPF until
April 2012 as a necessary third party. The Court also rejected precautionary measures and other proceedings related to such request.
In addition, it
should be highlighted that YPF learned about other three court complaints filed by ASSUPA against:
|
|
(i)
|
Concessionary companies in the San Jorge Gulf basin areas: On December 28, 2016, YPF received notice of the complaint. The deadline set for preliminary defenses was May 31, 2017, and the deadline to respond to
the complaint was June 30, 2017. YPF has timely filed a defense for a legal flaw and the court ordered the suspension of the terms to answer the complaint. The terms will continue to be suspended until a final decision is entered thereon
asserted by the company.
|
|
|
(ii)
|
Concessionary companies in the Austral basin areas: A highly summarized action has been ordered. In addition, an interim relief has been issued by the Lower Court to notify several companies of the existence of the
suit, and for the defendants to contribute certain information. YPF appealed this decision, and the Court of Appeals partially upheld the appeal, reversing the lower court ruling ordering various entities to provide notification of this claim. In
the same decision, the Court of Appeals confirmed that the defendants had an obligation to provide certain information but stated that YPF and the other defendants had already complied with such obligation. On November 2, 2015, YPF was notified
of the lawsuit. Following YPF’s request, the court ordered on November 4, 2015 to suspend the procedural time limits. On November 23, 2017, the plaintiff requested the Court to decide on its motion requesting the National Government
and the Provinces of Santa Cruz and Tierra del Fuego to be summoned to appear as third parties in compliance with the ruling dated December 6, 2017 whereby the court ordered the issuance of such summons, so that the National Government–and
the provinces mentioned above –enter an appearance in the case within the term of 60 days. The court ordered the suspension of deadlines until their appearance or expiration of the deadline. As of the date of issuance of these consolidated
financial statements, the terms continue to be suspended as the plaintiff has not enforced the summons of the National Government;
|
90
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
28. CONTINGENT ASSETS AND LIABILITIES (Cont.)
|
|
(iii)
|
Concessionary companies in the Northwest basin areas: The action was submitted to ordinary proceedings. On December 1, 2014, the Company was notified about the complaint. The procedural deadlines were suspended at
the Company’s request. Subsequently, on May 3, 2016, YPF was once again notified of the complaint, and the deadlines were reinstated. Consequently, the Company filed a motion requesting that the deadlines be suspended until the plaintiff
clarifies whether or not it will annex certain documentary evidence referred to in the complaint. The Judge sustained the Company’s motion and suspended again the deadlines to answer the complaint. On April 19, 2017, YPF was served with
notice of the ruling of the Court ordering to resume the procedural time limits against which YPF has timely filed a defense for a legal flaw. The court has not decided upon it yet and ordered the suspension of the terms to answer the complaint. The
terms will continue to be suspended until a final decision is entered on such defense asserted by YPF.
|
|
|
•
|
|
Dock Sud, Río Matanza, Riachuelo, Quilmes and Refinería Luján de Cuyo
|
A group of
neighbors of Dock Sud, Province of Buenos Aires, have sued 44 companies, among which YPF is included, the Argentine Government, the Province of Buenos Aires, the City of Buenos Aires and 14 municipalities, before the CSJN, seeking the remediation
and the indemnification of the environmental collective damage produced in the basin of the Matanza and Riachuelo rivers. Additionally, another group of neighbors of the Dock Sud area, have filed two other environmental lawsuits, one of them
desisted in relation to YPF, claiming several companies located in that area, among which YPF is included, the Province of Buenos Aires and several municipalities, for the remediation and the indemnification of the environmental collective damage of
the Dock Sud area and for the individual damage they claim to have suffered. Currently, it is not possible to reasonably estimate the outcome of these claims, as long as, if applicable, the corresponding legal fees and expenses that might result.
YPF has the right of indemnity by the Argentine Government for events and claims prior to January 1, 1991, according to Law No. 24,145 and Decree No. 546/1993.
By means of judgment dated July 8, 2008, the CSJN:
|
(i)
|
Determined that the Basin Matanza Riachuelo Authority (“ACUMAR”) (Law No. 26,168) should be in charge of the execution of the program of environmental remediation of the basin, being the Argentine
Government, the Province of Buenos Aires and the City of Buenos Aires responsible of its development; delegated in the Federal Lower Court of Quilmes the knowledge of all the matters concerning the execution of the remediation and reparation;
declared that all the litigations related to the execution of the remediation plan will accumulate and will proceed before this court and established that this process produces that other collective actions that have for object the environmental
remediation of the basin be dismissed (“littispendentia”). YPF has been notified of certain resolutions issued by ACUMAR, by virtue of which YPF has been requested to present an Industrial Reconversion Program, in connection with certain
installations of YPF. The Program has been presented although the Resolutions had been appealed by the Company;
|
|
(ii)
|
Decided that the proceedings related to the determination of the responsibilities derived from past behaviors for the reparation of the environmental damage will continue before that Court.
|
In addition to the claims discussed under 14.a.4), which discusses environmental claims in Quilmes, the Company has other legal and
non-judicial
claims against it, based on similar arguments.
On the other hand, the monitoring tasks carried out
routinely by YPF have allowed YPF to warn against degrees of affectation in the subsoil within the vicinity of the Luján de Cuyo refinery, which led to the creation of a program for surveying, evaluating and remedying liabilities that the
Company is in the process of implementing with agencies in the Province of Mendoza, the costs of which have been provisioned in the remediation program of environmental issues of the Group.
91
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
28. CONTINGENT ASSETS AND LIABILITIES (Cont.)
28.b.2) Contentious claims
|
|
•
|
|
Petersen Energía Inversora, S.A.U and Petersen Energía, S.A.U. (collectively, “Petersen”)
|
On April 8, 2015, Petersen, former YPF Class D shareholders, filed a lawsuit against the Republic of Argentina and YPF in the Federal District Court
for the Southern District of New York. The litigation is being conducted by the bankruptcy trustee of the previously mentioned companies due to a liquidation process pending in a Commercial Court in Spain. The complaint contains claims related to
the expropriation of the controlling interest of Repsol in YPF by the Argentine Republic in 2012, asserting that the obligation by the Argentine Republic to make a purchase offer to the remaining shareholders would have been triggered. Claims seem
to be mainly grounded on allegations that the expropriation breached contract obligations contained in the initial public offering and bylaws of YPF and seeks unspecified compensation. The Company filed a motion to dismiss on September 8, 2015,
the date which was set as a result of the extension of the term provided for by the Court. On the other hand, Petersen filed an objection against YPF’s motion to dismiss.
On July 20, 2016, the Court held a hearing during which the parties made their arguments regarding the motion to dismiss, and responded to questions
asked by the Judge. On September 9, 2016, the United States District Court for the Southern District of New York issued a decision partially dismissing the complaint filed by Petersen against YPF at this preliminary stage. The Company appealed
this decision, requesting a complete dismissal of the complaint at this preliminary stage.
On June 15, 2017, a hearing was held so that the parties
could orally present their arguments. Currently, the matter is pending the resolution of the Court of Appeals.
As of the date of issuance of these
consolidated financial statements, there are no elements in YPF’s possession that allow quantifying the possible impact that this claim could have on the Company.
The Company categorically rejects the claims asserted in the complaint for being inadmissible and will file all necessary legal remedies and take all
defensive measures in accordance with the applicable legal procedure in order to defend its rights.
|
|
•
|
|
Eton Park Capital Management, L.P., Eton Park Master Fund, LTD. y Eton Park Fund, L.P. (jointly referred to as “Eton Park”)
|
On June 2, 2017, Eton Park, a former YPF shareholder, filed a complaint against the Argentine Republic and YPF in the United States District Court for
the Southern District of New York, for alleged damages that it would have suffered during the process of expropriation of shares that the Argentine Republic took over the majority stake of Repsol in YPF in 2012. The complaint, which seeks
unspecified compensation, states that the alleged obligations assumed in the bylaws and in the initial public offering of YPF shares were violated, which imposed obligations related to a public offering made to the rest of the shareholders.
Currently, the proceedings are temporarily stayed, pending the decision of the Court of Appeals in the Petersen case.
As of the date of these financial statements, there are no factors that YPF can use to quantify the possible impact that this claim might have on the Company.
The Company categorically rejects the claims asserted in the complaint for being inadmissible and will file all necessary legal remedies and take all
defensive measures in accordance with the applicable legal procedure in order to defend its rights.
92
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
28. CONTINGENT ASSETS AND LIABILITIES (Cont.)
28.b.3) Claims before the CNDC
|
|
•
|
|
Claims against natural gas producers
|
On November 17, 2003, the CNDC requested explanations,
within the framework of an official investigation pursuant to Article 29 of Law No. 25,156 of Antitrust Protection, from a group of almost thirty natural gas production companies, YPF among them, with respect to the following items:
(i) the inclusion of clauses purportedly restraining trade in natural gas purchase/sale contracts; and (ii) observations on gas imports from Bolivia, in particular (a) old expired contract signed by YPF, when it was state-owned, and
YPFB (the Bolivian state-owned oil company), under which YPF allegedly sold Bolivian gas in Argentina at prices below the purchase price; and (b) the unsuccessful attempts in 2001 by Duke and Distribuidora de Gas del Centro to import gas into
Argentina from Bolivia. On January 12, 2004, YPF submitted explanations in accordance with article 29 of the Antitrust Law, contending that no antitrust violations had been committed and that there had been no price discrimination between
natural gas sales in the Argentine market and the export market. On January 20, 2006, YPF received a notification of resolution dated December 2, 2005, whereby the Antitrust Board (i) rejected the “non bis in idem” petition
filed by YPF, on the grounds that ENARGAS was not empowered to resolve the issue when ENARGAS Resolution No. 1,289 was enacted; and (ii) ordered that the opening of the proceedings be undertaken pursuant to the provisions of
Section 30 of the Antitrust Law. On January 15, 2007, the Antitrust Board charged YPF and eight other producers with violations of the Antitrust Law. YPF has contested the complaint on the basis that no violation of the law took place and
that the charges are barred by the applicable statute of limitations and has presented evidence in support of its position. On June 22, 2007, YPF presented to the Antitrust Board, without acknowledging any conduct in violation of the Antitrust
Law, a commitment consistent with article 36 of the Antitrust Law, requiring to the Antitrust Board to approve the commitment, to suspend the investigation and to file the proceedings. On December 14, 2007, the Antitrust Board decided to
transfer the motion to the Court of Appeals because of the appeal presented by YPF against the rejection of the application of the statute of limitations. The file was filed by the CNDC, without consequences for YPF.
•
Claims for fuel sale prices
In addition, the
Group was subject to other claims before the Antitrust Board, which are related to alleged price discrimination in sale of fuels. And which were timely answered by YPF.
28.b.4) Tax claims
|
|
•
|
|
Dispute over the cost deduction for abandoning wells
|
The Company has consistently recorded the cost of
abandoning wells in accordance with the criteria detailed in Note 2.b.6) and, in the absence of a specific treatment of that subject in the income tax law and its Regulatory Decree, has deducted the charge for well plugging costs in the calculation
of this tax, based on the general criteria of the standard for deduction of expenses (accrual criteria). Nevertheless, this interpretation has been objected to by the AFIP, which would allow for deductions once the expense has been done.
Although both consider it a deductible expense, the disagreement between YPF and the AFIP stems from the criteria that each of them uses to decide when the
obligation to plug arises which, in turn, is the one that determines when the deduction from the income tax should be taken.
The AFIP understands that
the deduction of costs due to the abandonment of wells should be deferred until the taxpayer has the opportunity to proceed with plugging the well, once the wells have been exhausted, considering the abandonment of the well to be the event
generating the charge for well plugging costs.
On the other hand, the Company, as well as other companies in the oil industry, understands that the event
that generates the well plugging costs in connection with the abandonment of wells is the act of drilling, as the drilling constitutes environmental impact and, consequently, the obligation to repair such impact through well plugging arises from
that moment. This obligation is not subject to any condition since there is no uncertainty as to whether well exhaustion will inevitably occur. The Company has learned that similar disputes have been raised by the AFIP with other companies in the
oil industry.
93
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
28. CONTINGENT ASSETS AND LIABILITIES (Cont.)
In June 2016, the Ministry of Hydrocarbons Resources of MINEM (
Secretaría de Recursos
Hidrocarburíferos del MINEM
), the competent body to clarify the origin of the legal obligation in the matter, and in response to a consultation of the Chamber of Oil Exploration and Production, ruled in favor of the position of the oil
companies and concluded that the substantial event generating the charge for the abandonment of wells is the drilling.
This response of the Chamber has
been reported to the AFIP by both the Ministry of Hydrocarbon Resources and by YPF but, with respect to different questions the AFIP disregarded this position and, on December 29, 2016, notified the Company of two resolutions, adjusting the
income tax for the fiscal periods 2005 to 2009 and questioning the criteria followed by the Company.
On February 20, 2017, YPF filed the corresponding appeal to the Fiscal Tribunal of the Nation (
Tribunal Fiscal de la
Nación
) for such unilateral determinations.
The disputed amount for the years claimed by AFIP amounts to a total of 3,997 considering
principal and interest.
On June 28, 2017, the Company was served with notice of an information request by AFIP through which it initiates a
verification process regarding the deduction of the settlement costs corresponding to the fiscal periods 2011 to 2016 inclusive.
On October 10,
2017, the Company was served with a notice sent by the AFIP, through which it reports an adjustment for the 2010 fiscal period. On November 23, 2017, the corresponding discharge was filed.
On October 13, 2017, the Company was notified of the closing of the inspection and the planned adjustment for the fiscal periods 2011 to 2016 inclusive,
which was rejected by means of a note submitted on October 23, 2017.
Notwithstanding the progress of these proceedings and ongoing investigations
(and prosecution of other companies in the industry), the Company, based on its opinion and that of its external advisors, considers its arguments defending the criteria adopted to be strong.
|
|
•
|
|
Dispute over customs duties
|
Between 2006 and 2009, the Customs General Administrations in
Neuquén, Comodoro Rivadavia and Puerto Deseado informed the Company that certain summary proceedings had been brought against YPF based on alleged formal misstatements on future commitments of crude oil deliveries in the loading permits
submitted before these agencies, for periods prior to and subsequent to the existence of export duties, for which they calculated the difference between the contractual price declared and the price in force at the time of export to determine fines
under the terms of the Customs Code.
The Customs General Administration may question whether the contractual price agreed to by the Company and declared
in loading permits is an appropriate amount when calculating export duties. However, the Company understands that there is no violation for declaring the contractual price of a transaction. In addition, YPF has paid export duties on the market value
of crude oil since its existence.
The summaries ended the administrative reviews before the Customs General Administration and are in full appeal before
the Argentine Tax Court. On March 3, 2017, the Company was notified of an adverse judgment handed down by the Argentine Tax Court regarding the criteria employed for crude oil delivery operations after 1998 and for which fines were determined
in accordance with Article 954 (c) of the Customs Code for approximately 11 exports that occurred prior to the existence of export duties. The Company appealed the adverse judgment of the Tax Court in a timely fashion before the Court of Appeals,
which has the power to grant staying effects on sanctions, which may only be requested under a final judgment, if applicable, and in the event the CSJN rules in favor of the Customs General Administration.
94
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
28. CONTINGENT ASSETS AND LIABILITIES (Cont.)
On March 31, 2017, the Company resolved to pay differences in export duties that had been objected to by
several Customs, arising from future deliveries of crude oil commitments, by adhering to the anticipated moratorium provided for in Law 27,260. This action allowed the abatement of interest and cancellation of the applied fines underlying the
substantial obligation. For this purpose, presentations were file in all pending administrative and judicial cases evidencing the payment of the export duties and, where appropriate, the request for remission of the fines applied under the
provisions set forth in Law 27,260. The summary proceedings and other proceedings in which the application of a fine is the matter at issue when there were no export duties are still pending, applying in that case the fine contemplated in article
954 clause c), which amounts to 450 as of the date of this consolidated financial statements.
Notwithstanding the progression of this process, the
Company, based on its opinion and that of its external advisors, believes the claim has no legal merit and that it has a strong case in defense of the approach adopted in the dispute mentioned above.
28.b.5) Other claims
Additionally, the Group has received
other labor, civil and commercial claims and several claims from the AFIP and from provincial and municipal fiscal authorities, not individually significant, which have not been accrued since Management, based on the evidence available as of the
date of issuance of these consolidated financial statements, has assessed them to be possible contingencies.
29. CONTRACTUAL
COMMITMENTS
29.a) Agreements of extension of concessions
Loma La Lata—Sierra Barrosa Areas
On December 28, 2000, through Decree No. 1,252/2000, the Argentine Federal Executive Branch (the “Federal Executive”) extended for an
additional term of 10 years (until November 2027) the concession for the exploitation of Loma La Lata – Sierra Barrosa area granted to YPF. The extension was granted under the terms and conditions of the Extension Agreement executed between the
Argentine Government, the Province of Neuquén and YPF on December 5, 2000. Under this agreement, YPF paid US$ 300 million to the Argentine Government for the extension of the concession mentioned above and committed, among other
things, to define a disbursement and investment program of US$ 8,000 million in the Province of Neuquén from 2000 to 2017 and to pay to the Province of Neuquén 5% of the net cash flows arising out of the concession during each
year of the extension term. The previously mentioned commitments have been affected by the changes in economic rules established by the Public Emergency Law.
On July 24, 2013, in order to make feasible the implementation of a
non-conventional
hydrocarbons project, YPF
and the Province of Neuquén signed an Agreement under which the Province of Neuquén agreed to (i) separate from the Loma La Lata – Sierra Barrosa exploitation concession a surface area of 327.5 km2; (ii) incorporate such
separated surface area into the surface area of the Loma Campana exploitation concession, forming a surface area of 395 km2 and (iii) extend the Loma Campana exploitation concession for a term of 22 years starting from the date of its
expiration (until November 11, 2048).
The commitments made by the Company are as follows: (i) payment of US$ 20 million in consideration
for the effect that the separation of surface from the Area Loma La Lata—Loma Campana has on the conventional production, payable within 15 days of the legislative ratification of the Agreement; (ii) payment of US$ 45 million on the
Corporate Social Responsibility concept, payable during the years 2013, 2014 and 2015; (iii) payment of 5% on the investment project profits after taxes, applicable as from December 2027; (iv) 50% reduction, as from August 2012, of the subsidy
applicable to the price of natural gas for the Methanol Plant according to the terms of the Commitment Act of 1998 signed between the Company and the Province of Neuquén; (v) make an investment of US$ 1 billion within a period of 18
months beginning on July 16, 2013; and vi) prioritize the recruitment of labor, suppliers and services based in Neuquén.
95
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
29. CONTRACTUAL COMMITMENTS (Cont.)
Rincón del Mangrullo Block
On August 1, 2017, YPF and the Province of Neuquén Agreement entered into an Agreement whereby they agreed the terms for obtaining an
Unconventional Exploitation Concession in the Rincón del Mangrullo block (the “Block”), which will result in an increase of the current activity of the Block and an extension of the current effective term, which expires in 2022. As
of the granting of the new concession, YPF may exploit the Block until 2052, with the possibility of
re-extending
this term.
Through this agreement, YPF is committed to investing US$150 million to carry out a pilot program consisting of the drilling of 13 wells to continue the
development of the Mulichinco formation and investigate other formations such as Vaca Muerta and Lajas.
On August 11, 2017, the unconventional
exploitation concession of the Block was granted in favor of YPF by Provincial Decree No. 1,316/17, as of that date, the Agreement entered into force.
YPF currently has subscribed an Investment Agreement with Petrolera Pampa S.A. (“Pampa”), through which the Company operates the area and Pampa
participates in the production arising from certain formations of the Block, and YPF maintains 100% of the rights to Vaca Muerta and Quintuco. Within this framework, YPF will hold 100% of the new Concession of Unconventional Exploitation and the
current concession of the Block, continuing with the Investment Agreement with Pampa.
Other concessions
Additionally, in 2008 and 2009, YPF entered into a series of agreements with the Province of Neuquén, to extend for ten additional years the term of the
production concessions on several areas located in that province, which, as result of the above mentioned agreement, will expire between 2026 and 2027. As a condition for the extension of these concessions, YPF undertook the following commitments,
among others, upon the execution of the agreements: (i) to make to the Province total initial payments of US$ 204 million; (ii) to pay in cash to the Province an “Extraordinary Production Royalty” of 3% of the production of
the areas involved. In addition, the parties agreed to make adjustments of up to an additional 3% in the event of an extraordinary income according to the mechanisms and reference values established in each signed agreement and (iii) to carry
out exploration activities in the remaining exploration areas and make certain investments and expenditures in the production concessions that are the purpose of the agreements in a total amount of US$ 3,512 million until the expiring date of
the concessions.
In April 2011, YPF entered into an agreement with the Province of Mendoza to extend for 10
years the term of certain exploitation concessions (one of which is “La Ventana”), and the transportation concessions located in the province, from the expiration of the original terms of the grant.
By signing the memorandum of agreement, YPF assumed certain commitments within which includes: (i) to make initial payments to the province of Mendoza in
an aggregate amount of approximately US$ 135 million, on the date specified in the agreement; (ii) to pay the province of Mendoza an “Extraordinary Production Royalty” of 3% of the production of the areas included in the
agreement. In addition, the parties agreed to make additional adjustments in the event of extraordinary income due to lower export duties or a higher monthly average price of crude oil and/or natural gas according to a mechanism and reference values
established in the memorandum of agreement; (iii) to carry out exploration activities and make certain investments and expenditures in a total amount of US$ 4,113 million until the expiration of the extended term, as stipulated in the
agreement; and; (iv) to make payments equal to 0.3% of the annual amount paid as “Extraordinary Production Royalty” intended for the Institutional Strengthening
Fund, in order to purchase equipment and finance training
activities, logistics and operational expenses in certain government agencies of the province of Mendoza specified in the agreement, among others.
96
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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29. CONTRACTUAL COMMITMENTS (Cont.)
During November 2012, YPF entered into an agreement with the Province of Santa Cruz to
extend for 25 years the term of certain exploitation concessions, from the expiration of their original terms.
By signing the memorandum of agreement,
YPF assumed certain commitments which include: (i) to make initial payments to the province of Santa Cruz in an aggregate amount of approximately of US$ 200 million, on the date specified in the agreement; (ii) to pay the province of
Santa Cruz a Production Royalty of 12% plus an additional of 3% over the production of conventional hydrocarbons; (iii) to pay the province of Santa Cruz a Production Royalty of 10% over the production of unconventional hydrocarbons;
(iv) to make certain investments on the exploitation concessions, as stipulated in the agreement; (v) to carry out exploration activities in the remaining exploration areas; (vi) to contribute with social infrastructure investments
within the province of Santa Cruz in an amount equivalent to 20% of the amount of the extension royalty; and (vii) to define and prioritize a remediation plan of environmental liabilities with reasonable technical criteria and the extent of
remediation tasks within the term of the concessions.
Moreover, on September 1, 2017, by Decree 773/17 issued by the Government of the Province of
Santa Cruz, YPF received the award of the El Turbio area that had been offered by the province through the National and International Public Tender No. 03/IESC/17. On September 25, 2017, YPF subscribed the contract for the exploration and
potential exploitation of the area
.
On October 23, 2012, YPF entered into an agreement with the province of Salta to extend for
10 years the original term of certain exploitation concessions from the expiration of their original terms. YPF and associated signatory companies (Tecpetrol S.A., Petrobras Argentina S.A., Compañía General de Combustibles S.A. and
Ledesma SAAI) by signing the memorandum of agreement made, among others, the following commitments: (i) conducting in the Aguaragüe area, on the dates indicated in the agreement and during the first two years, the following investments: a
minimum amount in development plans, involving the drilling of development wells (at least 3) and expansion of production facilities and treatment of hydrocarbons of US$ 36 million, (ii) YPF and each of the associated signatory companies
will recognize for the province a special extraordinary contribution equal to 25% of the amount corresponding to royalties of 12% referred to in art. 59 and 62 of Law 17,319, (iii) YPF and each of the associated signatory companies will recognize
for the province an additional payment to the special extraordinary contribution, only when conditions of extraordinary income are verified in the marketing of oil crude production and natural gas from the concessions, under price increase obtained
by each party, from the sum of US$ 90/bbl in the case of crude oil production and the sum equivalent to 70% of import gas prices, (iv) YPF and each of the associated signatory companies will pay to the province, and in the proportion that
corresponds to each one, a
one-time
sum of US$ 5 million in the concept of bonus extension, (v) YPF and the associated signatory companies undertake to make investments for a minimum amount of US$
30 million in additional exploration work to be implemented in the concessions.
On April 3, 2017, YPF subscribed an Amendment Agreement with
the Province of Salta for purpose of amending the agreement entered into on October 23, 2012. The signatories are the same in both Agreements. The Amendment Agreement establishes that the obligations described in paragraphs (i), (ii) and
(iv) have been met, and with respect to the obligations referred to in paragraph (v), it establishes that they will be replaced by the drilling of 2 development wells for a minimum amount of US$ 26 million. In the event that the
development wells yield satisfactory productive results for YPF and the associated companies, contingent on such results, the parties agreed to drill an additional development well. The parties have begun to fulfill this commitment and will finalize
it within 365 calendar days of the effective date of such agreement. Furthermore, YPF and the signatory associated companies must drill an exploration well for an amount of US$4 million within the term of 365 days of the effective date of the
Amendment Agreement.
97
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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29. CONTRACTUAL COMMITMENTS (Cont.)
On October 2, 2013, the Province of Chubut published the law for the approval of the
Agreement to Extend the Exploitation Concessions El Tordillo, La Tapera and Puesto Quiroga, located in the Province of Chubut. YPF holds 12.196% of the concessions, while Petrobras Argentina S.A. holds 35.67% and Tecpetrol S.A. holds the remaining
52.133%. The Concessions were extended for a
30-year
period counted as from the year 2017. The main terms and conditions agreed by the Province of Chubut comprise the commitment of the companies belonging to
the JO to make the following payments and contributions: (i) paying US$ 18 million as Historical Remediation Bonus; (ii) paying a Compensation Bonus amounting to a fixed 4% over the production of gas and oil since 2013 (this is
calculated as an additional royalty); (iii) covering expenses and investments related to the protection and conservation of the environment; (iv) maintaining a minimum amount of equipment for drilling and work-overs in operation; (v) after
the first ten years of extension, Petrominera S.E. will acquire a 10% interest in the exploitation concessions.
Furthermore, on December 26, 2013,
YPF and the Province of Chubut signed an Agreement for the extension of the original term of the Concessions for the Exploitation of Restinga Alí, Sarmiento, Campamento Central – Cañadón Perdido, Manantiales Behr and El
Trébol. The Extension Agreement was ratified by the Legislature of the Province of Chubut on January 17, 2014, and by the Company’s Board of Directors on February 24, 2014; thus complying with the conditions precedent
established in the Extension Agreement. The following are the main terms and conditions agreed with the Province of Chubut: YPF holds 100% of the exploitation concessions, except for the concession Campamento Central – Cañadón
Perdido, where ENAP SIPETROL S.A. holds 50%. A
30-year
extension was established for the terms of the exploitation concessions that expire in the years 2017 (Campamento Central – Cañadón
Perdido and El Trébol – Escalante), 2015 (Restinga Alí) and 2016 (Manantiales Behr). YPF undertook, among others, the following obligations: (i) to pay a Historical Compensation Bonus of US$ 30 million; (ii) to pay
to the Province of Chubut the Hydrocarbons Compensation Bonus amounting to 3% of the oil and gas production (calculated as an additional royalty); (iii) to meet a minimum level of investment; (iv) to maintain a minimum amount of equipment for
drilling and work-over under hire and in operation; and (v) to assign to Petrominera S.E. 41% of YPF’s interest in the exploitation concessions of El Tordillo, La Tapera and Puesto Quiroga (amounting to 5% of the total concessions) and in
the related JO.
In December 2014, YPF, YSUR Energía Argentina S.R.L., YSUR Petrolera Argentina S.A.
(companies merged with YPF) entered into a Renegotiation Agreement with the Province of Rio Negro to extending for 10 years the original term of the following exploitation concessions as from maturity of their original granting terms: (i) “El
Medanito”, “Barranca de los Loros”, “Señal Picada-Punta Barda”, “Bajo del Piche” where YPF holds 100%, up to November 14, 2027; (ii) “Los Caldenes” where YPF holds 100%, up to
September 19, 2036; (iii) “Estación Fernández Oro”, where YSUR Energía Argentina S.R.L. holds 100%, up to August 16, 2026; and (iv) “El Santiagueño” where YSUR Petrolera Argentina S.A. holds
100%, up to September 6, 2025.
The Renegotiation Agreement was confirmed by the legislature of the Province of Rio Negro by the issuance of
Provincial Law No. 5027 dated December 30, 2014. The companies signing the Renegotiation Agreement assumed the following commitments, among others: (i) payment of US$ 46 million as Fixed Bonus, (ii) contributions to social
development and institutional strengthening amounting to US$ 9.2 million, (iii) supplementary contributions equivalent to 3% of the monthly oil production and 3% of the monthly gas production, (iv) annual contributions for training,
research and development, (v) compliance with a minimal development and investment plan, and (vi) investment for the execution of environmental remediation plans.
98
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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29. CONTRACTUAL COMMITMENTS (Cont.)
Concessions of Tierra del Fuego, Los Chorrillos and Lago Fuego
The Company has negotiated with the Executive Office of the province of Tierra del Fuego the terms in order to extend their concessions in such province,
having signed, on December 18, 2013, the Agreement of Extension of concessions of Tierra del Fuego (until November 14, 2027), Los Chorrillos (until April 18, 2026) and Lago Fuego (until November 6, 2027). On October 10,
2014, Act No. 998 and Act No. 997 approving the extension agreements were enacted.
Magallanes Area
On August 25, 2017, YPF signed an Extension Agreement with the province of Tierra del Fuego (hereinafter the “Memorandum of Agreement”) to
extend the original term of the concession for the exploitation of hydrocarbons on the Magallanes Area owned by YPF, in the fraction corresponding to the granting jurisdiction of the Province of Tierra del Fuego for a period of ten years until
November 14, 2027 under the terms set forth in Article 35 of the Hydrocarbons Law No. 17,319.
Moreover, the Memorandum of Agreement executed
between YPF and the Province of Tierra del Fuego establishes, among others, the following points: (i) the payment of the sum of US$7.9 million as an extension bonus, (ii) a commitment to invest in the Area until the end of the
extension period; and (iii) the payment to the Province of Tierra del Fuego as royalties of 15% of the computable production of crude oil and natural gas from the Area, in the portion located within the jurisdiction, in accordance with the
provisions set forth in Article 59 of Law No. 17,319.
The Memorandum of Agreement was ratified by Provincial Decree N° 2.406/17 dated
September 5, 2017 and provincial law N° 1.178 promulgated on September 19, 2017.
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National Executive Branch
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The National Executive Branch by Administrative Decision No. 1/2016,
published on January 8, 2016, extended the term of the exploitation concession in the Magallanes area for the National Government’s portion, as from November 14, 2017 for a period of 10 years, in accordance with Section 35 of Law
No. 17,319.
The Administrative Decision No. 1/2016 establishes the following terms and conditions: (i) approval of the investment plan
(ii) the payment of US$ 12.5 million as an extension bonus, which has been appealed by YPF as to its calculation which has not been defined to date, and (iii) the payment of 15% of royalties on the production of hydrocarbons pursuant
to Article 59 of Law No. 27,007.
29.b) Project investment agreements
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Agreements for the development of Loma La Lata Norte and Loma Campana areas
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On July 16, 2013, the
Company and subsidiaries of Chevron Corporation (“Chevron”) subscribed a Project Investment Agreement (the “LC Agreement”) with the objective of the joint exploitation of unconventional hydrocarbons in the province of
Neuquén. The LC Agreement contemplates an expenditure, subject to certain conditions, of US$ 1,240 million by Chevron for the first phase of work to develop about 20 km2 (the “pilot project”) (4,942 acres) of the 395 km2
(97,607 acres) corresponding to the area dedicated to the project, located in the aforementioned province and includes Loma La Lata Norte and Loma Campana areas. This first pilot project includes the drilling of more than 100 wells.
During September 2013, and upon the fulfillment of certain conditions precedent (which included the granting of an extension of the Loma Campana concession
maturity until 2048 and the unitization of that area with the
sub-area
Loma La Lata Norte), Chevron made the initial payment of US$ 300 million.
99
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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29. CONTRACTUAL COMMITMENTS (Cont.)
On December 10, 2013, the Company and some of its subsidiaries and subsidiaries of Chevron successfully
completed the pending documents for the closing of the Investment Project Agreement, which enables the disbursement by Chevron of US$ 940 million, in addition to the US$ 300 million that such company has already disbursed. For such
purposes, the Company and Chevron made the necessary contracts for the assignment in favor of Compañía de Hidrocarburo No Convencional S.R.L. (“CHNC”) of 50% of the exploitation concession Loma Campana, and supplementary
agreements including the contract for the organization of the JO and the Joint Operating Agreement for the operation of Loma Campana, where YPF participates as area operator.
The Company indirectly holds 100% of the capital stock of CHNC, but under the existing contractual arrangements, it does not make financial or operative
decisions relevant to CHNC and does not fund its activities either. Therefore, the Company is not exposed to any risk or rewards due to its interest in CHNC. Thus, as required by IFRS, the Company has valued its interest in CHNC at cost, which is
not significant, and has not recorded any profit or loss for such interest for the years ended December 31, 2017, 2016 and 2015.
Considering the
rights that Chevron could exercise in the future over CHNC to access to the 50% of the concession and supplementary rights, and as a guarantee for such rights and other obligations under the LC Agreement, a pledge over the shares of YPF’s
affiliate, which is an indirect holder of YPF’s interest in CHNC, has been made in favor of Chevron.
In this context, and considering that YPF is
the Loma Campana area operator, the parties have executed a Project Obligations, Indemnities and Guarantee Agreement, by virtue of which the Company makes certain representations and guarantees in relation to the LC Agreement. This guarantee on the
operation and management of the Project does not include the project’s performance or return on investment, both at the exclusive risk of Chevron.
Finally, other supplementary agreements and documents related to the LC Agreement have been signed, including: (a) the agreement for the allocation of
certain benefits deriving from Decree No. 929/2013 from YPF to CHNC; (b) terms and conditions for YPF’s acquisition of natural gas and crude oil pertaining to CHNC for 50% of the interest in the Loma Campana area; and (c) certain
agreements for the technical assistance of Chevron to YPF.
During April 2014, YPF and certain of its subsidiaries and subsidiaries of Chevron,
successfully completed the second phase of the LC Agreement and Chevron has confirmed its decision to continue with the investment project in unconventional hydrocarbons in the Loma Campana area, thereby commencing the third phase of such project.
The duration of this third phase will encompass the life of the project, until the expiration of the Loma Campana concession.
During fiscal years 2017,
2016 and 2015, YPF and CHNC carried out transactions, among others, the purchases of gas and crude oil by YPF for 5,672, 5,912 and 3,556, respectively. These transactions will be consummated in accordance with the general and regulatory conditions
of the market. The net balance payable to CHNC as of December 31, 2017, 2016 and 2015 amounts to 654, 544 and 553, respectively.
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Agreements for the development of the Chihuído de la Sierra NegraSudeste– Narambuena area
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During April 2014, YPF and Chevron signed a new project investment agreement with the objective of the joint exploration of unconventional hydrocarbons in the
Province of Neuquén, within the area Chihuido de la Sierra Negra Sudeste – Narambuena. The investment will be undertaken exclusively by, and at the sole risk of, Chevron. The investment will be disbursed in two stages.
To this end, the Company and Chevron entered into the necessary agreements to implement the assignment to Compañía de Desarrollo No Convencional
S.R.L (“CDNC”) of (a) a 50% interest in the Narambuena Exploration Project Area and (b) a 7% legal interest in the Exploitation Concession of Chihuido de la Sierra Negra in Neuquén and Mendoza. However, contractual rights
of Chevron are limited to Narambuena Area, as YPF will hold 100% ownership of the conventional production and reserves outside the Project Area and Desfiladero Bayo field. On May 29, 2015, the first phase of the agreement was closed with the
perfection of the relevant assignments.
100
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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29. CONTRACTUAL COMMITMENTS (Cont.)
In October 2017, Chevron decided to go ahead with the second phase of the project that consists of the
drilling and completion of 43 horizontal wells in the period 2018 – 2019. The Company indirectly holds a 100% interest in the capital stock of CDNC; however, as pursuant to effective contractual agreements, the Company neither exercises
CDNC’s relevant financial and operating decision-making rights nor funds its activities, the Company is not exposed to risks and benefits for its interest in CDNC. Therefore, according to IFRS, the Company has valued its interest in CDNC at
cost, which is not significant, and has not recorded any income (loss) for the said interest for the fiscal years ended December 31, 2017, 2016 and 2015.
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Agreements for the development of El Orejano area
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On September 23, 2013, the Company, Dow Europe
Holding B.V. and PBB Polisur S.A., (hereinafter, collectively, “Dow”) signed an agreement (the “Dow Agreement”), which contemplates an expenditure by both parties of up to US$ 188 million which will be directed towards the
joint exploitation of an unconventional gas pilot project in the Province of Neuquén, in the area of “El Orejano. Dow contributed US$120 million out of the US$188 million provided by means of a financing agreement convertible
into a participation in the project, which includes a first phase of work during which 16 wells would be drilled.
On October 22, 2015, both parties
agreed to an addendum to the Dow Agreement which provides, among other things, for: (i) an increase in the amount to be disbursed by Dow, by US$ 60 million, totaling US$ 180 million, through a convertible financing in an interest in
the project, for the same purposes and effects than those of the previous disbursements, and (ii) the extension of the time period during which Dow may exercise the conversion option, up to December 18, 2015. On October 30, 2015, the
Company received the additional amounts committed.
On December 15, 2015, Dow exercised the option provided for in the Dow Agreement, whereby YPF has
assigned 50% of its interest in the exploitation concession of “El Orejano” area, which amounts to a total area of 45km2, in the Province of Neuquén.
In addition, the parties have formed a JO for the exploration, evaluation, exploitation and development of hydrocarbons in “El Orejano” area, which
became effective on January 1, 2016 and in which Dow and YPF each have a 50% interest.
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Agreements for the development of Rincón del Mangrullo area
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On November 6, 2013, the
Company and Petrolera Pampa S.A. (hereinafter “Petrolera Pampa”) signed an investment agreement under which Petrolera Pampa undertakes to invest US$ 151.5 million in exchange for 50% of the interest in the production of hydrocarbons
in the area of Rincón del Mangrullo in the Province of Neuquén, pertaining to the formation “Formación Mulichinco” (hereinafter the “Area”), where YPF will be area operator.
During this first stage, Petrolera Pampa has committed to invest US$ 81.5 million for the drilling of 17 wells and the acquisition and analysis of about
40 km2 of 3D seismic data.
The second phase investment includes an investment of US$ 70 million to drill 15 wells.
As of December 31, 2015, the two stages were completed.
On May 26, 2015, a supplementary agreement (the “Amendment”) to the investment agreement dated November 6, 2013 was signed. The Amendment
established an interest of 50% of each of the parties in the entire production, costs and investments for the development of the Area with retroactive effect from January 1, 2015, excluding from the agreement only the formations of Vaca Muerta
and Quintuco. It should be noted that on July 14, 2015, the necessary requirements for the effectiveness of the said Amendment were met.
Such
investments include surface facilities in the area of US$ 150 million, which include the first expansion stage of the treatment facilities, bringing the current capacity of 2 to 4 million cubic meters per day to allow the conditioning and
evacuation of future production from the block. The Amendment also includes the expansion of the investment commitment of Petrolera Pampa in a third investment phase of US$ 22.5 million, for the drilling of additional wells targeting the
Mulichinco Formation.This third phase began on July 1, 2016, and the disbursement of US$ 15 million was completed by December 31, 2016. The remaining a balance of US$ 7.5 million was completed during the fiscal year ended
December 31, 2017.
101
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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29. CONTRACTUAL COMMITMENTS (Cont.)
In addition, the Amendment includes an exploratory program for the Lajas formation as a goal, for the period
2015-2016. As of December 31, 2017, the exploratory well drilled in 2015 is undergoing production. As of the date of issuance of these consolidated financial statements, YPF and Petrolera Pampa are defining the coordinates of the second
exploratory well of stage 1 to be drilled in 2018. According to the results, Pampa may choose to continue with a second investment stage with the same goal.
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Agreements for the development of La Amarga Chica area
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On August 28, 2014, the Company subscribed
a preliminary agreement with Petronas (E&P) Overseas Ventures Sdn. Bhd, (hereinafter, “Petronas”), whereby YPF and Petronas agreed on the main terms and conditions to jointly develop a shale oil pilot project in three annual phases
involving a jointly investment of up to US$ 550 million in the La Amarga Chica area, province of Neuquén. Petronas will invest US$ 475 million and YPF will invest US$ 75 million. YPF will be the operator of the area and will
assign a 50% interest in the concession to Petronas E&P Argentina S.A. (hereinafter “PEPASA”), a Petronas affiliate. Dated December 10, 2014 the Company and PEPASA, entered into the Investment Project Agreement based on the terms
established in the preliminary agreement executed with Petronas.
Likewise, the parties signed the following supplementary agreements to the Investment
Project Agreement: (a) Assignment Agreement for the assignment of 50% of the concession of the La Amarga Chica area; (b) JO formation contract; (c) JO Agreement; (d) Assignment Guarantee Agreement; (e) First Option Agreement
for trading crude oil; and (f) Assignment of Rights on Hydrocarbon Export Agreement.
Additionally, Petronas granted a payment guarantee for certain
financial obligations assumed by PEPASA under the Investment Agreement.
Once contributions of each annual phase of the Pilot Plan have been made, PEPASA
will be entitled to excercise a right of exit from the Investment Project Agreement upon surrender of its participation in the concession and the settlement of liabilities as of the date of
opt-out
(without
access to the 50% of the net production value of drilled wells until exercise of the
opt-out
options).
Upon full
compliance with the parties’ commitments during the Pilot Plan, each party will contribute 50% to the work schedule and cost budget based on the JO Agreement. The Investment Project Agreement provides that during the three phases of the Pilot
Plan, a 3D seismic acquisition and processing program will be completed, covering the whole concession area, 35 wells will be drilled with the Vaca Muerta formation as the objective (including vertical and horizontal wells), and a series of surface
installations will be built with the purpose of evacuating the area production.
As of December 31, 2017, phase II was completed and phase III began.
For this third and last stage of the Pilot in la Amarga Chica, both companies are contemplating the drilling of 10 horizontal wells and the construction of new works and facilities to transport the production of shale oil obtained in the site. The
joint investment commitment in this third phase amounts to US$ 192.5 million. It is estimated that this phase will end in the third quarter of 2018. After the completion of this last phase, the Parties will be able to decide on the start of the
full development of the area.
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Granting of exploitation concession for Lindero Atravesado block – Neuquén
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On
July 10, 2015, the Province of Neuquén agreed to award to both partners, Pan American Energy LLC (Sucursal Argentina) and YPF, pro rata in accordance with their respective interests (62.5% and 37.5%, respectively) in the “Lindero
Atravesado” joint venture, the right to an Unconventional Hydrocarbons Exploitation Concession for a
35-year
term, pursuant to the provisions of sections 27 bis, 35(b) and related sections of Law
No. 17,319, as amended by Law No. 27,007. As a condition to the award of the above mentioned concession rights, concession holders agreed to carry out an Unconventional Tight Gas Pilot program within 4 years, beginning on January 1,
2015, with an investment of US$ 590 million. On July 16, 2015, an agreement in this respect was approved by Decree No. 1540/2015 of the Province of Neuquén.
102
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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29. CONTRACTUAL COMMITMENTS (Cont.)
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Extension of the JO Agreement for the Magallanes Area
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On November 17, 2014, Enap Sipetrol
Argentina (“ENAP”) made to YPF, and YPF accepted, an offer whereby ENAP’s rights and obligations under the Magallanes area JO Agreement were extended until the concession termination, with ENAP keeping 50% interest and continuing as
Operator. The area concession includes three jurisdictions: Santa Cruz, Estado Nacional and Tierra del Fuego. In consideration for such extension, ENAP agreed to pay to YPF, or invest in the Joint Venture on behalf and on account of YPF, US$
100 million. The Agreement further provides for the obligation to agree on a
so-called
“Incremental Project” by September 15, 2015. An operating committee approved the Incremental Project
on September 10, 2015, and its approval was ratified by YPF on October 20, 2015. Notwithstanding the foregoing, ENAP is entitled to withdraw at any time from the Incremental Project, without right to compensation or reimbursement therefor,
including the Consideration and any royalties as may have been paid until termination.
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Agreement between YPF and the merged company YSUR Energía Argentina S.R.L., the Province of Neuquén and Gas y Petróleo del Neuquén S.A. (“GyP”)
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On October 17, 2016, YPF and YSUR Energía Argentina SRL, (the company merged with YPF), the Province of Neuquén and GyP, entered into an
agreement whereby, under Laws No. 17,319, 24,145, 26,197, 26,741 and 27,007 and other applicable legislation, they have agreed as follows, with the subsequent approval of the Agreement by Decree No. 1431/2016 of the Executive Branch of the
Province of Neuquén and the ratification by Provincial Law No. 3030/2016:
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i.
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With regard to “Pampa de las Yeguas I” and “La Ribera I and II” areas, the reconversion of the contracts with GyP into
non-conventional
operating concessions
without GyP participation, for an associated
35-year
term, under the terms of Law No. 27,007. The total investment commitment of YPF and its partners associated with the granting of the aforementioned
concessions amounts to US$ 220 million, US$ 170 million of which corresponds to YPF’s equity interests.
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ii.
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With regard to the “La Amarga Chica”, “Bajada de Añelo” and “Bandurria Sur” areas, the terms for the execution of the pilot plans were extended up to a maximum term of 5 years under
Law No. 27,007.
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iii.
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With regard to the “Aguada de Castro”, “Bajo del Toro”, “Cerro Arena”, “Cerro Las Minas”, “Chasquivil”, “Las Tacanas”, “Loma del Molle”, “Pampa
de las Yeguas II” and “Salinas del Huitrín” areas, the conversion of the contracts with GyP into exploration permits for
non-conventional
purposes without participation of GyP, for the
associated term of 4 years, under the terms of Law No. 27,007, partially restoring the surface in some of the areas mentioned above. The total commitment of activity associated with the granting of the aforementioned permits will involve an
estimated investment by YPF and its partners of US$ 232 million, US$ 155 million of which correspond to YPF’s equity interest.
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iv.
|
Finally, the total equity interest of GyP in the “Cerro Avispa”, “Cerro Partido”, “Loma del Mojón”, “Los Candeleros”, “Santo Domingo I”, “Santo Domingo
II”, “Cortadera”, “Huacalera”, “Buta Ranquil I”, “Buta Ranquil II”, “RioBarrancas”, “Chapua Este”, “Corralera” and “Mata Mora” areas has been restored to it.
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v.
|
That, in consideration of the granting of permits, concessions and extension of the deadlines for the execution of the pilot plans, YPF will pay the Province the sum of US$ 30 million, which amount will be
partially repaid to YPF by the partners.
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On November 25, 2016, Decrees No. 1732/2016 and 1733/2016 were enacted, granting the
exploration permits, operating concessions and extension of the periods contemplated in the Agreement.
103
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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|
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|
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•
|
|
Agreement for the development the Bajada de Añelo Area
|
On February 23, 2017, YPF and
O&G Developments Ltd. S.A. (hereinafter “O&G”), an affiliate of Shell Compañía Argentina de Petróleo S.A., executed a preliminary agreement through which YPF and O&G agreed on the principal terms and
conditions for the joint development of a shale oil and shale gas pilot in two phases, for a joint investment amount of US$ 305.8 million plus VAT, in the Bajada de Añelo area in the province of Neuquén, of which O&G will
contribute 97.6% and YPF will contribute 2.4%. O&G will be the operator of the area.
On May 12, 2017, and once the preceding conditions have
been fulfilled, YPF and O&G have entered into the Assignment Agreement of 50% of the concession that contemplates the joint development of a work program (the “Work Program”) in two phases with the joint investment mentioned above.
During the first phase of the Work Program, which will have a maximum duration of 30 months, O&G will contribute a total of US$ 222.6 million and YPF will contribute US$ 7.4 million. The remaining US$ 75.8 million will be
contributed by O G during the second phase of the Work Program.
On August 18, 2017, Provincial Decree 1360/17 approved the transfer of YPF’s
interest in favor of O&G and the transfer in escrow to YPF. This guarantee will be valid until O&G fulfills all of its obligations under the Assignment Agreement.
Once the first phase of the Work Program has been completed, O&G will have the option to leave the aforementioned program by returning its participating
interest in the concession and the payment of accrued liabilities until the exit date. After the total commitments assumed by the Parties have been met at the stage of the Work Program, each of them will contribute 50% of the budget for the
development of the area as provided for in the operation agreement.
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•
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Subdivision of Bandurria Block—Neuquén
|
On July 16, 2015, the Province of
Neuquén, pursuant to decrees No. 1536/2015 and 1541/2015, approved the subdivision of the Bandurria block (465.5 km2) and awarded 100% of the area known as “Bandurria Norte” (107 km2) to Wintershall Energía S.A., 100% of
the area known as “Bandurria Centro” (130 km2) to Pan American Energy LLC (Sucursal Argentina) and 100% of the area known as “Bandurria Sur” (228.5 km2) to YPF, awarding to YPF an Unconventional Hydrocarbons Exploitation
Concession in Bandurria Sur area, for a
35-year
term, with a commitment to develop a pilot plan to be completed in 3 years with a related investment of US$ 360 million.
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|
•
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|
Agreement for the development of the Bandurria Sur Area
|
On April 12, 2017, YPF entered into a
preliminary agreement with Schlumberger Oilfield Eastern Ltd. (hereinafter “SPM”), an affiliate of Schlumberger Argentina S.A., through which YPF and SPM agreed the main terms and conditions for joint development of a shale oil pilot in
two phases, with a total investment of US$390 million in the Bandurria Sur area (hereinafter the “Area”), located in the Province of Neuquén, of which SPM will provide 100%.On October 11, 2017, YPF entered into the
definitive agreements with SPM. YPF continues to be the operator of the Area and SPM acquired the right to a 49% participating interest, with YPF retaining the right to the remaining 51%.
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•
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Agreement for the assignment of interest in the Llancanelo block
|
On April 18, 2017, YPF entered
into a preliminary agreement of
non-binding
terms and conditions with Patagonia Oil Corp. (“Patagonia”), an affiliate of PentaNova Energy Corp., whereby Patagonia will acquire an 11% participating
interest of YPF in the Llancanelo Block, located in the Province of Mendoza, for the total price of US$ 40 million, maintaining YPF a 50% participating interest in such Block. Also, both companies agreed on the main terms and conditions for the
development of a heavy crude pilot project in the same Block with a total investment of US $ 54 million during the next 36 months (hereinafter, the “Project”), whereby YPF will be the operator and Patagonia will contribute its
expertise in heavy crude oils.
On November 22, 2017, YPF and Alianza Petrolera Argentina S.A., an affiliate of Patagonia and PentaNova Energy Corp
(“Alianza”), subscribed the assignment agreement in the terms described above (the “Assignment Agreement”). The investment of the Project corresponding to the participation of YPF will be paid by Alianza as part payment of the
price.
104
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
29. CONTRACTUAL COMMITMENTS (Cont.)
Once the above conditions precedent to the entry into force of the Assignment Agreement have been met, among
them, the pertinent regulatory approval by the authorities of the Province of Mendoza, the Project will begin.
After the total investment commitments
assumed by the Alliance in the Assignment Agreement have been met, the budget for the development of the area will be contributed by both parties according to their participation percentage in the exploitation concession, in accordance with the
provisions set forth in the joint operation agreement of the area.
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|
•
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Exploration agreement in the Charagua block (Bolivia)
|
On July 26, 2017, the agreement with
Yacimientos Petrolíferos Fiscales Bolivianos (“YPFB”) originally signed in January of 2017 was notarized, to begin the exploration work in Charagua, Bolivia, in a block that has a potential in natural gas resources, estimated at 2.7
TCF (trillion cubic feet). Moreover, the plan of exploration and exploitation activities in Bolivian territory was presented.
During the month of October
2017, the terms for the assignment in favor of YPFB Chaco S.A. were agreed upon of 40% on the Services Contract subscribed with YPFB for the exploration of the block. On December 20, 2017, YPFB approved the Work Program and Budget for the
period 2017-2018 for the Charagua Block. Moreover, the assignment agreement was entered into on January 25, 2018. The formal approval of the Legislative Assembly of the Plurinational State of Bolivia is still pending for it to become effective.
Should the expected commercial discovery be made, a Mixed Economy Company (Sociedad de Economía Mixta) will be created by YPFB, YPF E&P
(indirect subsidiary of YPF) and Chaco, with a shareholding of 51%, 29.4% and 19.6%, respectively
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•
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|
Agreement for the exploitation of the Aguada Pichana and Aguada de Castro Areas
|
On July 17, 2017,
the agreements executed on July 13, 2017 between YPF, Pan American Energy LLC (Argentine Branch) (“PAE”), Total Austral S.A. (Argentine Branch) (“TOTAL”), Wintershall Energía S.A. (“WIAR”) and the Province
of Neuquén, entered into force by means of Decree No.1178/17 of the Provincial Executive Branch, whereby it was agreed:
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(i)
|
the division of the Aguada Pichana area into two new areas “Aguada Pichana Este” (“APE”) and “Aguada Pichana Oeste” (“APO”); with an area of 761 km2 (629 km2 net drillable area)
and 605 km2 (443 km2 net drillable area), respectively and the granting of two Concessions of Non Conventional Exploitation of Hydrocarbons; the Parties committing to carry out a pilot program of 20 wells for the approximate amount of US$
300 million in APE and 11 wells for the approximate amount of US$ 150 million in APO; and
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(ii)
|
the granting of a Concession of Unconventional Exploitation of Hydrocarbons in the Aguada de Castro area (“ACA”), with an area of 163 km2; The Parties committed themselves to carry out a
3-well
pilot program for an approximate amount of US $ 50 million
|
Based on the technical-economic
results of the pilot programs and the granting of the benefits of the Stimulus Program provided for by MINEM Resolution No.
46-E
/ 2017, the total estimated amount of the investments under the Agreements,
including the already disbursed and the investments committed, would reach an approximate sum of US$ 1,200 million.
The operation in APE will be in
charge of TOTAL and the operation in APO and ACA will be in charge of PAE.
Once the Agreements mentioned above have become in full force and effect and
the conditions precedent have been complied with, the modifications of the equity interests of YPE will be as follows:
|
(i)
|
In the APE area, the interest of YPF will be 22.50%, which implies, with respect to the current interest, the sale of a 4.77% stake.
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(ii)
|
In the APO area, the interest of YPF will be 30%, which implies, with respect to the current interest, the purchase of a 2.73% stake.
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(iii)
|
In the ACA area, the interest of YPF will be 30%, which implies with respect to the current participation, the sale of a 20% stake in ACA.
|
105
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
29. CONTRACTUAL COMMITMENTS (Cont.)
In relation to ii) and iii), on November 15, 2017, the UT “Aguada de Castro and Aguada Pichana
Oeste” was established, which will unify the APO and ACA areas, where YPF will hold a 30% stake once the conditions precedent have been fulfilled.
Notwithstanding the changes in the aforementioned participations, all existing assets, including the production of the existing wells and any future
development that is not associated with the Vaca Muerta formation, will not be modified as regards the participation of the Parties.
The execution of the
Agreements implies an exchange of participations in the areas for which YPF will receive US$ 52.3 million through investment contributions.
|
|
•
|
|
Agreement for the exploitation of the Bajo del Toro Area
|
On August 25, 2017, YPF entered into a
preliminary agreement) with Statoil Holding Netherlands B.V. (hereinafter “Statoil”), whereby the parties agreed upon the main terms and conditions for exploration and potential joint development in two phases of the Bajo del Toro area
(hereinafter the “Area”) located in the Province of Neuquén.
On January 17, 2018, YPF and Statoil have entered into the definitive
agreements (hereinafter the “Definitive Agreements”) for the exploration and potential joint development of the Area. Such Definitive Agreement implemented the transfer of 50% of the exploration permit on the Area in favor of Statoil. YPF
will continue to be the operator of the Area and will retain, directly and indirectly, the remaining 50% stake in the permit.
The Definitive Agreements
contemplate the joint development of a work program in two phases (the “Work Program”). During the first phase, the Parties will drill two horizontal wells and during the second phase, they will drill six horizontal wells and the
corresponding infrastructure associated with the wells. Statoil will pay YPF the price of US$ 30 million at the time of compliance with the conditions precedent established in the Definitive Agreements and then, additionally, it will contribute
100% of the costs and investments required by the Work Program and the potential development of the Area up to the sum of US$ 270 million.
Upon
completion of the activities corresponding to the first phase of the Work Program, Statoil will have the option to withdraw from the project by returning its share in the permit and the payment of the accrued liabilities through its exit date. In
the event that Statoil does not exercise such exit right, once the activities corresponding to the second phase of the Work Program have been completed, it will again have the option to leave the project in the same conditions as described above.
The entry into force of the Definitive Agreements is subject to compliance with certain conditions precedent, which refers mainly to the authorization of
the assignment of participation provided for in such agreements.
106
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
29. CONTRACTUAL COMMITMENTS (Cont.)
29.c) Contractual commitments
The Group has signed contracts by means of which it has committed to buy certain products and services, and to sell natural gas, liquefied petroleum gas and
other products. Some of the mentioned contracts include penalty clauses that stipulate compensations for a breach of the obligation to receive, deliver or transport the product object of the contract. The anticipated estimated losses for contracts
in progress, if any, considering the compensations mentioned above, have been charged to the income for the year in which they were identified.
In this
order, the Group has renegotiated certain natural gas export contracts, and has agreed, between others, to limit compensations only in case of interruptions and/or suspension of deliveries from any cause, except physical force majeure. Also, the
Group has agreed to make investments and export gas to temporarily import certain final products. As of the date of issuance of these financial statements, the Group is fulfilling the agreed commitments mentioned above. To the extent that the Group
does not comply with such agreements, we could be subject to significant claims, subject to the defenses that the Group might have.
The Group under
certain trade agreements has undertaken the obligation with third parties to buy goods and services (such as liquefied petroleum gas, electricity, gas, oil and steam) that as of December 31, 2017 amounted to about 54,466. In addition, it has
exploratory, investment and expense commitments until the termination of some of its concessions for 228.860 as of December 31, 2017, including commitments for the extension of concessions mentioned in previous paragraphs.
29.d) Operating lease commitments
As of December 31,
2017, the main lease agreements to which the Group is a lessee correspond to:
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|
•
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Lease agreements of equipment for installations and production equipment in reservoirs, and natural gas compression equipment, for an average term of 3 years with the option to be renewed for one 1 additional year and
for which the contingent quotas are calculated from a rate per unit of use (pesos per hour / day of use).
|
|
|
•
|
|
Lease agreements of vessels and crafts for the transportation of hydrocarbons, for an average term of 5 years and for which the contingent quotas are calculated from a rate per unit of use (pesos per hour / day of use).
|
|
|
•
|
|
Lease agreement of land for the installation and operation of service stations, for an average term of approximately 10 years and for which the contingent quotas are calculated from a rate per unit of estimated fuel
sales.
|
The charges for the contracts mentioned above for the fiscal years ended December 31, 2017, 2016 and 2015 amounted to
approximately 7,667, 7,612 and 7,364, respectively, corresponding to 2,306, 1,698 and 746 of minimum payments and 5,361, 5,914 and 6,618 of contingent installments, and have been charged to “Rental of real estate and equipment” and
“Contracts of work and other services” in the integrated consolidated statement of comprehensive income.
As of December 31, 2017, the
estimated future payments related to these contracts are as follows:
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Up to 1 year
|
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From 1 to 5 years
|
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|
After 6 years
|
|
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Estimated future payments
|
|
|
5,480
|
|
|
|
4,265
|
|
|
|
504
|
|
|
|
|
|
|
|
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|
|
|
|
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|
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29.e) Granted Guarantees
As of December 31, 2017, in relation to compliance with obligations of subsidiaries, YPF has issued bank guarantees for an approximate amount of US$
26 million and has assumed other commitments for an approximate value of US$ 42 million.
Additionally, see Note 29.b) for a description of the
Chevron transaction and see Note 16 for a description of the financial loans and NO secured by cash flows.
107
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER
30.a) New Hydrocarbon Law
On October 31, 2014, the
Argentine Republic Official Gazette published the text of Law No. 27,007, amending the Hydrocarbon Law No. 17,319. The most relevant aspects of the new law are as follows:
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|
•
|
|
As regards exploration permits, it distinguishes between those with conventional and unconventional objectives, and between explorations in the continental shelf and in territorial waters, establishing the respective
terms for each type.
|
|
|
•
|
|
As regards concessions, three types of concessions are provided, namely, conventional exploitation, unconventional exploitation, and exploitation in the continental shelf and territorial waters, establishing the
respective terms for each type.
|
|
|
•
|
|
The terms for hydrocarbon transportation concessions were adjusted in order to comply with the exploitation concessions terms.
|
|
|
•
|
|
As regards royalties, a maximum of 12% is established, which may reach 18% in the case of granted extensions, where the law also establishes the payment of an extension bond for a maximum amount equal to the amount
resulting from multiplying the remaining proven reserves at the end of effective term of the concession by 2% of the average basin price applicable to the respective hydrocarbons over the 2 years preceding the time on which the extension was
granted.
|
|
|
•
|
|
The extension of the Investment Promotion Regime for the Exploitation of Hydrocarbons (Decree No. 929/2013) is established for projects representing a direct investment in foreign currency of at least US$
250 million, increasing the benefits for other type of projects.
|
|
|
•
|
|
Reversion and transfer of hydrocarbon exploitation permits and concessions in national offshore areas is established when no association contracts subscribed with ENARSA to the National Secretariat of Energy exist.
|
30.b) Hydrocarbon Sovereignty Regime – Decree No. 1,277/2012
On July 25, 2012, the executive decree of Law No. 26,741, Decree No. 1,277/2012, was published, creating the “Regulation of the
Hydrocarbons Sovereignty Regime in the Argentine Republic”. Among other matters, the mentioned decree establishes: the creation of the National Plan of Investment in Hydrocarbons; the creation of the Commission for Planning and Coordination of
the Strategy for the National Plan of Investment in Hydrocarbons (the “Commission”), which will elaborate on an annual basis, within the framework of the National Hydrocarbon Policy, the National Plan of Investment in Hydrocarbons; the
National Registry of Investments in Hydrocarbons in which the companies undertaking activities of exploration, exploitation, refining, transport and commercialization of hydrocarbons and fuels will have to register; and the obligation for the
registered companies to provide their Plan of Investments every year before September 30, including a detail of quantitative information in relation to the activities of exploration, exploitation, refining, transport and commercialization of
hydrocarbons and fuels according to each company.
Additionally, the mentioned companies will have to provide their plans in relation to the maintenance
and increase of hydrocarbons reserves, including: a) an investment in exploration plan; b) an investment plan in primary hydrocarbons reserves recovery techniques; and c) an investment plan in secondary hydrocarbons reserves recovery techniques,
which will be analyzed by the Commission; the Commission will adopt the promotion and coordination measures that may consider necessary for the development of new refineries in the National Territory, that may allow the growth in the local
processing capacity in accordance with the aims and requirements of the National Plan of Investment in Hydrocarbons; in relation to prices, and accordingly to the Decree, for the purpose of granting reasonable commercial prices, the Commission will
determine the criteria that will govern the operations in the domestic market. In addition, the Commission will publish reference prices of each of the components of the costs and the reference prices for the sale of hydrocarbons and fuels, which
will allow to cover the production costs attributable to the activity and to reach a reasonable margin of profit.
108
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
Not complying with the dispositions included in the Decree and supplementary rules may result in the
following penalties: fine, admonition, suspension or deregistration from the registry included in section 50 of Law No. 17,319 or the nullity or expiration of the concessions or permits. Moreover, the mentioned decree abrogates the dispositions
of the Decrees No. 1,055/1989, 1,212/1989 and 1,589/1989 which set, among other matters, the right to the free disposition of hydrocarbon production.
On December 29, 2015, the Executive Branch issued Decree No. 272/2015, resolving for the dissolution of the Commission and its Regulations, and also
providing that the powers vested on the Commission were to be exercised by the MINEM.
30.c) Investment Promotion Regime for the Exploitation of
Hydrocarbons—Decree No. 929/2013
Decree No. 929/2013 provides for the creation of an Investment Promotion Regime for the Exploitation
of Hydrocarbons (the “Promotional Regime”), both conventional and unconventional, which will apply throughout the territory of the Republic of Argentina. Inclusion in the Promotional Regime may be applied for by subjects registered with
the Hydrocarbon Investments National Register and holding hydrocarbon exploration permits and/or exploitation concessions and/or any third party associated and together with, such holders, provided they file with the Strategic Planning and
Coordination Commission of the Hydrocarbon Investments Nation Plan created by Decree No.1,277/2012 a “Hydrocarbon Exploitation Investment Project” entailing a direct investment in foreign currency of at least US$ 1,000 million,
computed as of the filing of the Hydrocarbon Exploitation Investment Project to be invested during the first five years of the Project (this amount was amended by the subsequent Law No. 27,007 to US$ 250 million). Among the benefits to subjects
comprised by the Promotional Regime, the following are highlighted: i) they will be entitled, subject to the terms of Law No. 17,319 and as from the fifth successive year of actual execution of their respective “Hydrocarbon Exploitation
Investment Projects”, to freely sell to foreign markets 20% of their production of liquid and gaseous hydrocarbons produced under the said Projects, with a 0% rate for export duties, should these be otherwise applicable; ii) they will be
entitled to free availability of 100% of any foreign currency obtained from export of the hydrocarbons mentioned in the preceding item, provided that the approved “Hydrocarbon Exploitation Investment Project “implies the entry of foreign
currency to the Argentine market of at least US$ 1,000 million and as mentioned hereinabove; iii) it is provided that, during periods where national production is not enough to meet domestic supply needs under the terms of section 6 of Law
No. 17,319, subjects included In the Promotional Regime will be entitled, as from the fifth year from approval and execution of their respective “Hydrocarbon Exploitation Investment Projects”, to obtain, in compensation for the
percentage of liquid and gaseous hydrocarbons produced under such Projects available for export as mentioned herein above, an export price of not less than the reference export price, for whose determination the incidence of export duties otherwise
applicable will not be computed.
In addition, the Decree creates the institute of “Unconventional Hydrocarbon Exploitation”, consisting of the
extraction of liquid and/or gaseous hydrocarbons through unconventional stimulation techniques applied in fields located in shale gas or shale oil, tight sands, tight gas and tight oil, and coal bed methane geological rock formations and/or
characterized, generally, by the presence of low permeability rocks. In connection therewith, it has been provided that subjects holding hydrocarbon exploration permits and/or exploitation concessions included in the Promotional Regime will be
entitled to apply for an “Unconventional Hydrocarbon Exploitation Concession”. In addition, holders of “Unconventional Hydrocarbon Exploitation Concessions” who in turn are holders of an adjacent
pre-existing
exploitation concession, may apply for the merging of both areas into a sole unconventional area, provided that due evidence is given of the geological continuity of the relevant areas.
109
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
30.d) Withholding rates of hydrocarbon exports
Law No. 25,561 on Public Emergency and Exchange System Reform (“Public emergency law”), issued in January 2002, established duties for
hydrocarbon exports for a five-year period. In January 2007, Law No. 26,217 extended this export withholding system for an additional five-year period and established specifically that this regime is also applicable to exports from the Province
of Tierra del Fuego, which were previously exempt. In addition, Law No. 26,732 published in the Official Gazette in December 2011 extended for an additional 5 years the mentioned regime. On November 16, 2007, the Ministry of Economy and
Production (“MEP”) published Resolution No. 394/2007, modifying the withholding regime on exports of crude oil and other refined products.
In addition, Resolution No. 1/2013, published on January 3, 2013, and Resolution No. 803/2014, published on October 21, 2014, by the
Ministry of Economy and Public Finance modified the reference and floor prices. Resolution No. 1,077/2014, dated December 29, 2014, repealed Resolution No. 394/2007 and amended and established a new withholding system based on the
International Price of crude oil (“IP”), calculated on the basis of the “Brent value” applicable to the export month minus eight dollars per barrel (US$ 8.00/bbl). The new regime establishes a general nominal rate of 1% while IP
is below US$ 71/bbl. Additionally, the resolution establishes an increasing variable rate for export of crude oil while IP is above US$ 71/bbl; therefore, the producer will collect a maximum value of about US$ 70 per exported barrel, depending on
the quality of crude oil sold. Likewise, the resolution establishes a variable increasing withholding rates for exports of diesel, gasoline, lubricants and other petroleum derivatives when IP exceeds US$ 71/bbl by using formulas allowing the
producer to collect a portion of such higher price.
Furthermore, in March 2008, Resolution No. 127/2008 of the MEP increased the natural gas export
withholding rate to 100% of the highest price from any natural gas import contract. This resolution has also established a variable withholding system applicable to liquefied petroleum gas, similar to the one established by the Resolution
No. 394/2007. In February 2015, Ministry of Economy and Public Finance Resolution No. 60/2015 modified the reference values of Resolution No. 127/2008 and reduced the export duty rate from 45% to 1% when IP was lower than the
reference value.
Notwithstanding the above, upon the expiration of the
5-year
extension established by Law
No. 26,732, which was in effect on January 7, 2017, the right to export hydrocarbons created by Article 6 of Law No. 25,561 was not extended.
30.e) Liquid hydrocarbons regulatory requirements
Resolution No. 1,679/2004 of the Secretariat of Energy reinstalled the registry of diesel and crude oil export transactions created by Executive Decree
No. 645/2002, and mandated that producers, sellers, refining companies and any other market agent that wishes to export diesel or crude oil to register such transaction and to demonstrate that domestic demand has been satisfied and that they
have offered the product to be exported to the domestic market. In addition, Resolution No. 1,338/2006 of the Secretariat of Energy added other petroleum products to the registration regime created by Executive Decree No. 645/2002,
including gasoline, fuel oil and its derivatives, diesel, aviation fuel, asphalts, certain petrochemicals, certain lubricants, coke and petrochemical derivatives. Resolution No. 715/2007 of the Secretariat of Energy empowered the National
Refining and Marketing Director to determine the amounts of diesel to be imported by each company, in specific periods of the year, to compensate for exports of products included under the regime of Resolution No. 1,679/2004; the fulfillment of
this obligation to import diesel is necessary to obtain authorization to export the products included under Decree No. 645/2002.
110
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
In addition, certain regulations establish that exports are subordinate to supplying the domestic market. In
this way, Resolution No. 25/2006 of the Secretariat of Domestic Commerce, issued on October 11, 2006, imposes on each Argentine refining and/or retail company the obligation to supply all reasonable diesel fuel demand, by supplying certain
minimum volumes (which at minimum should be volumes supplied the year before plus the positive correlation between diesel demand and GDP accumulated from the month reference). The mentioned commercialization should be done without altering or
affecting the normal operation of the diesel market.
Additionally, Rule No.168/2004 requires companies intending to export LPG to first obtain an
authorization from the Secretariat of Energy, by demonstrating that local demand was satisfied or that an offer to sell LPG to local demand has been made and rejected.
In January 2008, the Secretariat of Domestic Commerce issued Resolution No.14/2008, whereby the refining companies were instructed to optimize their production
in order to obtain maximum volumes according to their capacity.
Decree No. 1,189/2012 of the National Executive Branch, dated July 17, 2012,
established that the jurisdictions and entities of the National public Sector included in section 8, subsection a) of Law No. 24,156 (National Administration, formed by the central administration and the decentralized agencies including the
social insurance institutions) must contract with YPF the provision of fuels and lubricants for the fleet of official cars, boats and aircrafts, except in those cases which have the prior authorization of the Chief of the Cabinet of Ministers.
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Price agreement between crude oil producers and refiners
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In January 2017, oil producers and refiners
reached an agreement for the transition to international prices of the Argentine hydrocarbon industry, which established proposed prices for the commercialization of oil on the domestic market in order to achieve parity with international markets
during the course of 2017. Notwithstanding the foregoing, the agreement provided for the power of either party to abandon the agreement during its term, which was also subject to compliance with certain variables such as the exchange rate or price
of Brent crude oil within certain established parameters. During the last quarter of 2017, the price agreement was suspended because it considered this suspension in case the average international price of 10 days exceeds the local price, but it
also states that it may be restored if the average price of Brent crude is positioned below the local price for more than 10 days.
Since then, the market
players—producers and refiners—began to freely agree on domestic oil prices, generally valid on a calendar-month basis and linked to the Brent international benchmark, while maintaining limits on the exchange rate. US$/$ and Brent’s
own value, depending on the capacity to transfer its price (expressed in US$/Bbl) to the prices of the products obtained from
it-
basically fuels (expressed in Peso/unit)—for their market sale.
30.f) Programs for the production and refining of liquid hydrocarbons
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Refining and Petroleum Plus Programs
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Decree No. 2,014/2008 of the Department of Federal Planning,
Public Investment and Services of November 25, 2008, created the “Refining Plus” and the “Petroleum Plus” programs to encourage (a) the production of diesel fuel and gasoline and (b) the production of crude oil and
the increase of reserves through new investments in exploration and production. The programs entitle refining companies that undertake the construction of a new refinery or the expansion of their refining and/or conversion capacity and production
companies that increase their production and reserves within the scope of the program to receive export duty credits to be applied to exports withholdings. In order to be eligible for the benefits of both programs, companies’ plans must be
approved by the Argentine Secretariat of Energy.
111
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
During February 2012, through Note No. 707/2012, supplemented by Note No. 800/2012, both issued by
the Secretariat of Energy, YPF was notified that the benefits granted under the “Refining and Petroleum Plus” programs had been temporarily suspended. The effects of the suspension also apply to benefits accrued and not yet redeemed by YPF
at the time of the issuance of the Notes. The reasons alleged for such suspension are that the programs had been created in a context where domestic prices were lower than prevailing prices and that the objectives of those programs had already been
achieved. On March 16, 2012, YPF has challenged this temporary suspension.
Pursuant to Decree No. 1,330/15 of July 6, 2015, the Government
resolved to render ineffective the “Petroleum Plus” program, which had been created by Decree No. 2,014 of November 25, 2008.
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Stimulus program for the production of crude oil
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On February 3, 2015, the Argentine Republic
Official Gazette published the text of Resolution No. 14/2015 passed by the Commission for Planning and Coordination of the Strategy for the National Plan of Investment in Hydrocarbons that created the Crude Oil Production Promotion Program for
2015 under which beneficiary companies are awarded economic compensation, payable in pesos, for an amount equivalent to up to US$ 3.00/bbl for the total production of each beneficiary company, provided that its quarterly production of crude oil is
higher or equal to the production taken as basis for such program. Basis production is defined as the total production of crude oil by beneficiary companies corresponding to the fourth quarter of 2014, expressed in barrels per day. The beneficiary
companies that have met the demands of all refineries authorized to operate in the country and direct part of their production to the foreign market may receive an additional economic compensation of US$ 2.00 or US$ 3.00 for each barrel of exported
crude oil, depending on the level of exported volume achieved.
30.g) Regulatory requirements for natural gas
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Mechanisms for allocating the demand for natural gas
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SE Resolution No. 599/2007—ENARGAS
Resolution No. 1410/2010
SE Resolution No. 599/2007 (the “Resolution”) stands out which was issued on June 14, 2007.This
Resolution approved an agreement with natural gas producers regarding the natural gas supply to the domestic market during the period 2007 through 2011 (the “Agreement 2007-2011”) which guaranteed the normal supply of the natural gas
domestic market during the period 2007- through 2011, considering the domestic market demand registered during 2006 plus the growth of residential and small commercial customer consumption (the “Priority Demand”). According to the
Resolution, the Producers had to supply a part of the Priority Demand according to certain percentage determined for each producer based upon its share of production of the previous years. Considering that the Resolution provided for the continuity
of the regulatory mechanisms that affect the exports, YPF filed an appeal against the resolution and expressly stated that the execution of the Agreement 2007-2011 did not mean any recognition by YPF of the validity thereof.
Additionally, on October 4, 2010, the Official Gazette published ENARGAS Resolution No. 1,410/2010 that approved the procedure which set out new
rules for natural gas dispatch applicable to all participants in the natural gas industry, imposing new and more severe regulations to the producers’ availability of natural gas (Procedimiento para Solicitudes, Confirmaciones y Control de Gas).
By virtue of these procedures, distributors were authorized to request all the natural gas necessary to cover the Priority Demand even in the case of natural gas volumes that exceed those that the Secretariat of Energy would have allocated by virtue
of the Agreement ratified by the Resolution No. 599/07. The Company’s appeal against Resolution No. 1410/2010 was rejected. As of the date of issuance of these consolidated financial statements, this Resolution has not been repealed.
MINEM Resolution No. 89/2016—ENARGAS Resolution I—3833 /16 – ENARGAS Resolution No.
4.502/17
On June 1, 2016, the MINEM published Resolution No. 89 whereby:
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a)
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ENARGAS was instructed to develop a procedure that modifies and supplements the one established in ENARGAS Resolutions No. 716/1998 and 1,410/2010 and establishes daily operation conditions of the Transportation
and Distribution Systems.
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112
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
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b)
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It was decided that the volumes that may be requested by the Distributors to supply the priority and fixed demand which in case of contracting the natural gas to such destination with a natural gas producer, will reduce
the requirement of natural gas to said producer as set forth in Resolution 1,410 / 2010 to the extent of the contracted volume.
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According
to this Resolution, ENARGAS Resolution I/ 3,833 was issued on June 5, 2016, which approves the “Supplementary Procedure for Gas Requests, Confirmations and Control”.
The purpose of the Procedure is to establish the transition mechanism and application criteria for the administration of the natural gas dispatch to preserve
the operation of the transportation and distribution systems giving priority to the consumption of the Priority Demand in cases of supply crisis and / or emergencies which may put at risk the normal provision of the natural gas public service or
which may affect the provision of another public service.
The new Procedure establishes that each day the Distribution Service Providers will request in
the programming computer systems of the Transport Companies for the operational day n + 1, with first priority, the natural gas necessary to supply the Priority Demand, based on their consumption estimate and in accordance with the contracted
transport capacity and its supply agreements.
The confirmation of natural gas in the TSEP for Priority Demand will have priority over other segments.The
confirmation of gas for segments other than the Priority Demand will maintain the confirmation priority established by the Producer in the respective contracts with direct consumers (or Marketers), which will be informed to Transportation and
Distribution Service Providers.
The transportation nomination of each Distribution Service Provider will give priority to the supply of their Priority
Demand over any other user of that Provider.
The Providers of the Transportation and Distribution Service that verify that the transportation capacity is
not sufficient to supply the Priority Demand must summon the Emergency Committee, chaired by the president of ENERGAS, who will procure the means to allocate the volumes in the emergency situation.
On June 6, 2017 ENARGAS Resolution No 4,502/17 was issued which approved the Procedure for the administration of the office in the Emergency Executive
Committee (“EEC”), modifying the procedure for the delivery request and gas confirmations which were approved by ENARGAS Resolution No. 3,833/16 and provided for measures and criteria to be adopted in a supply crisis of the Priority
Demand for Natural Gas declared by the Transportation Companies, Distribution Companies or the ENARGAS.
Among such measures, it was provided that the EEC
or (if the EEC disagrees to it) the ENARGAS, will define the way in which the Priority Demand will be supplied considering the quantities of natural gas available in each basin for each producer and discounting the amounts contracted to supply the
Priority Demand.
Terms and Conditions for the Distribution of Natural Gas through Networks
Under the energy sector normalization process, the MINEM called on natural gas producers (including YPF) and ENARSA to establish the basic conditions that will
constitute the framework for the supply agreements to be executed for Natural Gas distribution as of January 1, 2018. In the meeting, MINEM informed that stated in the notice of call that given the expiration of the the extension period
established in Law No. 27,200 regarding the public emergency that began in 2002, Law No. 24,076 regained effectiveness, which sets forth that the price of natural gas supply agreements will be the price resulting from the free interaction
of supply and demand.
In this context, on November 29, 2017, natural gas producers (including YPF) and ENARSA, at the request of the MINEM,
subscribed the “Terms and Conditions for the Provision of Natural Gas to Gas Distributors through Networks” (the “Terms and Conditions”).
The Terms and Conditions establish the basic guidelines to assure the adequate supply of natural gas to the Distributors, and consequently to residential and
commercial final consumers. Moreover, they establish the continuity of the gradual and progressive path of reduction of subsidies, all within the framework of the process of normalization of the natural gas market, which occurs within the period of
validity of such Terms and Conditions until December 31, 2019 considered as the “transition period” until the normalization indicated above.
113
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
The guidelines established in the Terms and Conditions include, among others, the recognition of the right to
transfer to the gas tariff the cost of gas acquisition paid by users and consumers; establishes the available volumes that each producer and each basin must make available daily to the distributors for each month, who may express their lack of
interest before a certain date set forth in the Terms and Conditions; establishes penalties for
non-compliance
for any of the parties regarding their obligation to deliver or take gas; establishes gas prices
for each basin for the next two years, in US dollars, the parties being able to set prices lower than those established under the applicable free negotiations; establishes payment guidelines for the purchases made by the Distributors to producers;
ENARSA assumes the obligation to supply the demand corresponding to areas reached by the subsidies of residential gas consumption contemplated in article 75 of Law 25,565 (corresponding to the areas of lower price of residential gas charged to users
and consumers), during the period of transition.
The Terms and Conditions constitute the terms and conditions to consider in the negotiations of their
respective individual agreements, without this being construed as an obligation. Additionally, the Terms and Conditions establish guidelines for early termination in the event of
non-compliance
by the parties.
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New natural gas exports
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National Decree No. 893/2016, dated July 25, 2016, determined that
the MINEM is empowered to regulate the awarding of export permits for the following purposes: (i) provide assistance in natural gas emergency cases from foreign countries; and (ii) replace the natural restrictions of local transportation
through the use of external transportation infrastructure to facilitate natural gas transportation within the Argentine market and allow an increase in local production.
On January 8, 2017, the export duties on hydrocarbon exports established by Law No. 26,732 ceased to be applicable. Thereafter, there are no export
duties on natural gas exports.
On January 13, 2017, MINEM Resolution No. 8/2017 was published, which regulated Decree No. 893/2016,
establishing a special procedure for granting natural gas export permits subject to
re-import
commitments. The resolution is applicable for two types of exports; (i) those aimed at providing assistance in
emergency cases (“Exports for Assistance”); and (ii) Exports required to make up for internal transport restrictions in order to allow both the use of infrastructure from neighboring countries to facilitate natural gas transportation
to Argentine domestic market and the increase of domestic production (“Exports for Transportation Restriction”). The beneficiaries of both types of permits will be liable for the damages that might be caused to the Argentine natural gas
supply system in the event of
non-compliance
with their
re-import
obligations as and when agreed and the costs of the import that the National Government must make to
replace the exported gas which was not
re-entered,
with a penalty of 50% of such costs. Such permits would be extended for a maximum period of two years and will be subject to a possible termination if the
public interest makes it advisable for the domestic market offer in accordance with MINEM criteria.
On November 27, 2017 Decree 962/2017 was
published which, among other aspects, modifies Art. 3 of the Regulatory Decree of the Law No. 24,076, establishing the following principles for export authorizations: 1) will be issued by the MINEM once the applications have been evaluated; 2)
the export agreements that involve the construction of new facilities and / or new connections to the gas pipelines, or the use of any of the existing systems, or other transportation alternatives, will be approved by the MINEM with the intervention
of ENARGAS; 3) The authorizations issued by the MINEM may provide for the export of surplus gas up to the amounts established therein, provided they are subject to interruption when there are internal supply problems. In this case, it will be
unnecessary to obtain the approval of each surplus export in the authorization, it will only be required to submit to the ENARGAS, for informative purposes only, the respective contract from which the interruptibility condition should arise and the
absence of compensation in case of such interruption.
The modifications introduced by Decree No. 962/2017 do not modify the regime of temporary
export permits, provided for in Decree No. 893/2016.
114
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
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Trust Fund to finance natural gas imports
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On November 27, 2008 through Executive Decree
No. 2,067/08, a trust fund was created to finance imports of natural gas for its injection in the national gas pipeline system when necessary to satisfy the domestic demand. The trust fund is financed through the following mechanisms:
(i) diverse tariff charges paid by users of transportation services and regularly distributed, gas consumers receiving gas directly from producers, and companies processing natural gas; (ii) special credit programs that may be agreed upon
with national or international organizations; and (iii) specific contributions assessed by the Secretariat of Energy on the participants in the natural gas industry. This Decree has been object of diverse judiciary claims, and judges from all
over the country have issued precautionary measures for suspension of its effects, grounded on the violation of the principle of legality on tax matters. On November 8, 2009, ENARGAS published Resolution No. 1,982/11 that adjusted the
tariff charges established by Executive Decree No. 2,067/08 to be paid by users as from December 1, 2011.
On November 24, 2011, ENARGAS
passed Resolution No. 1991/2011, enlarging the number of users obliged to pay tariff charges, including residential services, natural gas processing, industrial premises and electric power plants, among others; this has affected the operations
of the Company, and has had a significant impact on our joint subsidiary companies, all of which have filed appeals against the mentioned resolution. For its part, YPF has challenged these resolutions and rejected the charge invoice made by
Nación Fideicomiso. On April 13, 2012, YPF obtained a precautionary measure related to the El Portón processing plant, suspending the effects of these resolutions in relation to that plant until a decision on the administrative
appeals filed by YPF had been reached.
In November 2012, Law No. 26,784 was passed which granted legal hierarchy, since such date, to the decisions
enacted by the Executive Branch and ENARGAS, in relation to the charge. Dated December 11, 2014, the CSJN pronounced the “Alliance” judgment, deciding that the charge created by decree 2,067/2008 a tariff charge and not a tax, and
thus not subjected to the principle of tax legality. However, the Court left open the possibility of eventual claims or defenses in cases different from the claims raised in the “Alliance” judgment.
In particular, the application of the above mentioned tariff charge produces an impact so significant in Mega operations that, if not favorably resolved, Mega
could have in the future serious difficulties continuing its business. On October 27, 2015, the CSJN issued a resolution on the motion for protection of constitutional rights filed by Mega S.A. (for the period until the enactment of the 2013
Budget Enactment Law No. 26,784) providing that the charge under “Decree 2067/08” was unconstitutional and not applicable to Mega.
On
April 1, 2016 the MINEM issued Resolution No. 28/2016, which, among others, revoked resolutions passed by the former Ministry of Federal Planning, Public Investment and Services under Section 6 of Decree No. 2,067/2008 and
Section 7 of Resolution No. 1,451/2008 of the aforementioned Ministry related to the assessment of tariff charges, which instructs the ENARGAS to take the necessary measures to cease applying those charges in the bills issued to users.
30.h) Natural gas production incentive programs
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Natural Gas Additional Injection Stimulus Programs
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On December 2012, YPF and other gas producing
companies of Argentina agreed with the Planning and Strategic Coordination Commission of the National Plan of Hydrocarbon Investments (the “Commission”) to establish an incentive scheme for the Additional Injection (all gas injected by the
companies above certain threshold) of natural gas. On February 14, 2013 Resolution No. 1/2013 of the Commission was published in the Official Gazette. This resolution formally creates the “Natural Gas Additional Injection Stimulus
Program”.
115
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
Under this regulation, gas producing companies were invited to file projects for increasing total natural gas
injection (“the projects”) to the Commission, in order to receive a price of US$ 7.50/MMBtu for all gas injected in excess (above the base injection level of each company). The Projects will comply with minimum requirements established in
Resolution No. 1/2013, and will be subject to approval consideration by the Commission. The Projects have a maximum term of five (5) years, renewable at the request of the beneficiary, and subject to the decision of the Commission. If the
beneficiary company, for a certain month, does not reach the compromised production increase of its project, approved by the Commission, it will have to compensate its failure to achieve the minimum total injection committed in such Project.
Resolution No. 60/2013, regulated by Resolution No. 83/2013, called Natural Gas Additional Injection Stimulus for Companies with Reduced Injection” established a similar program for the companies that failed to comply with the
requirements of Resolution No. 1/2013 and those that had failed to register in time under such Resolution. The price to be paid under the program established in Resolution No. 60/2013 varies between US$ 4.00/MMBtu and US$ 7.50/MMBtu,
according to the highest production curve reached by the beneficiary company under the program.
On September 29, 2015, Resolution No. 185/2015
was published in the Official Gazette regulating the
so-called
Natural Gas Injection Stimulus for Companies without Injection in favor of those corporate producers which do not have a previous record of
natural gas injection companies will receive a compensation resulting from the difference between US$ 7.50/MMBtu and the price received for the sale of the natural gas in the market. Such compensation will be received only for natural gas
originating in areas whose production rights will have been acquired from companies registered with any of the two previous programs and provided that during the period in which the transferor will have calculated its “base injection”,
according to its program, the injection of the area operated by the current beneficiary –transferee– will have been null.
These programs had a
maximum duration of 5 years, and terminated on December 31, 2017, without having been renewed.
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Stimulus Program for New Natural Gas Projects
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On May 18, 2016, MINEM Resolution No. 74/2016
created the “Natural Gas New Projects Stimulus Program” in order to foster natural gas production for those companies submitting new natural gas projects, provided they are not beneficiaries of the “Natural Gas Additional Injection
Stimulus Program” or the “Natural Gas Injection Stimulus for Companies with Reduced Injection”, created by Resolutions No. 1/2013 and 60/2013, respectively, of the former Strategic Planning and Coordination Commission of the
Hydrocarbon Investments National Plan.
The submission of new projects, which must be approved by the Hydrocarbon Resources Secretariat, may obtain a
stimulus price of US$ 7.50/MMBtu.
Moreover, the “Natural Gas Injection Stimulus for Companies without Injection”, created by Resolution
No. 185/2015 of the former Strategic Planning and Coordination Commission of the Hydrocarbon Investments National Plan has been abolished, but any projects submitted under such program which are pending approval must be evaluated under the
“Natural Gas New Projects Program”.
The “Natural Gas New Projects Program” will be effective as from the publication of the relevant
resolution in the Official Gazette (May 19, 2016) until December 31, 2018.
Following this Resolution, no new projects may be submitted under the
natural gas production incentive Program known as “Gas Plus”, created by Resolution No. 24/2008 of the former Energy Secretariat of the former Ministry of Federal Planning, Public Investment and Services, as amended. Notwithstanding
the foregoing, any projects approved under said Program would remain in full force according to the terms of their respective approvals.
116
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
The requirements that gas must meet in order to be involved in a new natural gas project are the following:
a) it must come from an exploitation concession granted as a result of a discovery reported after the effective date of Resolution No. 1/2013 of the former Strategic Planning and Coordination Commission of the Hydrocarbon Investments National
Plan; or b) come from an exploitation concession of areas classified as “Tight Gas” or “Shale Gas”; or c) belong to companies without natural gas injection registers which acquire an interest in areas belonging to companies
registered in the “Natural Gas Additional Injection Stimulus Program” or the “Natural Gas Injection Stimulus for Companies with Reduced Injection”, created by Resolutions No. 1/2013 and 60/2013, respectively, of the former
Strategic Planning and Coordination Commission of the Hydrocarbon Investments National Plan, but for which the total injection coming from the areas in question, including the acquired areas, would have been zero during the period in which the
selling company would have calculated its base injection.
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Stimulus Program for Investments in Natural Gas Production Developments from
non-conventional
Reservoirs
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On March 6, 2017, MINEM Resolution No.
46-E/2017
was published in the Official Gazette, which created the
“Investment in Natural Gas Production from
Non-Conventional
Reservoirs Stimulus Program” (hereinafter the “Program”), established in order to stimulate investments in natural gas from
non-conventional
reservoirs in the Neuquina basin, and in effect as of its publication until December 31, 2021.
The Resolution establishes compensation for the volume of
non-conventional
gas production from concessions located in
the Neuquina Basin included in the Program, for which such concessions must first have a specific investment plan approved by the province’s application authority and the Secretariat of Hydrocarbon Resources.
The compensation will be determined by deducting from the effective sales price obtained from sales to the internal market, including conventional and
non-conventional
natural gas, the minimum sales prices established by the Resolution each year, multiplied by the volumes of production of
non-conventional
natural gas. The
minimum prices established by the Resolution are US$ 7.50/MMBtu for 2018, US$ 7.00/MMBtu for 2019, US$ 6.50/MMBtu for 2020 and US$ 6.00/MMBtu for 2021.
The compensation from the Program will be distributed, for each concession included in the Program, as follows: 88% to the companies and 12% to the province
corresponding to each concession included in the Program.
On November 2, 2017, MINEM Resolution
419-E/2017
was published and its Annex replaces the similar Annex of Resolution
46-E/2017.
The new resolution modifies the previous one in the following aspects:
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a)
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It defines that the Initial Production to be calculated will be the “monthly mean
Non-Conventional
Gas production assessed for the period between July 2016 and June
2017”. It also states that the Production Included, to the effect of the compensation, will be i) for the concessions with Initial Production lower than 500,000 m3/day, the total monthly production of
Non-Conventional
Gas coming from such Included Concession, to which the requesting company is entitled, and ii) for the concessions with Initial Production higher than 500,000 m3/day, the total monthly
production of
Non-Conventional
Gas coming from such Included Concession, to which the requesting party is entitled, discounting the Initial Production.
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b)
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It modifies the definition of Effective Price, previously defined as “the average price weighted by volume of total natural gas sales of each company in the domestic market”, to “the average price
weighted by volume of total natural gas sales in the Argentine Republic that will be published by the Secretariat of Hydrocarbon Resources”, regulating the guidelines to be followed for such calculation.
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c)
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A requirement to qualify for the Program is included, that is, that the investment plan submitted for each concession reaches a yearly mean production, in any consecutive period of twelve months before December 31,
2019, equal to or higher than 500,000 m3/day, and the obligation to reimburse the amounts of the compensation received (updated to reflect interest) corresponding to the concessions that do not reach the above mentioned production level, with the
possibility that the Secretariat of Hydrocarbon Resources may require filing a surety bond to guarantee the eventual reimbursement of the compensations received by the participating companies, and retaining the power to suspend payments if such bond
is not submitted.
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117
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
There have not been amendments to the definitions of included
Non-Conventional
Gas and Included Concessions, Price, or the Payment Conditions and Dates and Production Control, among other aspects initially included in the annex approved by Resolution
46-E/2017.
On November 17, 2017, MINEM Resolution No.
447-E/2017
was
published, which extends the application of the “Program to Encourage Investment in Development of Natural Gas Production from Unconventional Reservoirs” (applicable to the Neuquén Basin, created by MINEM Resolution No.
46-E/2017
and amended by MINEM Resolution No.
419-E/2017)
to the production of natural gas from unconventional reservoirs located in the Austral Basin.
30.i) Regulatory requirements applicable to Natural Gas distribution
The Group participates in natural gas distribution through its subsidiary Metrogas.
The natural gas distribution system is regulated by Law No. 24,076 (the “Gas Act”) that, together with Decree No. 1,738/1992, issued by
the Executive Power, other regulatory decrees, the specific bidding rules (Pliego), the Transfer Agreement and the License, establishes the Regulatory Framework for Metrogas’ business.
The License, the Transfer Agreement and the regulations issued pursuant to the Gas Act establish requirements regarding the quality of service, capital
investment, restrictions on transfer and encumbrance on assets, cross-ownership restrictions among producers, transporters and distributors, and Metrogas stock transfer.
The Gas Act and the License created ENARGAS as the regulatory entity to administer and enforce the Gas Act and the applicable regulations. In this order, the
tariffs for the gas distribution service were established by the License and are regulated by ENARGAS. ENARGAS’ jurisdiction extends to gas transportation, sale, storage and distribution. Its mandate under the Gas Act includes consumer
protection, competition protection in gas supply and demand, and the promotion of long-term investments in the gas industry.
Gas distribution tariffs
have been established in the License and are regulated by ENARGAS.
The License authorizes Metrogas to provide the public distribution service for a
term of 35 years. The Gas Law provides that Metrogas may request from ENARGAS a License renewal for an addition term of ten years upon the expiration of the original 35 year-term. The ENARGAS will then evaluate Metrogas’ performance and make a
recommendation to the Argentine Executive Branch. Metrogas is entitled to the renewal of its License unless the ENARGAS proves that it has not substantially performed all of its obligations under the Gas Law, the respective regulations and decrees
and the License.
At the end of the 35 or
45-year
period, as the case may be, the Gas Law requires a new
competitive bidding to grant the license, for which, if it has performed its obligations, Metrogas will have the option to equal the best bid made to the Government by a third party.
Generally, upon the termination of a License due to completion of its time-period, Metrogas will be entitled to a consideration equal to the value of the
designated assets or to the amount paid by the successful bidder in a new call for tenders, whichever is lower.
Metrogas has various obligations under
the Gas Law, including the obligation to comply with all reasonable requests within its service area. A service request will not be deemed reasonable if it were uneconomic for a distribution company to undertake the requested service. Metrogas is
obliged to operate and maintain its facilities in a safe manner, which may require certain investments to replace or upgrade its facilities pursuant to the License.
The License specifies other obligations of Metrogas, including the obligation to provide a distribution service, to maintain continuous service, to operate
the system in a prudent manner, to maintain the distribution network, to make the Mandatory Investments, to keep certain accounting records and to provide certain regular reports to the ENARGAS.
118
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
The License may be revoked by the Argentine Government, upon recommendation from the ENARGAS, in the
following cases:
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•
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Serious and repeated failure by the Metrogas to meet its obligations.
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Total or partial interruption in the uninterruptible service for reasons attributable to Metrogas for a term exceeding the periods set forth in the License in one calendar year.
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Sale, disposition, transfer and encumbrance of Metrogas Core Assets, without the prior authorization of the ENARGAS, except where the said encumbrance is used to finance extensions and improvements to the gas pipeline
system.
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Bankruptcy, dissolution or liquidation of Metrogas. The bankruptcy proceedings did not affect the normal course of Metrogas operations, and therefore, could not be the reason for the revocation of the Metrogas License.
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Ceasing the provision of the services provided for in the License, or the attempt to unilaterally assign or transfer, in whole or in part (without the previous authorization of the ENARGAS), or the waiver of, other than
as permitted.
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•
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Transfer of the Technical Assistance Contract or the delegation of the duties specified in the Contract, without the previous authorization of the ENARGAS, during the first ten years from License granting.
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In relation to restrictions, the License provides that Metrogas will not assume its parent company’s debts or grant credits or
encumber assets to secure debt of, or award any other benefit to, its parent company’s creditors.
The Emergency Law published in the Official Gazette on January 7, 2002
affected the legal framework for license contracts of public utility companies.
The main provisions of the Emergency Law that affected the License
granted to Metrogas by the Argentine Government are: The “pesification” of the tariffs established in dollars convertible at the exchange rate specified in the Convertibility Law (Law No. 23,928), the prohibition of tariff adjustment
based on any foreign index, thereby preventing the application of the international index fixed in the Regulatory Framework (Producer Price Index
-PPI-
of the United
States) and the renegotiation of the License granted to Metrogas in 1992.
In addition, the Emergency Law ordered the renegotiation of public services
contracts awarded by the Argentine Executive Branch, and that public utility companies were bound to continue performing all their duties.
The Emergency
Law, which originally expired in December 2003, was successively extended to December 31, 2017. The terms for license renegotiation and public services concessions were also progressively extended.
Within the framework of the renegotiation process, Metrogas executed a number of agreements with the various entities on behalf of the Argentine Government.
The agreements entered into and in force as of December 31, 2017 are described below:
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i.
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2017 Transitional Agreement
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In this regard, on March 30, 2017, Metrogas executed a Transitional
Agreement with the MINEM and the Ministry of Finance providing for the temporary adjustment of prices and tariffs for the Natural Gas Distribution Public Service, the specific impact of the amounts provided therein until the subscription of the
Memorandum of Agreement for Comprehensive Contractual Renegotiation and the entry into force of the definitive tariff schemes resulting from the Comprehensive Tariff Review (the “CRT”). The 2017 Transitional Agreement is supplementary to
the 2008 Transitional Agreement and amends the 2017 Transitional Agreement and the 2016 Transitional Agreement previously executed.
119
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
The 2017 Transitional Agreement, which is not subject to ratification by the PEN establishes a transitional
tariff regime as of April 1, 2017, consisting of the readjustment of tariffs based on the guidelines necessary to maintain the continuity of the service for the purpose of allowing Metrogas to meet its operating and maintenance, administration
and marketing expenses, those expenses corresponding to the execution of the mandatory investment plan determined by the ENARGAS and to comply with the respective payment obligations, maintaining its chain of payments for the purpose of ensuring the
continuity of the regular provision of the public service under their charge until the entry into force of the tariff regime resulting from the Memorandum of Agreement for a Contractual Renegotiation.
Likewise, the 2017 Transitional Agreement provides for the transfer of the impact of changes in tax regulations pending resolution, except for the, and
incorporates a Mandatory Investment Plan to which Metrogas is committed.
Lastly, Metrogas will not be authorized to distribute dividends without
previously proving to ENARGAS the full compliance with the Mandatory Investment Plan.
On March 30, 2017, the MINEM instructed the ENARGAS, through
Resolution No. 74—E/2017, to put into effect the tariff schemes resulting from the CRT process.
In this regard, it set forth that for the gradual
and progressive implementation of this measure, the ENARGAS should apply on a progressive basis, the rate increases resulting from the CRTas follows: 30% of the increase, from April 1, 2017, 40% of the increase, as of December 1, 2017, and
the remaining 30%, as of April 1, 2018.
Moreover, and for cases in which the corresponding Comprehensive Contractual Renegotiation Memorandum of
Agreement had not entered into force, it instructed the ENARGAS to apply to the Licensees (including Metrogas) a transitory tariff adjustment because of the CRT.
On March 31, 2017, ENARGAS Resolution No. 4,356/2017 was published in the Official Gazette through which the tariff schemes resulting from the
Metrogas CRT, effective as of April 1, 2017 and the temporary tariff schemes applicable to Metrogas users were approved. Through differentiated tariffs, ENARGAS Resolution No. 4,356 / 2017 determined tariff schemes for residential users
who recorded savings in their consumption equal to or greater than 15% with respect to the same period of 2015, as well as those that would apply to the beneficiaries of the “Social Tariff” (Resolutions No. 28/2016 of the MINEM and
ENARGAS No.
I-2,905/2014
and No. 3,784/2016) and the Entidades de Bien Público (Public Welfare Entities) (Law No. 27,218).
The tariff schemes corresponding to beneficiaries of the “Social Tariff” were rectified by ENARGAS Resolution No. 4,369 2017. The billing
resulting from the application of the new transitory tariff shames must respect the limits established in Article 10 of MINEM Resolution No. 212/2016, and therefore the criteria of ENARGAS Resolution No.
I-4,044/2016
are maintained.
Likewise, ENARGAS Resolution No. 4,356/2017 overruled ENARGAS Resolutions No.
I-2,407/12
and No.
I-3,249/15
that enabled the collection of a fixed amount per invoice under the operation of the Fund for Gas Distribution Consolidation and Expansion Works
(“FOCEGAS “).
In addition, ENARGAS Resolution No. 4,356/2017 approved: (i) the technical economic studies of the Company’s CTR,
(ii) the
non-automatic
Semi-Annual Adjustment Methodology to become effective jointly with the License Readjustment Memorandum of Agreement and (iii) the Metrogas Investment Plan for the next
five-year term.
On October 24, 2017, and through ENARGAS Resolution No. 74/2017, a public hearing was called for November 15, 2017 in
order to consider the transitory tariff adjustment effective as of December 1, 2017, corresponding to Metrogas.
On December 1, 2017, the
Official Gazette published: (i) ENARGAS Resolution No. 131/2017 that ordered (a) to declare the validity of the Public Hearing called by ENARGAS Resolution No. 74/2017, (b) approve Metrogas temporary tariff scheme applicable as
of December 1, 2017; and (c) approve new values for the Rates and Charges received by Metrogas for Additional Services; and (ii) ENARGAS Resolution N° 132/2017 that provides for a bonus to be implemented by Metrogas in favor of
certain users who (a) record savings in their consumption; or (b) are beneficiaries of the Social Tariff.
120
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
On January 31, 2018, ENARGAS Resolution No. 249/2018 was published in the Official Gazette, which
called for a public hearing to be held on February 22, 2018 to consider (i) the application of the Semi-Annual Tariff Adjustment Methodology, if applicable, for the adjustment of Metrogas tariffs; (ii) the application of the transfer
to tariffs of the price of the purchased gas; and (iii) methodological alternatives for a more predictable billing of residential users’ consumption
.
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ii.
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Memorandum of Understanding for the Natural Gas Distribution License Contract (also known as “Memorandum of Understanding for the Comprehensive Contractual Renegotiation”)
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On March 30, 2017, and within the framework of the renegotiation process of the public service contracts established by the Emergency Law, its extensions
and Decrees No. 367/2016 and N° 2/2017, Metrogas subscribed with the MINEM and with the Ministry of Finance, a Memorandum of Agreement for the Adaptation of the Natural Gas Distribution License Agreement (which contains the terms of the
comprehensive renegotiation and conditions for the adjustment of the License Agreement. The Memorandum of Agreement is based on the 2008 Transitional Agreement, the 2014 Transitional Agreement, the 2016 Transitional Agreement and the 2017
Transitional Agreement.
The provisions contained in the Memorandum of Agreement, once it has entered into full force and effect after being ratified by
the PEN, will be applied during the contractual period ranging from January 6, 2002 and the termination of the License Agreement.
A series of
guidelines to be contemplated by the CRT process are established in the terms provided for therein.
The Metrogas tariff scheme resulting from the
Integral Tariff Review according to the indicated guidelines will be applicable once all the procedures provided for the entry into force of the Memorandum of Agreement has been fulfilled. The CTR will become in full force and effect not later than
December 31, 2017. In the event that ENARGAS provides for the phased and progressive application of the tariff increase resulting from the Comprehensive Tariff Review, the application of the last step may not exceed April 1, 2018.
As a condition prior to ratification, the Memorandum of Agreement for the Comprehensive Contractual Renegotiation provides for the suspension and withdrawal
of all claims, appeals and complaints filed, pending or in the process of being executed, whether administrative, arbitral or judicial, in the Argentine Republic or abroad, which are founded or linked to the facts or provided measures, with respect
to the License Agreement, as of the Emergency Law and/or in the annulment of the PPI Index (Producer Price Index of the United States of America). Moreover, the Memorandum of Agreement must be ratified by the Shareholders’ Meeting of Metrogas,
so that the PEN issues the Decree ratifying the terms of the Memorandum of Agreement. On April 27, 2017, the Shareholders’ Meeting of Metrogas ratified the Memorandum of Agreement for the Adaptation of the Natural Gas Distribution License
Agreement.
Finally, the Memorandum of Agreement provides for the Company’s commitment to make, during the effective term of the License, plus its
potential
ten-year
extension and within the area of its License, additional sustainable investments equivalent to the amount of the award rendered in the arbitration proceedings in re: “BG Group Plc. vs.
The Argentine Republic (UNC 54 KGA)” with the proportional abatement percentage that would have been established in the payment agreement and excluding the amounts corresponding to the default interest on the payment of the award. The amount
and the plan for additional investments will be determined by ENARGAS at the proposal of the Company and they will not be included in the rate base.
To
date, the Memorandum of Agreement is subject to the controls established by the Emergency Law in order for the PEN to issue the ratification Decree.
With
respect to those Licensees whose Memorandum of Agreement had not entered into force, the ENARGAS was instructed to apply to them a temporary adjustment of tariffs on account of the CTR, taking into consideration, to such effects, the studies carried
out under such CTR in compliance with the provisions set forth in Article 1 of MINEM Resolution No. 31/2016.
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iii.
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Temporary economic assistance
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MINEM Resolution No. 312—E/2016 was published in the Official
Gazette, on December 30, 2016, which ordered a new temporary economic assistance to the Licensees of the Natural Gas Distribution Service through Networks for the period April-September 2016, for the purpose of funding the mandatory investments
established (with respect to Metrogas) in ENARGAS Resolutions No. 3,726/2016 and No. 4,044/2016, and the payment to gas producers; all of which is on account of the CTR.
121
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
Under the terms of the Resolution, the transfer of the amounts assigned to Metrogas of 759 was applicable as
long as, at the discretion of the ENARGAS, the financial situation of Metrogas that gave rise to the assistance was maintained taking into account the availability of funds to meet its investment obligations and payments to gas producers.
For the release of the funds corresponding to the temporary financial assistance, Metrogas had to file a sworn statement with the ENARGAS, in the terms of
ENARGAS Note No. 106/2017, on the allocation to be given to the amounts required. In accordance with the ENARGAS criteria, if the sworn statements meet the requirements of MINEM Resolution No. 312—E/2016, they would be sent to the MINEM
Hydrocarbons Secretariat in order to arrange for the transfer of the assistance. Likewise, the Resolution set forth that the Licensees could not distribute dividends under the terms of Resolution No. 31/2016 of the MINEM.
On March 31, 2017, Metrogas received the amount of 759 corresponding to MINEM Resolution No. 312—E/2016.
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iv.
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New gas prices at the TSEP and Metrogas transition tariff schemes
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Through Resolution No.
74—E/2017, the MINEM determined the new natural gas prices at the TSEP applicable from April 1, 2017 to the categories of users indicated therein. Moreover, it determined the new prices at the TSEP, subsidized for natural gas Residential
users who register a saving in their consumption equal or superior to fifteen percent (15%) with respect to the same period in 2015. These new prices in the TSEP have been contemplated in ENARGAS Resolution No. 4.356/2017.
MINEM Resolution No.
474-E/2017
determined the new Gas prices at the TSEP as of December 1, 2017. In addition, a
10% discount is established on the Gas price for all categories of Residential users who register a saving in their consumption equal to or greater than 20% with respect to the same period in 2015, and it establishes that the bonus corresponding to
the Social Tariff beneficiaries will be equivalent to: i) 100% of the Natural Gas price on the consumption block base determined by Resolution; and ii) 75% of the price of Natural Gas on a surplus consumption block of equal volume to that determined
in paragraph i). Consumptions over and above the block indicated in paragraph ii) will be paid by 100%. It also establishes that the billing resulting from the application of the new tariff schedules must respect the limits established in Article 10
of Resolution No. 212 dated October 6, 2016 of the MINEM. These new prices in the TSEP have been contemplated in the ENARGAS Resolution No. 131/2017, which approved the Metrogas temporary tariff scheme, applicable as of
December 1, 2017.
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v.
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Procedure for the compensation of the lower revenues that the Distributors receive from their users for benefits and / or bonuses and for higher costs of unaccounted gas.
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MINEM Resolution No.
508-E/2017,
published on December 29, 2017, established the procedure for the compensation of
the lower revenues that the Licensees of the Natural Gas Distribution Service through Networks receive from their users, as a product of: (i) the application of benefits and/or discounts to users arising from the regulations in force in the
tariff area of the distribution service of natural gas through networks, and (ii) the higher UNG costs compared to those established for its recognition in the rates, applicable as of January 1, 2018.
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Note of ENARGAS relating to the equity interest of YPF in Metrogas
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The Company has received from
Metrogas a copy of the note received by it from ENARGAS, requesting it to adjust Metrogas’ equity structure in line with the term provided for in Emergency Law No. 25,561 and in compliance with Section 34 of Law 24,076. In this
regard, it should be noted that YPF indirectly acquired 70% of Metrogas equity, which transaction was approved by ENARGAS Resolution No. I/2,566 dated April 19, 2013; and, following the merger with YPF Inversora Energética S.A. and Gas
Argentino S.A., is the holder of 70% of Metrogas shares.
122
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
On March 30, 2017, YPF filed an appeal for reconsideration requesting to overrule the ENARGAS Note and
render a new decision setting a reasonable timeframe consistent with the current reality of the gas market to comply with the provisions set forth article 34 of Law 24,076.
On June 15, 2017, YPF submitted to ENARGAS a tentative schedule for the process of adapting its equity interests in Metrogas, which was expanded in
detail on July 3, 2017. As of the date of issuance of these consolidated financial statements, ENARGAS has not issued any decision regarding the appeal or the submitted tentative schedule.
Such presentation does not imply withdrawal of the aforementioned appeal.
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•
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Note from the ENARGAS on deferred collection to residential users
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On August 25, 2017, the ENARGAS
issued some Notes instructing the Licensees of the Gas Distribution Service (“Distributors”), by virtue of the presentation received from the MINEM, and in relation to the invoices to be issued from August 25, 2017 and until
October 31, 2017 for residential users, to contemplate a fifty percent (50%) payment deferral of the total amount of the settlement corresponding to the billing period, without any interest. According to this instruction, the amounts subject to
deferral must be included in the first invoice issued after October 31, 2017 in accordance with the guidelines related to the issuance of Public Service Settlement receipts for bimonthly invoicing with monthly payment obligations currently in
force, i.e., in two equal and consecutive monthly installments. Such deferral is not applicable to residential users who are beneficiaries of the Social Tariff.
The Notes sent by the ENARGAS also contemplate that, if there is a financial impact on the Distributors’ income by virtue of such deferral, such impact
will be timely evaluated and assumed by the Argentine Government through the corresponding budgetary management.
On September 20, 2017, YPF
submitted a note to the MINEM (with a copy to ENARGAS), requesting the intervention of the MINEM so that it adopts the necessary measures to prevent the instruction given by the ENARGAS from being misinterpreted by some Distributors to place on the
Producers, such as YPF, the financial impact that such a measure could cause, through the unilateral postponement of the payment obligations by the Distributors. As of the date hereof, the note submitted by YPF is yet to be answered.
As a result of the changes introduced through MINEM Resolution No. 474—E/2017 and ENARGAS Resolutions No. 131/2017 and No. 132/2017, and the
guidelines established in the Terms and Conditions MINEM, Resolution No.
508-E
/ 2017 was published on December 29, 2017, which establishes the procedure for the compensation of the lower revenues that
the Licensees of the Natural Gas Distribution Service through Networks receive from their users, as a result of: (i) the application of benefits and / or discounts to users resulting from the regulations in force regarding the tariffs
applicable to the natural gas distribution service through networks; and (ii) the higher costs of the Unaccounted Natural Gas (“UNG”) with respect to those established for its recognition in the tariffs.
In accordance with the compensation procedure, the Distribution Licensees must inform to the ENARGAS within the terms established therein and based on the
annualized monthly consumption and as a sworn statement, the amounts required to compensate the aforementioned differences. The same information regime is adopted in relation to UNG.
Thus, in order to calculate compensations for the amount that they do not receive for the discounts in billing as well as for the UNG differences,
compensation is established resulting from the difference between the purchase price to the natural gas producer and the sale to its customers.
123
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
30.j) Regulatory requirements applicable to the petroleum liquid gas industry
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Benchmark prices for the butane commercialization chain
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On April 5, 2017, the Secretariat of
Hydrocarbon Resources published Resolution No.
56-E/2017
in the Official Gazette, establishing new maximum benchmark prices for the different segments of the butane commercialization chain to be bottled in 10,
12 and 15 kg bottles under the Household Program (Decree No. 470/2015 and former Energy Secretariat Resolution No. 49/2015), and modifying the benchmark prices established in former Energy Secretariat Resolution No. 70/2015. The new
maximum benchmark prices for the Company are Ps. 2,568/TN for butane and Ps. 2,410/TN for propane. For fractionators such as YPF GAS S.A., the prices established by Resolution No.
56-E/2017
are Ps. 63.89 for
10 kg bottles, Ps. 76.67 for 12 kg bottles and Ps. 95.84 for 15 kg bottles.
On June 7, 2017, the Secretariat of Hydrocarbon Resources published
Resolution No. 75/2017 in the Official Gazette, which modifies the regulations applicable to the Household Program (former Energy Secretariat Resolution No. 49/2015) and provides that the adjustment of benchmark prices applicable to the
different segments of the butane commercialization chain to be bottled in 10 and 12 kg bottles will not be implemented automatically in quarterly periods. Instead, those adjustments will be made at the discretion of the Secretariat of Hydrocarbon
Resources in its capacity as enforcement authority of the Household Program. In addition, the resolution establishes that the adjustment of benchmark prices for LPG producers and fractionators on account of the Comprehensive Tariff Review
established by the Household Program in its regulations will take place only after the prior analysis of cost variations and their incidence, and taking into account regional, distribution and logistical factors.
MINEM Resolution No.
287-E/2017,
published on December 1, 2017, established new maximum benchmark prices and
compensations for butane and propane producers effective from December 1, 2017, and introduced amendments to the Annex to the Regulation of the
Bottle-to-Bottle
Program approved by Resolution No. 49/2015, among which, it is prohibited to charge the distributors for any additional service whatever its denomination, if in doing so the maximum benchmark prices and the maximum allowed deviations are
exceeded.
30.k) Regulatory framework for the electric energy industry
Legal Framework
Law No. 24,065, passed in 1992 and
governed by Decree No. 1,398/92, has established the current basic regulatory framework for the electricity sector (the “Regulatory Framework”). This Regulatory Framework is supplemented by the regulations of the Secretariat of Energy
(“SE”) for the generation and marketing of electric power, including the Resolution of the former Secretariat of Electric Energy No. 61/1992, “Procedures for the Scheduling of Operations, Load Dispatch and Price
Calculation”, with its supplementary and amending regulations.
The ENRE is the agency that regulates, oversees and controls the electric power
industry and, in such capacity, it is responsible for the enforcement of Law No. 24,065.
The technical dispatch, operation and economic organization
of the Argentine Interconnection System (
Sistema Argentino de Interconexion
, or “SADI”) and the MEM is under the responsibility of CAMMESA. CAMMESA also acts as a collection agency for all MEM agents.
It is possible to underscore the following main supplementary and amending resolutions of the sector, taking into consideration the power generation business
of YPF EE:
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SE Resolution No. 146/2003: this resolution established the framework within which generators may request funding for major or extraordinary maintenance works with the goal of maintaining their units available.
This funding may be repaid out of the future profits of the generation business, and it may be repaid in advance. Against this backdrop, YPF Energía Eléctrica, as the successor of the operations of the Power Plants of Tucumán
and San Miguel de Tucumán, has requested funding for its plan for the maintenance and availability improvement of the plants in Tucumán, and has offered its Sale Settlements with No Expiration Date to Define (
Liquidaciones de Venta
sin Fecha de Vencimiento a Definir
, or “LVFVD”) for the advanced repayment of the funded amounts.
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124
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
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YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
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30. MAIN REGULATIONS AND OTHER (Cont.)
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•
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SE Resolution No. 406/2003: this resolution established the mechanism to set collection priorities among various remunerative items of the power generation plants. This set priorities for the collection of items
related to variable costs and the collection of the power made available to the system, and finally, of amounts related to generation margins for the sales made in the Spot market as per the curve of contracts with Large Users registered between May
and August 2004.
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•
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2008-2011 Generators Agreement: On November 25, 2010, the SE and the main electricity generator companies signed the “Agreement for the Management and Operation of Projects, Increase of Power Generation
Availability and Adjustment of Remuneration for 2008-2011 Generation” (hereinafter, the “Generators Agreement”). This Generators Agreement was aimed at establishing the framework, conditions and undertakings that the parties should
make to continue with the MEM adjustment process, to enable the entry of new generation to cover the increase in the demand for energy and power in such market, to determine a mechanism for the repayment of the consolidated debts of generators
incurred between January 1, 2008, and December 31, 2011, and the acknowledgment of global remuneration for MEM Generator Agents adhering to the Generators Agreement. YPF Energía Eléctrica, as a company continuing with the
operation of the power plants of El Bracho Generation Complex, has debts with CAMMESA, arising from this agreement.
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•
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SE Resolution No. 95/2013: this resolution establishes a new remuneration scheme based on the items described below and classified in terms of size and type of generation technology used. The defined remunerative
items pertain to: a) remuneration for fixed costs; b) remuneration for variable costs other than fuel; c) direct additional remuneration; and d) indirect additional remuneration, which will be allocated to a trust for the development of electric
power infrastructure works. It is necessary to accept the terms and conditions of the resolution to access such remunerations. YPF Energía Eléctrica has adhered to this system in August 9, 2013, backdated to February 1, 2013.
Among other matters governed by this resolution, it should be noted that it established that until the SE decides otherwise, generators and large users will refrain from making new contracts and/or renewing existing contracts (except for contracts
under the framework of SE Resolution No. 1,281/2006 “Energy Plus” and SE Resolution No. 220/2007, among others) as of the entry into force of the resolution. Furthermore, it establishes that as from the date of termination of
existing contracts, large users will begin to make their power purchases through the agency in charge of dispatch (CAMMESA). Similarly, it establishes that fuel supply contracts will only be acknowledged as long as they are in force, and no new
contracts may be made and existing contracts may not be renewed as from their termination dates. Similarly, it provides that fuel supply contracts will only be recognized while they are in force, and new ones may not be entered into or the current
ones renewed as from their expiration date.
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•
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SE Resolution No. 529/2014: this resolution replaces the remuneration scheme established by SE Resolution No. 95/2013, increasing the tariff schedule of the 4 remunerative concepts included by that resolution.
In relation to the Fixed Costs, this resolution establishes an increase related to the availability of each Generator Agent and incorporates a new remuneration scheme of
non-recurring
maintenance, which aims
to the funding of major maintenance subject to the approval of the SE. This resolution will be applicable to economic transactions from February 2014 for generators that had adhered to SE Resolution No. 95/2013.
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•
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SE Resolution No. 482/2015: this resolution provides adjustments to the compensation scheme set forth in SE Resolution No. 529/2014, by increasing the tariff schedule of the five concepts provided for therein.
In addition, it introduces a new specific contribution scheme known as “Resources for 2015-2018 FONINVEMEM Investments” to be allocated to generators participating in the investment projects approved or to be approved by the Secretariat of
Energy, and a new incentive scheme for the Production of Energy and Operating Efficiency for the relevant generator agents therein included. The provisions of this resolution are retroactively applied to financial transactions made as of February
2015 for those generators who have adhered to SE Resolution No. 95/2013.
|
125
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
|
|
•
|
|
Decree No. 134/2015: in the light of the current electrical system condition, the National Executive has declared a Federal Electric Sector Emergency until December 31, 2017. This executive order instructs the
Ministry of Energy and Mining to prepare and implement an action plan relative to the electric energy generation, transportation and distribution segments in order to adjust the quality and safety of energy supply and warrant the provision of the
electricity in appropriate technical and economic conditions.
|
|
|
•
|
|
Law No. 27,191, amending Law No. 26,190 of Argentina’s Scheme for Promotion of Use of Energy Renewable Sources intended for Electricity Production. This law binds Large Users to incorporate at least 8% of
energy from renewable sources into their electric power usage by December 31, 2017.
|
|
|
•
|
|
Resolution No. 22/2016 issued by the Secretariat of Energy, dated March 30, 2016. Pursuant to this resolution, the Secretariat of Energy amended SE Resolution No. 482/2015 and adjusted tariff components
collected by generators who have adhered to SE Resolutions Nos. 95/2013, 529/14 and 482/2015. The resolution modifies remunerative components of financial transactions retroactively to February 2016.
|
|
|
•
|
|
Resolution No. 21/2016 issued by the Secretariat of Energy published on March 22, 2016. This resolution calls generators, self-generators and joint generators interested in bidding on a new capacity of thermal
power generation and associated electricity production, undertaking to be available in the MEM during summer (2016/2017 and 2017/2018) and winter 2017. Through this resolution, YPFEE was awarded two new generation projects, one in Loma Campana of
105MW and the other in Tucumán of 270 MW. These projects are paid by means of contracts in U.S. dollars for
ten-year
terms. Payment is based on availability.
|
|
|
•
|
|
MINEM Resolution No. 71/2016, dated May 18, 2016. This resolution provides for the commencement of the open competitive bidding process for contracting, in the MEM, electric energy from renewable generation
sources in order to achieve the contribution goals from renewable energy sources scheduled by December 31, 2017, in Sections 2 of Law No. 26,190 and 8 of Law No. 27,191 (“Renovar Program (Round 1)”).
|
|
|
•
|
|
SE Resolution No. 155/2016, dated June 15, 2016. This resolution informs the first projects awarded under the call for bids set forth by SEE Resolution No. 21/2016, including, among others, Thermal Power
Plant El Bracho (Province of Tucumán) awarded to
Y-GEN
II, in which YPF Energía Eléctrica S.A. has a 66.67% interest. See Note 9.
|
|
|
•
|
|
SE Resolution No. 216/2016, dated July 15, 2016. This resolution informs the new projects awarded under the call for bids set forth by SE Resolution No. 21/2016, including, among others, Thermal Power
Plant Loma Campana (Province of Neuquén) awarded to
Y-GEN,
in which YPF Energía Eléctrica S.A. has a 66.67% interest. See Note 9.
|
|
|
•
|
|
MINEM Resolution No. 136, dated July 26, 2016, whereby interested parties are invited to tender in the National and International Open Bidding Process to contract in the MEM electric energy from renewable
generation sources through
-the
“Renovar Program (Round 1)”- in order to execute Forward Contracts known as Contracts for the Supply of Renewable Electric Energy, with CAMMESA on behalf of the
Distributors and MEM Large Users, in accordance with the terms and conditions approved by the same resolution.
|
|
|
•
|
|
MINEM Resolution No. 307/2016. YPF EE is licensed to act as MEM Distributed Self Generator Agent for its Loma Campana Thermal Power Plant, with a nominal power of 105 MW, located in the District of Añelo,
Province of Neuquén, and connected to SADI through a 132 KV line from the new Loma Campana power station, within the jurisdiction of the Province of Neuquén electric utility company (Ente Provincial de Energía de Neuquén,
or “EPEN”).
|
126
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
|
|
•
|
|
SE Resolution No. 420/2016. Stakeholders are called on to submit draft infrastructure projects that contribute to reduce MEM costs and increase power system reliability. Presentations are filed with CAMMESA, which
will evaluate and prepare a report for the Secretariat of Energy. Thereafter the Secretariat of Energy will call for public bids. Successful bidders will sign a sales contract with CAMMESA for a ten year-term. The following project categories and
features are recommended:
|
|
|
•
|
|
combined cycles based on existing generators,
|
|
|
•
|
|
Conventional and unconventional thermal power plants (potential use of heat); and
|
|
|
•
|
|
Alternative fuel supply facilities and storage designed to feed units located close to distribution points.
|
|
|
•
|
|
MINEM Resolution No. 468/2016. YPF EE is licensed to act as MEM Generator Agent for its
99-MW
nominal power Manantiales Behr Wind Power Plant located in the District of
Escalante, Province of Chubut, connected to SADI through a 132 kV line from the new Escalante Transformer Station, and linked to Diadema-Pampa del Castillo High Voltage Line (132 KV), within the jurisdiction of Empresa de Transporte de
Energía Eléctrica por Distribución Troncal de la Patagonia Sociedad Anónima (“TRANSPA S.A.”), which is operated and maintained by Transacue Sociedad Anónima.
|
|
|
•
|
|
MINEM Resolution No. 19/2017. The Agents (Generators,
Co-Generators,
Self-Generators) of the MEM may state Guaranteed Availability Offers with a view to executing Guaranteed
Availability Commitments for the rated power and energy of installed generation units, as provided in this Resolution. The electric power stated in Guaranteed Availability Offers will be paid as follows: a payment for monthly available power
(subdivided into actual available power, offered guaranteed power, and assigned power) and another payment for generated and distributed power. The amount payable will be calculated in U.S. dollars converted to Argentine pesos, and Sale Statements
will include an expiry date. Furthermore, an Operating Efficiency Incentive mechanism is created for power plants, based on the attainment of fuel consumption targets.
|
|
|
•
|
|
MINEM Resolution No. 1,091/2017. This Resolution establishes the application, during the period between December 1, 2017 and January 31, 2018, for the demand of electric power declared by the Distributors
and / or Providers of the MEM Public Distribution Service, intended to supply its users with electricity, or those of other providers of the electric power distribution public service within the area of influence or concession of the Distributor
Agent of the Power Reference Prices (“POTREF”), Stabilized Energy Price (“PEE”) and Stabilized Transportation Price (“PET”) that is an integral part of this measure.
|
127
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
30.l) Tax Regulations
|
|
•
|
|
Tax Reform Laws No.
27,430 and No.
27,432
|
Laws No. 27,430
and 27,432 were published in the Official Gazette on December 29, 2017, and significantly modified several taxes. The main modifications are the following:
|
|
•
|
|
Corporate tax rate and withholdings on dividends
|
The general income tax rate applicable to
limited companies (
sociedades de capital
) is reduced from the current 35% to 30% for fiscal years beginning January 1, 2018 and ending December 31, 2019 inclusive, and to 25% for those fiscal years beginning January 1, 2020
onwards.
Moreover, a new withholding on dividends is established, which will be 7% for those fiscal years beginning on January 1,
2018 and ending on December 31, 2019, and 13% for those fiscal years beginning on or after January 1, 2020 onwards.
Finally, the
tax equalization (a 35% withholding is applicable when dividend exceed the amount of the taxable income) is no longer applied on the income accrued as of January 1, 2018.
|
|
•
|
|
Capital gains for foreign beneficiaries
|
The new law establishes a 15% withholding on capital
gains derived from the sale of shares or other similar securities (calculated on the actual or presumed gains equivalent to 90% of the sale price). The law establishes an exemption applicable to foreign beneficiaries who sell listed shares under the
supervision of the CNV. Furthermore, an exemption is established for the interest and sale results of government bonds, NO and ADRs. These exemptions will only apply to
non-resident
foreign beneficiaries whose
funds do not derive from
non-cooperating
jurisdictions. Finally, such exemption does not apply to those benefits derived from the securities known as Lebacs.
In the case of ADRs, the law defines that the source thereof is given by the residence of the issuer of the respective shares.
|
|
•
|
|
Indirect transfers made by the Foreign Beneficiaries
|
The law establishes a tax on the indirect
sale of assets located in Argentina. In particular, such tax will be levied on sales or transfers made by foreigners who own a company also abroad who owns assets in the country, when such assets are significant, i.e., when the following conditions
are met: (i) at least 30% of the value of the shares in the foreign company derives from assets located in Argentina; and (ii) the transferred shares represent at least 10% of the assets of the foreign company.
The applicable rate will be 15% (calculated on real net profit or presumed net profit equivalent to 90% of the sale price) in the proportion
corresponding to Argentine assets.
|
|
•
|
|
Costs for the abandonment of hydrocarbon wells
|
It is considered as an integral part of the
computable cost of the investments in wells, those costs intended to satisfy the technical and environmental requirements by the concessionaire and/or permit holder required by the enforcement authority. They will be included from the date on which
such obligations arise in accordance with current regulations, regardless of the period in which the effective disbursement is made.
128
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
It replaces the tax transparency rules contemplating broader situations
and introduces the presumed dividend concept.
Moreover, it ratifies the taxability of the sales of shares of Argentine companies made by
non-residents
as of the effectiveness of Law 26,983, although it establishes the taxation of results in the cases of sales made through stock exchanges or similar markets, when the stockbroker did not withhold the
tax.
The main modifications are the following:
|
|
•
|
|
The tax modifies its name (formerly “Tax on Liquid Fuels and Natural Gas”, and now “Tax on liquid fuels”).
|
|
|
•
|
|
A new tax is introduced: Tax on carbon dioxide.
|
|
|
•
|
|
Both taxes (on fuels and carbon dioxide) are levied based on a fixed amount per liter adjusted for IPIM on a quarterly basis. In the case of carbon dioxide, two new products are incorporated: petroleum coke and mineral
coal.
|
|
|
•
|
|
Tax on bank debit and credits
|
The PEN may fix the tax percentage to be computed as
payment on account of the income tax, which will be progressively increased by up to 20% per year as of January 1, 2018, and it may also establish that this tax will be fully computed as payment on account of the income tax in 2022.
A system of refund of tax paid for investments in fixed assets is
established, subject to the future generation of tax debits, in order to reduce the financial cost generated by the accumulation of tax credits of new investments.
There will be a minimum monthly salary exempt from employer
contributions, while the rate of the same will be unified around 19.5%, although VAT tax credits will be eliminated for employment in secondary areas. These changes will occur by 2022, gradually converging from the current situation.
Other than as mentioned in Note 15 with respect to taxes on gains, the mentioned modifications do not have a significant effect on the financial statements of
the Group.
30.m) Other regulatory requirements
|
|
•
|
|
Repatriation of foreign exchange
|
In October, 2011, Decree No. 1,722/2011 was published and became
effective as from such date. The mentioned decree provides that total export collections from operations by producers of crude oil or its derivatives, natural gas and liquefied gas, and companies which aim to develop mining projects, must be
liquidated in the single and free-exchange market in accordance with the provisions of Article No. 1 of Decree No. 2,581 of April 10, 1964.
129
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
|
|
•
|
|
CNV Regulatory Framework (N.T. 2013)
|
Through Resolution No. 622/2013 dated September 5,
2013, CNV approved the Regulations (N.T. 2013) applicable to companies subject to this agency control, as provided for by the Capital Market Act No. 26,831, and Regulatory Decree No. 1,023 dated August 1, 2013. This Resolution
superseded the former CNV Regulations (N.T. 2001 as amended) and the General Resolutions No. 615/2013 and No. 621/2013, as from the effective date of the Regulations (N.T. 2013).
The following sets forth certain requirements of the CNV:
a)
CNV General Resolution No. 622
|
i.
|
Pursuant to section 1, Chapter III, Title IV of such Resolution, a description of the notes to the consolidated financial statements containing information required under the Resolution in the form of exhibits follows.
|
|
|
|
|
|
|
|
|
|
Exhibit A – Fixed Assets
|
|
Note 8 Property, plant and equipment
|
|
|
|
|
|
|
|
Exhibit B – Intangible assets
|
|
Note 7 Intangible assets
|
|
|
|
|
|
|
|
Exhibit C – Investments in companies
|
|
Note 9 Investments in associates and joint ventures
|
|
|
|
|
|
|
|
Exhibit D – Other investments
|
|
Note 6 Financial instruments by category
|
|
|
|
|
|
|
|
Exhibit E – Provisions
|
|
Note 12 Trade receivables
Note 11 Other
receivables
Note 9 Investments in associates and joint ventures
Note 8 Property, plant and equipment
Note 14
Provisions
|
|
|
|
|
|
|
|
Exhibit F – Cost of goods sold and services rendered
|
|
Note 20 Costs
|
|
|
|
|
|
|
|
Exhibit G – Assets and liabilities in foreign currency
|
|
Note 33 Assets and liabilities in currencies other than the Argentine peso
|
|
ii.
|
On March 18, 2015, the Company was registered with the CNV under the category “Settlement and Clearing Agent and Trading Agent - Own account”, record No. 549. Considering the Company’s business,
and the CNV Rules and its Interpretative Criterion No. 55, the Company will not, under any circumstance, offer brokerage services to third parties for transactions in markets under the jurisdiction of the CNV, and it will also not open
operating accounts to third parties to issue orders and trade in markets under the jurisdiction of the CNV.
|
Likewise, in
accordance with Section VI, Chapter II, Title VII of the CNV Rules and its Interpretative Criterion No. 55, the Company’s equity exceeds the minimum required equity under such rules, which is 15, while the minimum required counterparty
capital, which is 3, is comprised of 16,498,351 Units of Compass Ahorro—Class B Mutual Fund with
24-hour
settlement upon redemption, the total value of the Company’s Units as of
December 31, 2017, being 44.
b) CNV General Resolution No. 629
Due to General Resolution No. 629 of the CNV, the Company informs that supporting documentation of YPF’s operations, which is not in YPF’s
headquarters, is stored in the following companies:
|
|
•
|
|
Adea S.A. located in Barn 3 – Route 36, Km. 31.5 – Florencio Varela – Province of Buenos Aires.
|
|
|
•
|
|
File S.R.L., located in Panamericana and R.S. Peña – Blanco Encalada – Luján de Cuyo – Province of Mendoza.
|
Additionally, it is placed on record that the detail of the documentation given in custody is available at the registered office, as well as the documents
mentioned in section 5, subsection a.3), Section I, Chapter V, Title II of the CNV Rules.
130
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
30. MAIN REGULATIONS AND OTHER (Cont.)
|
|
•
|
|
New Argentine Civil and Commercial Code
|
On August 1, 2015, the new Federal Civil and Commercial
Code became effective. These new regulations, in addition to merging the Civil and Commercial Codes introduce details several news and amendments relative to Capacity, Obligations, Contracts, Contractual and Precontractual Civil Liability,
Ownership,
Co-ownership,
Business Companies and Lapsing, among other legal institutes.
|
|
•
|
|
Law No.
27,275 and Decree No.
79/2017 – Access to Public Information
|
On September 29, 2016, Law No. 27,275, entitled “Right of access to public information”, was published in the Official Gazette. This law
guarantees a right of access to public information, including the ability to freely seek, access, request, receive, copy, analyze, process, use and distribute information in possession of the bound parties as defined under Article 7 of the law.
State-owned companies, companies with majority state-owned capital, mixed-economy companies and all other business organizations where the National State has a majority interest in capital or in the formation of corporate decisions are deemed bound
parties, except for companies authorized to make public offerings of their securities. Law No. 27,275 will come into effect one year after its publication in the Official Gazette.
On January 31, 2017, Decree No. 79/2016 was published in the Official Gazette, modifying the General Regulation of Access to Public Information for
the National Executive Office. The decree established that exceptions to the definition of bound parties, as described in Law No. 27,275, would come into effect the day after their publication in the Official Gazette.
31. BALANCES AND TRANSACTIONS WITH RELATED PARTIES
The information detailed in the tables below shows the balances with associates and joint ventures as of December 31, 2017, 2016, and 2015 and
transactions with the mentioned parties for the years ended on such dates.
131
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
31. BALANCES AND TRANSACTIONS WITH RELATED PARTIES (Cont.)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Other receivables
|
|
|
Trade receivables
|
|
|
Accounts payable
|
|
|
Other receivables
|
|
|
Trade receivables
|
|
|
Accounts payable
|
|
|
Other receivables
|
|
|
Trade receivables
|
|
|
Accounts payable
|
|
|
|
|
Current
|
|
|
Current
|
|
|
Current
|
|
|
Current
|
|
|
Current
|
|
|
Current
|
|
|
Current
|
|
|
Current
|
|
|
Current
|
|
|
Joint ventures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profertil
|
|
|
107
|
|
|
|
239
|
|
|
|
215
|
|
|
|
97
|
|
|
|
162
|
|
|
|
99
|
|
|
|
110
|
|
|
|
209
|
|
|
|
35
|
|
|
MEGA
|
|
|
—
|
|
|
|
925
|
|
|
|
149
|
|
|
|
—
|
|
|
|
797
|
|
|
|
80
|
|
|
|
12
|
|
|
|
481
|
|
|
|
381
|
|
|
Refinor
|
|
|
—
|
|
|
|
224
|
|
|
|
8
|
|
|
|
—
|
|
|
|
296
|
|
|
|
39
|
|
|
|
—
|
|
|
|
125
|
|
|
|
11
|
|
|
Bizoy S.A.
|
|
|
5
|
|
|
|
—
|
|
|
|
—
|
|
|
|
9
|
|
|
|
—
|
|
|
|
—
|
|
|
|
4
|
|
|
|
—
|
|
|
|
—
|
|
|
Y-GEN
I
|
|
|
57
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Y-GEN
II
|
|
|
22
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Petrofaro S.A.
|
|
|
—
|
|
|
|
35
|
|
|
|
51
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
191
|
|
|
|
1,423
|
|
|
|
423
|
|
|
|
106
|
|
|
|
1,257
|
|
|
|
218
|
|
|
|
126
|
|
|
|
815
|
|
|
|
427
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Associates:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CDS
|
|
|
—
|
|
|
|
122
|
|
|
|
—
|
|
|
|
—
|
|
|
|
108
|
|
|
|
—
|
|
|
|
—
|
|
|
|
194
|
|
|
|
—
|
|
|
YPF Gas
(1)
|
|
|
589
|
|
|
|
230
|
|
|
|
15
|
|
|
|
35
|
|
|
|
375
|
|
|
|
35
|
|
|
|
33
|
|
|
|
98
|
|
|
|
44
|
|
|
Oldelval
|
|
|
—
|
|
|
|
—
|
|
|
|
131
|
|
|
|
—
|
|
|
|
—
|
|
|
|
81
|
|
|
|
—
|
|
|
|
—
|
|
|
|
56
|
|
|
Termap
|
|
|
—
|
|
|
|
—
|
|
|
|
52
|
|
|
|
—
|
|
|
|
—
|
|
|
|
44
|
|
|
|
—
|
|
|
|
—
|
|
|
|
44
|
|
|
OTA
|
|
|
—
|
|
|
|
—
|
|
|
|
5
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
|
|
OTC
|
|
|
5
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1
|
|
|
|
—
|
|
|
|
—
|
|
|
Gasoducto del Pacífico (Argentina) S.A.
|
|
|
4
|
|
|
|
—
|
|
|
|
19
|
|
|
|
4
|
|
|
|
—
|
|
|
|
31
|
|
|
|
4
|
|
|
|
—
|
|
|
|
27
|
|
|
Oiltanking
|
|
|
—
|
|
|
|
—
|
|
|
|
96
|
|
|
|
—
|
|
|
|
—
|
|
|
|
50
|
|
|
|
—
|
|
|
|
—
|
|
|
|
45
|
|
|
Gas Austral S.A.
|
|
|
2
|
|
|
|
7
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
600
|
|
|
|
359
|
|
|
|
318
|
|
|
|
41
|
|
|
|
483
|
|
|
|
246
|
|
|
|
38
|
|
|
|
292
|
|
|
|
218
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
791
|
|
|
|
1,782
|
|
|
|
741
|
|
|
|
147
|
|
|
|
1,740
|
|
|
|
464
|
|
|
|
164
|
|
|
|
1,107
|
|
|
|
645
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Revenues
|
|
|
Purchases and
services
|
|
|
Net interest
income (loss)
|
|
|
Revenues
|
|
|
Purchases and
services
|
|
|
Net interest
income (loss)
|
|
|
Revenues
|
|
|
Purchases and
services
|
|
|
Net interest
income (loss)
|
|
|
Joint ventures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profertil
|
|
|
906
|
|
|
|
901
|
|
|
|
—
|
|
|
|
956
|
|
|
|
620
|
|
|
|
—
|
|
|
|
823
|
|
|
|
305
|
|
|
|
—
|
|
|
MEGA
|
|
|
4,058
|
|
|
|
814
|
|
|
|
—
|
|
|
|
2,673
|
|
|
|
337
|
|
|
|
—
|
|
|
|
1,396
|
|
|
|
470
|
|
|
|
—
|
|
|
Refinor
|
|
|
838
|
|
|
|
225
|
|
|
|
10
|
|
|
|
998
|
|
|
|
133
|
|
|
|
3
|
|
|
|
824
|
|
|
|
195
|
|
|
|
—
|
|
|
Bizoy S.A.
|
|
|
1
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Y-GEN
I
|
|
|
34
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Y-GEN
II
|
|
|
41
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Petrofaro S.A.
|
|
|
33
|
|
|
|
58
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,911
|
|
|
|
1,998
|
|
|
|
10
|
|
|
|
4,634
|
|
|
|
1,090
|
|
|
|
3
|
|
|
|
3,043
|
|
|
|
970
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Associates:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CDS
|
|
|
102
|
|
|
|
—
|
|
|
|
—
|
|
|
|
579
|
|
|
|
—
|
|
|
|
38
|
|
|
|
322
|
|
|
|
—
|
|
|
|
8
|
|
|
YPF Gas
(1)
|
|
|
863
|
|
|
|
51
|
|
|
|
51
|
|
|
|
761
|
|
|
|
41
|
|
|
|
—
|
|
|
|
231
|
|
|
|
35
|
|
|
|
—
|
|
|
Oldelval
|
|
|
—
|
|
|
|
596
|
|
|
|
—
|
|
|
|
—
|
|
|
|
408
|
|
|
|
—
|
|
|
|
—
|
|
|
|
220
|
|
|
|
—
|
|
|
Termap
|
|
|
—
|
|
|
|
366
|
|
|
|
—
|
|
|
|
—
|
|
|
|
309
|
|
|
|
—
|
|
|
|
—
|
|
|
|
215
|
|
|
|
—
|
|
|
OTA
|
|
|
—
|
|
|
|
25
|
|
|
|
—
|
|
|
|
—
|
|
|
|
25
|
|
|
|
—
|
|
|
|
—
|
|
|
|
20
|
|
|
|
—
|
|
|
Gasoducto del Pacífico (Argentina) S.A.
|
|
|
—
|
|
|
|
202
|
|
|
|
—
|
|
|
|
—
|
|
|
|
170
|
|
|
|
—
|
|
|
|
—
|
|
|
|
113
|
|
|
|
—
|
|
|
Oiltanking.
|
|
|
1
|
|
|
|
428
|
|
|
|
—
|
|
|
|
—
|
|
|
|
350
|
|
|
|
—
|
|
|
|
—
|
|
|
|
200
|
|
|
|
—
|
|
|
Gas Austral S.A.
|
|
|
78
|
|
|
|
1
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,044
|
|
|
|
1,669
|
|
|
|
51
|
|
|
|
1,340
|
|
|
|
1,303
|
|
|
|
38
|
|
|
|
553
|
|
|
|
803
|
|
|
|
8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,955
|
|
|
|
3,667
|
|
|
|
61
|
|
|
|
5,974
|
|
|
|
2,393
|
|
|
|
41
|
|
|
|
3,596
|
|
|
|
1,773
|
|
|
|
8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Disclosed balances and transactions since the date of the acquisition of associates. See Note 3.
|
132
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
31. BALANCES AND TRANSACTIONS WITH RELATED PARTIES (Cont.)
Additionally, in the normal course of business, and considering being the main energy group in Argentina, the
Group’s client/suppliers portfolio encompasses both private sector entities as well as national public sector entities. As required by IAS 24 “Related party disclosures”, among the major transactions above mentioned the most important
are:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances
|
|
|
Transactions
|
|
|
|
|
|
|
|
Credits / (Liabilities)
|
|
|
Income / (Costs)
|
|
|
Customers / Suppliers
|
|
Ref.
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
MINEM
|
|
|
(1
|
)
|
|
|
13,417
|
|
|
|
10,881
|
|
|
|
9,859
|
|
|
|
12,840
|
|
|
|
16,757
|
|
|
|
12,345
|
|
|
MINEM
|
|
|
(2
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
1,988
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,988
|
|
|
MINEM
|
|
|
(3
|
)
|
|
|
190
|
|
|
|
129
|
|
|
|
207
|
|
|
|
191
|
|
|
|
93
|
|
|
|
84
|
|
|
MINEM
|
|
|
(4
|
)
|
|
|
162
|
|
|
|
142
|
|
|
|
91
|
|
|
|
119
|
|
|
|
132
|
|
|
|
123
|
|
|
MINEM
|
|
|
(5
|
)
|
|
|
—
|
|
|
|
759
|
|
|
|
149
|
|
|
|
—
|
|
|
|
759
|
|
|
|
711
|
|
|
Ministry of Transport
|
|
|
(6
|
)
|
|
|
840
|
|
|
|
1,152
|
|
|
|
412
|
|
|
|
5,402
|
|
|
|
5,658
|
|
|
|
3,746
|
|
|
Secretariat of Industry
|
|
|
(7
|
)
|
|
|
24
|
|
|
|
378
|
|
|
|
27
|
|
|
|
188
|
|
|
|
422
|
|
|
|
621
|
|
|
CAMMESA
|
|
|
(8
|
)
|
|
|
4,444
|
|
|
|
3,782
|
|
|
|
2,156
|
|
|
|
17,569
|
|
|
|
20,934
|
|
|
|
12,079
|
|
|
CAMMESA
|
|
|
(9
|
)
|
|
|
(316
|
)
|
|
|
(170
|
)
|
|
|
(196
|
)
|
|
|
(2,090
|
)
|
|
|
(2,189
|
)
|
|
|
(1,460
|
)
|
|
ENARSA
|
|
|
(10
|
)
|
|
|
698
|
|
|
|
727
|
|
|
|
758
|
|
|
|
2,920
|
|
|
|
2,541
|
|
|
|
1,635
|
|
|
ENARSA
|
|
|
(11
|
)
|
|
|
(1,591
|
)
|
|
|
(1,357
|
)
|
|
|
(893
|
)
|
|
|
(214
|
)
|
|
|
(955
|
)
|
|
|
(1,141
|
)
|
|
Aerolíneas Argentinas S.A. and Austral Líneas Aéreas Cielos del Sur
S.A.
|
|
|
(12
|
)
|
|
|
946
|
|
|
|
364
|
|
|
|
255
|
|
|
|
4,300
|
|
|
|
3,066
|
|
|
|
2,178
|
|
|
Aerolíneas Argentinas S.A. and Austral Líneas Aéreas Cielos del Sur
S.A.
|
|
|
(13
|
)
|
|
|
—
|
|
|
|
(2
|
)
|
|
|
—
|
|
|
|
(28
|
)
|
|
|
(14
|
)
|
|
|
(1
|
)
|
|
(1)
|
The benefits of the incentive scheme for the Additional Injection of natural gas.
|
|
(2)
|
Benefits for the crude oil production incentive program.
|
|
(3)
|
Benefits for the propane gas supply agreement for undiluted propane gas distribution networks.
|
|
(4)
|
Benefits for the
bottle-to-bottle
program.
|
|
(5)
|
Temporary economic assistance to Metrogas.
|
|
(6)
|
The compensation for providing gas oil to public transport of passengers at a differential price.
|
|
(7)
|
Incentive for domestic manufacturing of capital goods, for the benefit of AESA.
|
|
(8)
|
The provision of fuel oil and natural gas, and electric power generation.
|
|
(10)
|
Rendering of regasification service in the regasification projects of liquefied natural gas in Escobar and Bahía Blanca.
|
|
(11)
|
The purchase of natural gas and crude oil.
|
|
(12)
|
The provision of jet fuel.
|
|
(13)
|
The purchase of miles for the YPF Serviclub program
|
Additionally, the Group has entered into certain
financing and insurance transactions with entities related to the national public sector. Such transactions consist of certain financial transactions that are described in Note 16 and transactions with Nación Seguros S.A. related to certain
insurance policies contracts, and in connection therewith, to the reimbursement from the insurance coverage for the incidents mentioned in Note 28.a.
On
the other hand, the Group holds BONAR 2020 (see Note 6) and 2021, classified as “Investments in financial assets”.
Furthermore, in relation to
the investment agreement signed between YPF and Chevron subsidiaries, YPF has an indirect
non-controlling
interest in CHNC with which YPF carries out transactions in connection with the mentioned investment
agreement. See Note 29.b.
The table below discloses the compensation for the YPF’s key management personnel, including members of the Board of
Directors and Vice presidents (managers with executive functions appointed by the Board of Directors), for the years ended December 31, 2017, 2016 and 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
(1)
|
|
|
2016
(1)
|
|
|
2015
(1)
|
|
|
Short-term employee benefits
(2)
|
|
|
221
|
|
|
|
182
|
|
|
|
158
|
|
|
Share-based benefits
|
|
|
34
|
|
|
|
26
|
|
|
|
40
|
|
|
Post-retirement benefits
|
|
|
10
|
|
|
|
9
|
|
|
|
6
|
|
|
Termination benefits
|
|
|
109
|
|
|
|
94
|
|
|
|
5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
374
|
|
|
|
311
|
|
|
|
209
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes the compensation for YPF’s key management personnel, which developed their functions during the mentioned years.
|
|
(2)
|
Does not include Social Security contributions of 50, 45 and 55 for the years ended December 31, 2017, 2016 and 2015, respectively.
|
133
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
32. EMPLOYEE BENEFIT PLANS AND SIMILAR OBLIGATIONS
Note 2.b.10 describes the main characteristics and accounting treatment for benefit plans implemented by the Group.
The total charges recognized under the Retirement Plan amounted to
approximately 80, 80 and 50 for the years ended December 31, 2017, 2016 and 2015, respectively.
|
ii.
|
Performance Bonus Programs and Performance evaluation
|
The amount charged to expense
related to the Performance Bonus Programs was 1,650, 1,272 and 1,020 for the years ended December 31, 2017, 2016 and 2015, respectively.
|
iii.
|
Share-based benefit plan
|
Consistent with share-based benefit plans approved in previous
years, the Board of Directors at its meeting held on June 11, 2014, approved the creation of a new share-based benefit plan 2014-2017 effective for 3 years from July 1, 2014 (grant date), with similar characteristics to those of the
2013-2015 plan.
Likewise, the Board of Directors at its meeting held on June 8, 2015, approved the creation of a new share-based
benefit plan 2015-2018 effective for 3 years from July 1, 2015 (grant date), with similar characteristics to existing plans.
Also,
the Board of Directors at its meeting held on May 10, 2016, approved the creation of a new share-based benefit plan 2016-2019 effective for 3 years from July 1, 2016 (grant date), with similar characteristics to the previously implemented
schemes.
Lastly, the Board of Directors of the Company, at its meeting held on May 9, 2017, resolved to approve the creation of a new
shared-based compensation plan for 2017-2020 effective for 3 years as from July 1, 2017 (grant date), with similar characteristics to the previously implemented schemes.
The amount charged to expense in relation with the share-based plans, which are disclosed according to their nature, amounted to 162, 153 and
124 for the fiscal years ended December 31, 2017, 2016 and 2015, respectively.
During the fiscal years ended December 31, 2017,
2016 and 2015, the Company has repurchased 263,298, 171,330 and 382,985 own shares issued for an amount of 100, 50 and 120, respectively, and has delivered to the beneficiaries of the plan 502,996, 520,031 and 623,350 shares, respectively, for
purposes of compliance with the share-based benefit plans. The cost of such repurchases is disclosed in the shareholders’ equity under the name of “Cost of acquisition of own shares”, while the nominal value and its adjustment derived
from the monetary restatement made under the Prior Accounting Principles have been reclassified from the accounts “Subscribed capital” and “Adjustment to contribution” to the “Treasury shares” and “Adjustment to
treasury shares” accounts, respectively.
Information related to the evolution of the quantity of shares, of the plans at the end of
the years ended December 31, 2017, 2016 and 2015, is as follows:
Plan 2013-2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount at the beginning of the year
|
|
|
—
|
|
|
|
188,493
|
|
|
|
695,015
|
|
|
- Granted
|
|
|
—
|
|
|
|
9,130
|
|
|
|
—
|
|
|
- Settled
|
|
|
—
|
|
|
|
(193,878
|
)
|
|
|
(503,535
|
)
|
|
- Expired
|
|
|
—
|
|
|
|
(3,745
|
)
|
|
|
(2,987
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at end of year
(1)
|
|
|
—
|
|
|
|
—
|
|
|
|
188,493
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expense recognized during the year
|
|
|
—
|
|
|
|
6
|
|
|
|
34
|
|
|
Fair value of shares on grant date (in dollars)
|
|
|
—
|
|
|
|
14.75
|
|
|
|
14.75
|
|
|
(1)
|
The life of the plan in 2016 was 7 months and between 10 and 19 months as of December 2015.
|
134
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
32. EMPLOYEE BENEFIT PLANS AND SIMILAR OBLIGATIONS (Cont.)
Plan 2014-2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount at the beginning of the year
|
|
|
99,278
|
|
|
|
234,130
|
|
|
|
356,054
|
|
|
- Granted
|
|
|
6,269
|
|
|
|
6,978
|
|
|
|
—
|
|
|
- Settled
|
|
|
(105,201
|
)
|
|
|
(123,926
|
)
|
|
|
(118,927
|
)
|
|
- Expired
|
|
|
(346
|
)
|
|
|
(17,904
|
)
|
|
|
(2,997
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at end of year
(1)
|
|
|
—
|
|
|
|
99,278
|
|
|
|
234,130
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expense recognized during the year
|
|
|
8
|
|
|
|
28
|
|
|
|
53
|
|
|
Fair value of shares on grant date (in dollars)
|
|
|
33.41
|
|
|
|
33.41
|
|
|
|
33.41
|
|
|
(1)
|
The life of the plan in 2017 was 7 months, whereas the remaining life as of December 31, 2016 was 7 months, and between 7 and 19 months as of December 2015.
|
Plan 2015-2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
Amount at the beginning of the year
|
|
|
339,459
|
|
|
|
602,079
|
|
|
|
—
|
|
|
- Granted
|
|
|
2,682
|
|
|
|
—
|
|
|
|
619,060
|
|
|
- Settled
|
|
|
(168,814
|
)
|
|
|
(202,227
|
)
|
|
|
(888
|
)
|
|
- Expired
|
|
|
(11,276
|
)
|
|
|
(60,393
|
)
|
|
|
(16,093
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at end of year
(1)
|
|
|
162,051
|
|
|
|
339,459
|
|
|
|
602,079
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expense recognized during the year
|
|
|
26
|
|
|
|
63
|
|
|
|
37
|
|
|
Fair value of shares on grant date (in dollars)
|
|
|
19.31
|
|
|
|
19.31
|
|
|
|
19.31
|
|
|
(1)
|
The average remaining life of the plan was 7 months as of December 31, 2017, between 7 and 31 months as of December 31, 2016 and between 7 and 31 months as of December 2015.
|
Plan 2016-2019
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
Amount at the beginning of the year
|
|
|
682,307
|
|
|
|
—
|
|
|
- Granted
|
|
|
—
|
|
|
|
682,307
|
|
|
- Settled
|
|
|
(228,981
|
)
|
|
|
—
|
|
|
- Expired
|
|
|
(59,354
|
)
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount at end of year
(1)
|
|
|
393,972
|
|
|
|
682,307
|
|
|
|
|
|
|
|
|
|
|
|
|
Expense recognized during the year
|
|
|
59
|
|
|
|
56
|
|
|
Fair value of shares on grant date (in dollars)
|
|
|
16.99
|
|
|
|
16.99
|
|
|
(1)
|
The average remaining life of the plan is between 7 and 19 months as of December 2017 and between 7 and 31 months as of December 31, 2016.
|
Plan 2017-2020
|
|
|
|
|
|
|
|
|
2017
|
|
|
Amount at the beginning of the year
|
|
|
—
|
|
|
- Granted
|
|
|
646,149
|
|
|
- Settled
|
|
|
—
|
|
|
- Expired
|
|
|
(1,200
|
)
|
|
|
|
|
|
|
|
Amount at end of year
(1)
|
|
|
644,949
|
|
|
|
|
|
|
|
|
Expense recognized during the year
|
|
|
69
|
|
|
Fair value of shares on grant date (in dollars)
|
|
|
20.26
|
|
|
(1)
|
The average remaining life of the plan is between 7 and 31 months as of December 31, 2017.
|
135
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
33. ASSETS AND LIABILITIES IN CURRENCIES OTHER THAN THE ARGENTINE PESO
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
|
Amount in
currencies
other than
the
Argentine
peso
|
|
|
Exchange
rate in
force
(1)
|
|
|
Total
|
|
|
Amount in
currencies
other than
the
Argentine
peso
|
|
|
Exchange
rate in
force
(1)
|
|
|
Total
|
|
|
Amount in
currencies
other than
the
Argentine
peso
|
|
|
Exchange
rate in
force
(1)
|
|
|
Total
|
|
|
Noncurrent assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
2
|
|
|
|
18.55
|
|
|
|
37
|
|
|
|
169
|
|
|
|
15.79
|
|
|
|
2,669
|
|
|
|
46
|
|
|
|
12.94
|
|
|
|
595
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
10
|
|
|
|
4.84
|
|
|
|
48
|
|
|
|
10
|
|
|
|
3.31
|
|
|
|
33
|
|
|
Trade receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real
|
|
|
2
|
|
|
|
18.55
|
|
|
|
37
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Investments in financial assets
U.S. Dollar
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
490
|
|
|
|
15.79
|
|
|
|
7,737
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total noncurrent assets
|
|
|
|
|
|
|
|
|
|
|
74
|
|
|
|
|
|
|
|
|
|
|
|
10,454
|
|
|
|
|
|
|
|
|
|
|
|
628
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
380
|
|
|
|
18.55
|
|
|
|
7,049
|
|
|
|
397
|
|
|
|
15.79
|
|
|
|
6,269
|
|
|
|
307
|
|
|
|
12.94
|
|
|
|
3,973
|
|
|
Chilean peso
|
|
|
9,836
|
|
|
|
0.03
|
|
|
|
295
|
|
|
|
10,542
|
|
|
|
0.02
|
|
|
|
211
|
|
|
|
16,971
|
|
|
|
0.02
|
|
|
|
339
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
23
|
|
|
|
4.84
|
|
|
|
111
|
|
|
|
15
|
|
|
|
3.31
|
|
|
|
50
|
|
|
Other receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
165
|
|
|
|
18.55
|
|
|
|
3,061
|
|
|
|
349
|
|
|
|
15.79
|
|
|
|
5,511
|
|
|
|
407
|
|
|
|
12.94
|
|
|
|
5,267
|
|
|
Euro
|
|
|
5
|
|
|
|
22.28
|
|
|
|
111
|
|
|
|
15
|
|
|
|
16.63
|
|
|
|
249
|
|
|
|
6
|
|
|
|
14.07
|
|
|
|
84
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
4
|
|
|
|
4.84
|
|
|
|
19
|
|
|
|
7
|
|
|
|
3.31
|
|
|
|
23
|
|
|
Chilean peso
|
|
|
4,303
|
|
|
|
0.03
|
|
|
|
129
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
27
|
|
|
|
0.02
|
|
|
|
1
|
|
|
Yen
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
119
|
|
|
|
0.11
|
|
|
|
13
|
|
|
Swiss franc
|
|
|
3
|
|
|
|
19.04
|
|
|
|
57
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Investments in financial assets
U.S. Dollar
|
|
|
697
|
|
|
|
18.55
|
|
|
|
12,936
|
|
|
|
478
|
|
|
|
15.79
|
|
|
|
7,548
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
526
|
|
|
|
18.55
|
|
|
|
9,757
|
|
|
|
414
|
|
|
|
15.79
|
|
|
|
6,537
|
|
|
|
1,009
|
|
|
|
12.94
|
|
|
|
13,056
|
|
|
Chilean peso
|
|
|
898
|
|
|
|
0.03
|
|
|
|
27
|
|
|
|
240
|
|
|
|
0.02
|
|
|
|
5
|
|
|
|
502
|
|
|
|
0.02
|
|
|
|
10
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
|
|
|
4.84
|
|
|
|
10
|
|
|
|
4
|
|
|
|
3.31
|
|
|
|
13
|
|
|
Swiss franc
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
(2)
|
|
|
15.52
|
|
|
|
6
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
|
|
|
|
|
|
|
|
33,422
|
|
|
|
|
|
|
|
|
|
|
|
26,476
|
|
|
|
|
|
|
|
|
|
|
|
22,829
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
|
|
|
|
|
|
|
|
33,496
|
|
|
|
|
|
|
|
|
|
|
|
36,930
|
|
|
|
|
|
|
|
|
|
|
|
23,457
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncurrent liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provisions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
2,909
|
|
|
|
18.65
|
|
|
|
54,253
|
|
|
|
2,675
|
|
|
|
15.89
|
|
|
|
42,506
|
|
|
|
2,774
|
|
|
|
13.04
|
|
|
|
36,173
|
|
|
Loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
6,200
|
|
|
|
18.65
|
|
|
|
115,628
|
|
|
|
5,741
|
|
|
|
15.89
|
|
|
|
91,222
|
|
|
|
4,403
|
|
|
|
13.04
|
|
|
|
57,417
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
13
|
|
|
|
4.88
|
|
|
|
63
|
|
|
|
4
|
|
|
|
3.35
|
|
|
|
13
|
|
|
Swiss franc
|
|
|
300
|
|
|
|
19.13
|
|
|
|
5,731
|
|
|
|
300
|
|
|
|
15.57
|
|
|
|
4,673
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Other liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
14
|
|
|
|
18.65
|
|
|
|
269
|
|
|
|
21
|
|
|
|
15.89
|
|
|
|
334
|
|
|
|
24
|
|
|
|
13.04
|
|
|
|
316
|
|
|
Accounts payable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
4
|
|
|
|
18.65
|
|
|
|
75
|
|
|
|
133
|
|
|
|
15.89
|
|
|
|
2,113
|
|
|
|
13
|
|
|
|
13.04
|
|
|
|
166
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total noncurrent liabilities
|
|
|
|
|
|
|
|
|
|
|
175,956
|
|
|
|
|
|
|
|
|
|
|
|
140,911
|
|
|
|
|
|
|
|
|
|
|
|
94,085
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provisions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
57
|
|
|
|
18.65
|
|
|
|
1,063
|
|
|
|
45
|
|
|
|
15.89
|
|
|
|
715
|
|
|
|
80
|
|
|
|
13.04
|
|
|
|
1,043
|
|
|
Taxes payable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5
|
|
|
|
4.88
|
|
|
|
24
|
|
|
|
6
|
|
|
|
3.31
|
|
|
|
20
|
|
|
Chilean peso
|
|
|
1,524
|
|
|
|
0.03
|
|
|
|
46
|
|
|
|
1,055
|
|
|
|
0.02
|
|
|
|
21
|
|
|
|
1,077
|
|
|
|
0.02
|
|
|
|
22
|
|
|
Loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
1,647
|
|
|
|
18.65
|
|
|
|
30,725
|
|
|
|
1,054
|
|
|
|
15.89
|
|
|
|
16,754
|
|
|
|
1,543
|
|
|
|
13.04
|
|
|
|
20,121
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
17
|
|
|
|
4.88
|
|
|
|
82
|
|
|
|
35
|
|
|
|
3.35
|
|
|
|
117
|
|
|
Swiss franc
|
|
|
3
|
|
|
|
19.13
|
|
|
|
54
|
|
|
|
3
|
|
|
|
15.57
|
|
|
|
45
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Salaries and social security
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
6
|
|
|
|
18.65
|
|
|
|
112
|
|
|
|
6
|
|
|
|
15.89
|
|
|
|
96
|
|
|
|
7
|
|
|
|
13.04
|
|
|
|
91
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
|
|
|
4.88
|
|
|
|
10
|
|
|
|
2
|
|
|
|
3.35
|
|
|
|
7
|
|
|
Chilean peso
|
|
|
247
|
|
|
|
0.03
|
|
|
|
7
|
|
|
|
501
|
|
|
|
0.02
|
|
|
|
10
|
|
|
|
423
|
|
|
|
0.02
|
|
|
|
8
|
|
|
Other liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
125
|
|
|
|
18.65
|
|
|
|
2,331
|
|
|
|
275
|
|
|
|
15.89
|
|
|
|
4,371
|
|
|
|
32
|
|
|
|
13.04
|
|
|
|
412
|
|
|
Accounts payable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Dollar
|
|
|
1,149
|
|
|
|
18.65
|
|
|
|
21,429
|
|
|
|
1,197
|
|
|
|
15.89
|
|
|
|
19,020
|
|
|
|
1,845
|
|
|
|
13.04
|
|
|
|
24,064
|
|
|
Euro
|
|
|
18
|
|
|
|
22.45
|
|
|
|
404
|
|
|
|
15
|
|
|
|
16.77
|
|
|
|
252
|
|
|
|
26
|
|
|
|
14.21
|
|
|
|
369
|
|
|
Chilean peso
|
|
|
1,826
|
|
|
|
0.03
|
|
|
|
55
|
|
|
|
4,915
|
|
|
|
0.02
|
|
|
|
98
|
|
|
|
1,283
|
|
|
|
0.02
|
|
|
|
26
|
|
|
Real
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
9
|
|
|
|
4.88
|
|
|
|
44
|
|
|
|
14
|
|
|
|
3.35
|
|
|
|
47
|
|
|
Swiss franc
|
|
|
3
|
|
|
|
19.13
|
|
|
|
57
|
|
|
|
—
|
(2)
|
|
|
15.57
|
|
|
|
3
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
Yen
|
|
|
19
|
|
|
|
0.17
|
|
|
|
3
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
29
|
|
|
|
0.11
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
|
|
|
|
|
|
|
|
56,286
|
|
|
|
|
|
|
|
|
|
|
|
41,545
|
|
|
|
|
|
|
|
|
|
|
|
46,350
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
|
|
|
|
|
|
|
|
232,242
|
|
|
|
|
|
|
|
|
|
|
|
182,456
|
|
|
|
|
|
|
|
|
|
|
|
140,435
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Exchange rate in force at December 31, 2017, 2016 and 2015 according to Banco Nación Argentina.
|
|
(2)
|
Registered value less than 1.
|
136
English translation of the financial statements originally filed in Spanish with the Argentine Securities
Commission (“CNV”).
In case of discrepancy, the financial statements filed with the CNV prevail over this translation.
|
|
|
|
|
YPF SOCIEDAD ANONIMA
NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2017, 2016 AND 2015
|
|
|
34. SUBSEQUENT EVENTS
On February 8, 2018, the subsidiary Metrogas executed an unsecured loan with (i) Industrial and Commercial Bank of China Limited – Dubai Branch
e (ii) Itaú Unibanco – New York Branch, for an amount of US$ 250 million for a term of 6 months repayable in 9 quarterly installments commencing 12 months as from the disbursement date. This loan will accrue a quarterly
interest at a LIBOR rate plus an annual nominal margin of (a) 3.00% during the first 12 months, (b) 3.50% from month 13th to month 18th, (c) 3.75% from month19th to month 24th and (d) 4.00% from month 25th to the maturity date. Metrogas used the
funds mainly to redeem, on February 27, 2018, all its NOs at a redemption price equal to 100% of the principal amount of the NOs to be redeemed, plus any accrued and unpaid interest thereon, and all the other amounts that were due and payable
up to the redemption date.
As of the date of issuance of these consolidated financial statements, there are no other significant subsequent events that
require adjustments or disclosure in the financial statements of the Company as of December 31, 2017, which were not already considered in such consolidated financial statements according to IFRS.
The consolidated financial statements as of December 31, 2017, have been approved by the Board of Director’s meeting and authorized to be issued on
March 2, 2018, and will be considered in the shareholders’ meeting.
137
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
|
|
|
|
|
|
|
|
|
|
|
|
|
YPF Sociedad Anónima
|
|
|
|
|
|
|
Date: March 12, 2018
|
|
|
|
By:
|
|
/s/ Diego Celaá
|
|
|
|
|
|
Name:
|
|
Diego Celaá
|
|
|
|
|
|
Title:
|
|
Market Relations Officer
|
YPF Sociedad Anonima (NYSE:YPF)
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