v3.25.4
BORROWINGS
12 Months Ended
Dec. 31, 2025
BORROWINGS  
BORROWINGS

NOTE 14 – BORROWINGS

As of December 31, 

Current

  ​ ​ ​

2025

  ​ ​ ​

2024

Bank overdrafts – principal

341,241

162,391

Bank and other financial entities loans – principal

 

150,645

 

185,913

Notes – principal

674,649

855,972

Loans for purchase of equipment

11,540

8,472

Interest and related expenses

438,469

198,430

 

1,616,544

 

1,411,178

Non-current

 

  ​

 

  ​

Notes – principal

 

2,104,556

 

1,716,177

Bank and other financial entities loans – principal

631,820

179,116

Loans for purchase of equipment

12,623

10,428

Interest and related expenses

1,071,072

469,081

 

3,820,071

 

2,374,802

Total borrowings

 

5,436,615

 

3,785,980

Movements in Borrowings are as follows:

  ​ ​ ​

Cash items

  ​ ​ ​

Non-cash items

  ​ ​ ​

Total

At the beginning of the year

 

3,785,980

Proceeds from borrowings – principal

 

3,708,904

1

3,708,905

Proceed from bank overdrafts net of payment

250,788

250,788

Issuance costs payable

(794)

(794)

Payment of borrowings – principal

 

(2,583,267)

(2,583,267)

Repurchase of Notes

 

(15,011)

(15,011)

Payment of interests and related expenses

(485,542)

(485,542)

Payment of DFI

(28,809)

(28,809)

Accrued interest and other financial cost

 

381,649

381,649

Foreign currency exchange gains

400,055

400,055

Currency translation adjustments

 

22,661

22,661

Total as of December 31, 2025

847,063

803,572

5,436,615

  ​ ​ ​

Cash items

  ​ ​ ​

Non-cash items

  ​ ​ ​

Total 

At the beginning of the year

 

6,096,182

Proceeds from borrowings – principal

 

1,311,677

 

 

1,311,677

Proceed from bank overdrafts net of payment

262,318

 

 

262,318

Issuance costs payable

(1,364)

(1,364)

Payment of borrowings – principal

 

(1,474,844)

 

 

(1,474,844)

Repurchase of Notes

 

(34,913)

(34,913)

Payment of interests and related expenses

 

(421,673)

 

 

(421,673)

Payment of DFI

 

(6,341)

 

 

(6,341)

Trade payables cancelled with borrowings

 

 

30,815

 

30,815

Accrued interest and other financial cost

 

 

309,129

 

309,129

Foreign currency exchange gains

 

 

(2,220,373)

 

(2,220,373)

Currency translation adjustments

 

 

(64,633)

 

(64,633)

Total as of December 31, 2024

 

(363,776)

 

(1,946,426)

 

3,785,980

Total as of December 31, 2023

 

(135,656)

 

2,046,317

 

The main borrowings, which are effective as of December 31, 2025 and 2024, are detailed below:

a)Notes

Telecom Argentina

Global Programs for the issuance of Notes

In 2017, Telecom Argentina held an Ordinary General Shareholders’ Meeting that approved a Global Notes Issuance Program for up to a maximum outstanding amount of US$3,000 million or its equivalent in other currencies.

On September 17, 2025, Telecom Argentina increased the maximum aggregate amount outstanding to up to US$4,200 million or its equivalent in other currencies. Such increase was approved by the Company’s General Extraordinary Shareholders’ Meeting held on April 1, 2025.

Within the framework of the Global Notes Issuance Program, Telecom Argentina has carried out several issuances of Notes series, with the amounts and their main characteristics being as follows:

Accounting

Amount

Interest 

balance (*)

  ​

  ​

involved

  ​

  ​

Issuance

  ​

  ​

Maturity

  ​

  ​

  ​

  ​

  ​

  ​

payment

  ​

  ​

As of December 31, 

Series

Currency

(in millions)

date

date

Amortization

Interest rate

date

2025

  ​

  ​

2024

1

US$

  ​ ​ ​

400

(1)

07/2019

  ​ ​ ​

07/2026

  ​ ​ ​

In one installment at maturity date

  ​ ​ ​

Annual fixed rate of 8.00%

Semiannual basis

  ​ ​ ​

243,772

  ​ ​ ​

225,368

5

US$

389

(2)

08/2020

08/2025

In four installments of:
3% at 02/2023
30% at 08/2023
33% at 08/2024
34% at 08/2025

Annual fixed rate of 8.50%

Semiannual basis

158,168

8

UVA

 

134

(3)

01/2021

 

01/2025

 

In one installment at maturity date

 

Annual fixed rate of 4.00%

Semiannual basis

 

 

222,535

10

UVA

 

127

 

12/2021

 

06/2025

 

In one installment at maturity date

 

0%

 

n/a

 

 

216,579

12

 

US$linked

 

23

 

03/2022

 

03/2027

 

In one installment at maturity date

 

Annual fixed rate of 1.00%

Quarterly basis

 

146,499

 

139,900

 

US$linked

 

75

 

08/2022

 

03/2027

 

In one installment at maturity date

 

Annual fixed rate of 1.00%

Quarterly basis

14

US$linked

62.4

02/2023

02/2028

In one installment at maturity date

Fixed rate of 1.00%

Quarterly basis

90,870

84,803

15

US$linked

87.4

06/2023

06/2026

In one installment at maturity date

0%

n/a

129,966

127,784

16

US$linked

180.4

07/2023

07/2025

In one installment at maturity date

0%

n/a

256,523

18

UVA

75

11/2023

11/2027

In one installment at maturity date

Annual fixed rate of 1.00%

Quarterly basis

142,973

151,477

19

US$linked

34.6

11/2023

11/2026

In one installment at maturity date

0%

n/a

107,253

114,776

30.9

12/2023

11/2026

20

US$linked

59.7

(4)

06/2024

06/2026

In one installment at maturity date

Annual fixed rate of 5.00%

Quarterly basis

119,621

113,673

21.6

(4)

06/2024

06/2026

500

07/2024

07/2031

In three installments of:

21

US$

115.3

(1)

07/2024

07/2031

33% at 07/2029

Annual fixed rate of 9.50%

Semiannual
basis

1,233,708

1,150,093

1.9

(1)

08/2024

07/2031

33% at 07/2030

200

(2)

10/2024

07/2031

34% at 07/2031.

22

US$ linked

33.7

08/2024

02/2026

In one installment at maturity date

Annual fixed rate of: 2.00%

Quarterly basis

49,170

45,968

23

US$

75

11/2024

11/2028

In one installment at maturity date

Annual fixed rate of 7.00%

Semiannual basis

109,654

102,099

800

(5)

05/2025

05/2033

In two installments of:

24

US$

200

(6)

07/2025

05/2033

50% at 05/2032
50% at 05/2033

9.25%

Semiannual basis

1,446,139

25

US$

51

07/2025

04/2027

In one installment at maturity date

7.50%

Quarterly basis

74,459

26

$

57,961

07/2025

07/2026

In one installment at maturity date

TAMAR plus 4.00%

Quarterly basis

62,649

(*)These accounting balances include interest and related expenses.

(1)Series 21 Notes: In July 2024, Telecom Argentina issued Series 21 Notes. In July and August 2024, Telecom Argentina exchanged US$115.3 million (equivalent to $157,923 million in current currency as of December 31, 2025) and US$1.9 million (equivalent to $2,697 million in current currency as of December 31, 2025), respectively, of Series 21 Notes for part of its Series 1 Notes. This transaction was recognized as a debt extinguishment and, as a result of this extinguishment, Telecom Argentina recognized a gain of $337 million, which is included in “Borrowings renegotiation results” within Financial results from borrowings. As of December 31, 2025, after the payments made with the funds of the Series 21 Notes, the outstanding principal of the Series 1 Notes amounts to US$162.7 million. In February 2026, this Note was early cancelled through the use of funds from the issuance of the Series 27 Notes.
(2)Series 21 Notes: In October 2024, with the additional issuance, Telecom Argentina used funds amounting to US$704 million for the payment, prepayments, principal and interest payments, and repurchase of the following borrowings: (a) IFC for US$342 million; (b) IIC for US$135 million; (c) payment of interest and related expenses for US$31 million; (d) repurchase of Series 5 Notes for US$20 million (for which a gain on the repurchase of Notes of $535 million was recognized, included in the line “Repurchase of Notes” within “Financial results from borrowings”); (e) prepayment of part of the principal and payment of interest of Series 1 Notes for US$133 million; (f) payment of principal and interest of Series 8 Notes for US$5 million; and (g) payment of interest of Series 21 Notes for US$38 million.
(3)Series 8 Notes: In December 2024, Telecom Argentina repurchased Series 8 Notes for $5,851 million ($7,697 million in current currency as of December 31, 2025), for which it recognized a gain on the repurchase of Notes of $70 million, which is included in the line “Repurchase of Notes” within “Financial results from borrowings.”
(4)Series 20 Notes: Together with the original issuance, Telecom Argentina received a non-cash contribution of $9,128 million (equivalent to $14,545 million in current currency as of December 31, 2025), equivalent to US$9.8 million of nominal value, through the exchange of a portion of the Series 9 Notes. This transaction was recognized as a debt extinguishment, and as a result of this extinguishment, Telecom Argentina recognized a gain of $0.5 million, which is included in “Borrowings renegotiation results” within Financial results from borrowings.
(5)Series 24 Notes: Telecom Argentina issued Notes for a nominal value of US$800 million. Since the issuance was made below par, the amount involved was US$789 million and Telecom Argentina received net proceeds of US$785 million (equivalent to $1,057,344 million in current currency as of December 31, 2025), which were used to prepay part of the loans obtained for the acquisition of TMA.
(6)Additional issuance of Series 24 Notes. Telecom Argentina issued Notes for a nominal value of US$200 million. This additional subscription price was above par, so the amount involved was US$208 million (equivalent to $300,999 million in current currency as of December 31, 2025), which, net of issuance expenses, amounted to US$207 million (equivalent to $299,531 million in current currency as of December 31, 2025). These funds were mainly used to prepay part of the loans obtained for the acquisition of TMA.

Núcleo

Global Programs for the issuance of Notes

In connection with the Notes Global Program for a maximum outstanding amount of up to 500,000,000,000 of Guaraníes (“Gs.”) (approximately $3,200 million as of the date of issue), Núcleo issued several series of Notes, which amounts and main characteristics are described below:

Amount

Interest

Accounting balance (*)

involved

Issuance

Maturity

payment 

As of December 31, 

Series

Currency

(in millions)

date

date

Amortization

Interest rate

date

2025

2024

3

 

Gs.

 

100,000

 

03/2020

 

03/2025

 

In one installment at maturity date

 

Annual fixed rate of 8.75

%  

Quarterly basis

 

 

17,445

4

 

Gs.

 

130,000

 

03/2021

 

01/2028

 

In one installment at maturity date

 

Annual fixed rate of 7.10

%  

Quarterly basis

 

29,291

 

23,029

5

 

Gs.

 

120,000

 

03/2021

 

01/2031

 

In one installment at maturity date

 

Annual fixed rate of 8.00

%  

Quarterly basis

 

27,065

 

21,279

(*)These accounting balances include interest and related expenses.

b)Bank and other financing entities loans

Loans related to the acquisition of TMA

The acquisition of TMA, described in Note 29, was financed through two loans totaling US$1,170 million (net of issuance costs US$ 1,142 million, equivalent to $1,523,264 million in current currency as of December 31, 2025).

Its main characteristics are:

Principal

residual

Residual

nominal

Nominal 

Interest

Accounting balance (*)

value

Capital

Maturity 

payment

As of December 31,

Entities

  ​

  ​

Currency

  ​

  ​

(in millions)

  ​

  ​

(in millions)

  ​

  ​

date

  ​

  ​

Amortization

  ​

  ​

Interest rate

  ​

  ​

Spread

  ​

  ​

date

  ​

  ​

2025

  ​

  ​

2024

Syndicated loan (1)

 

US$

 

970

 

151

 

02/2029

 

In one installment at maturity date

 

Variable annual rate: SOF 3 months

 

Between 4.00% and 7.00

%  

Quarterly basis

 

230,234

 

Bilateral loan (2)

 

US$

 

200

 

31

 

Between 02/2028 and 02/2030

 

Semiannually from 02/2028

 

Variable annual rate: SOF 3 months

 

4.00

%  

Quarterly basis

 

  ​

 

  ​

(*)

These accounting balances include interest and related expenses.

(1)

An unsecured syndicated loan granted by Banco Bilbao Vizcaya Argentaria S.A., Deutsche Bank AG, London Branch and Banco Santander, S.A.

(2)

An unsecured bilateral loan granted by Industrial and Commercial Bank of China (Argentina) S.A.U.

On May 29, 2025 Telecom Argentina applied proceeds from Notes Series 24 to: (i) prepay a principal amount equal to US$650 million and interest equal US$0.3 million under the Syndicated Loan (equivalent to $893,981 million in current currency as of December 31, 2025) and, (ii) prepay a principal amount equal to US$134 million and interest equal to US$0.1 million under the Bilateral Loan (equivalent to $184,015 million in current currency as of December 31, 2025).

On July 30, 2025, Telecom Argentina applied the funds from the reopening of Notes Series 24 to: (i) prepay a principal amount equivalent to US$168.8 million and interest equivalent to US$2.8 million under the Syndicated Loan (equivalent to 253,037 million in current currency as of December 31, 2025) and, (ii) prepay an amount of principal equivalent to US$34.8 million and interest equivalent to US$0.6 million under the Bilateral Loan (equivalent to $51,148 million in current currency as of December 31, 2025).

These loans establish, among other provisions, the obligation to comply with certain covenants. See point c) below.

During January 2026, these borrowings were prepaid using funds from the issuance of Series 27 Notes. See Note 30.

Other bank loans

Principal

residual

Interest

Accounting balance (*)

nominal value

Maturity

payment 

As of December 31, 

Entities

  ​

  ​

Currency

  ​

  ​

(in millions)

  ​

  ​

date

  ​

  ​

Amortization

  ​

  ​

Interest rate

  ​

  ​

Spread

  ​

  ​

date

  ​

  ​

2025

  ​

  ​

2024

Inter-American Development Bank (IDB) (1)

US$

30.4

06/2027

Semiannually

Variable annual rate: SOF 6 months

between 7.18% and 9.18

%

Semiannually

42,988

133,152

China Development Bank Shenzhen Branch (CDB) (1)

RMB

756

12/2027

Semiannually

Annual fixed rate of 4.95%

n/a

Semiannually

121,173

150,751

Finnvera (1)

 

US$

11.6

 

Between 11/2025 and 11/2026

 

Semiannually

 

Variable annual rate: SOF 6 months

 

between 1.47% and 1.63

%

Semiannually

 

15,402

 

38,035

Export Development Canadá (EDC) (1)

 

US$

26.7

 

Between 12/2026 and 12/2030

 

Semiannually

 

Variable annual rate: SOF 6 months

 

between 1.63% and 6.65

%

Semiannually

 

37,955

 

43,772

Banco BBVA Argentina S.A.

$

 

07/2025

 

Monthly

 

Annual fixed rate of 47.90

%

n/a

 

Monthly

 

 

89

PSA Finance Argentina

$

 

07/2025

 

Monthly

 

Annual fixed rate of 42.90

%

n/a

 

Monthly

 

 

199

Rombo Compañía Financiera

$

 

07/2025

 

Monthly

 

Annual fixed rate between 70.90% and 77.90

%

n/a

Monthly

 

 

163

Cisco Systems Capital Corporation (Cisco) and Bank of China (Huawei import)

US$

6.9

between 10/2022 and 11/2026

Quarterly basis

Annual fixed rate between 4.00% and 6.50

%

n/a

Quarterly basis

26,248

20,683

 

between 01/2025 and 12/2027

 

Semiannually

 

 

 

 

02/2025

Annual fixed rate of 38.375

%

n/a

At maturity date

37,161

Banco de la Nación Argentina Sociedad Anónima

$

08/2025

In one installment at maturity date

Annual fixed rate of 35.00

%

n/a

At maturity date

13,584

09/2025

Annual fixed rate of 32.38

%

n/a

At maturity date

13,189

In three installments:

Banco Macro S.A.

$

100,000

07/2028

-33.33% in July, 2026

TAMAR

6.60

%

Quarterly basis

110,397

-33.33% in July, 2027

-33.34% in July, 2028

In three installments:

Banco BBVA Argentina S.A.

$

50,000

01/2028

-33.33% in January, 2027

TAMAR

3.85

%

Quarterly basis

54,457

-33.33% in July, 2027

-33.34% in January, 2028

In three installments:

Industrial and Commercial Bank of China (Argentina) S.A.U.

RMB

930

07/2028

-33.33% in January, 2028

Fixed 6.15

%

n/a

Quarterly basis

192,718

-33.33% in April, 2028

-33.34% in July, 2028

Banco de la Nación Argentina Sociedad Anónima

$

25,000

08/2026

In one installment at maturity date

Fixed 47.75

%

n/a

In one installment at maturity date

28,959

Bank of China Limited (1)

RMB

530

09/2028

In one installment at maturity date

Fixed 4.80

%

n/a

Semiannual basis

213,946

500

(*)

These accounting balances include interest and related expenses.

(1)

This loan establishes, among other provisions, the obligation to comply with certain covenants. See point c) below.

c)Compliance with covenants

The Company holds certain loans with IDB, Finnvera, EDC, and CDB, the Syndicated loan, the Bilateral loan and Bank of China Limited, which, as of December 31, 2025, amount to $661,698 million. These loans establish, among other provisions, the obligation to comply with certain financial ratios, which are calculated based on contractual definitions, on a quarterly basis, along with the presentation of the Company’s financial statements: i) “Net Debt/EBITDA” and ii) “EBITDA/Interest Net”.

As of the date of issuance of these consolidated financial statements, the Company complies with: a) the EBITDA/ Interest Net ratio and b) the Net Debt/EBITDA ratio established in the original loan agreements, and is also in compliance with the rest of the covenants established.