SEC Comment Letter 0000000000-23-004275 to URUGUAY REPUBLIC OF (CIK 0000102385)
URUGUAY REPUBLIC OF (CIK 0000102385)
Date: April 26, 2023 · CIK: 0000102385 · Accession: 0000000000-23-004275
AI Filing Summary & Sentiment
File numbers found in text: 333-07128
Letter
United States securities and exchange commission logo April 26, 2023 Gabriela Tobias Counsel to the Ministry of Economy & Finance República Oriental del Uruguay Embassy of Uruguay 1913 I Street N.W., Lobby Washington, D.C. 20006 Ignacio Lagos Counsel Cleary Gottlieb Steen & Hamilton LLP One Liberty Plaza New York, NY 10006 Re:República Oriental del Uruguay Registration Statement under Schedule B Filed March 30, 2023 File No. 333-270970color:white;"_ Form 18-K for the year ended December 31, 2021 Filed September 1, 2022 File No. 333-07128 Dear Gabriela Tobias: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your filing and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Schedule B filed March 30, 2023 General
FirstName LastNameGabriela Tobias Comapany NameRepública Oriental del Uruguay April 26, 2023 Page 2 FirstName LastNameGabriela Tobias República Oriental del Uruguay April 26, 2023 Page 2 1.We recognize your financial and economic statistics are subject to a review process such that certain of your data for 2017-2021 are preliminary. We also recognize that Banco Central is conducting a periodic re-basing of its national accounting calculations, including GDP. To the extent possible, please update all statistics and information in the registration statement and the Form 18-K to provide the most recent data, including, for example, the data between 2017 and 2021 referenced as preliminary in the summary chart on page D-14 of the Form 18-K filed on September 1, 2022. 2.Please explain or define all acronyms. For example, you state on page D-41 that "To diversify the energy matrix and obtain a constant supply of natural gas, the successive governments have considered different actions for the production of LNG in Uruguay." It appears "LNG" refers to liquefied natural gas. As another example, you disclose on page D-67 the ratio of "NLPs" to total loans and the provision for "NPLs" ratio. 3.Please consider providing your Internet address, if available. See Securities Act Rule 493. 4.You state on page D-52 that "Uruguay imports all of its oil and gas supplies from various international sources...Uruguay's economy is...exposed to fluctuations in international oil prices." Please provide updated disclosure of any material impact of Russia's invasion of Ukraine on Uruguay's economy, inflation, energy supply, or foreign relations. 5.Please update your disclosure, as necessary, to include any material updates relating to your current drought. We note, for example, recent third party reports discussing the severity and duration of the current drought. Description of Securities Negative Pledge, page 8 6.Please clarify whether the Series A and Series B Collateralized Fixed Rate Notes Due 2021 notes have been redeemed. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Angie Kim, Special Counsel, at (202) 551-3535 or Michael Coco, Office Chief, at (202) 551-3253 with any questions. Sincerely,
FirstName LastNameGabriela Tobias Comapany NameRepública Oriental del Uruguay April 26, 2023 Page 3 FirstName LastName Gabriela Tobias República Oriental del Uruguay April 26, 2023 Page 3 Division of Corporation Finance Office of International Corporate Finance
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United States securities and exchange commission logo
April 26, 2023
Gabriela Tobias
Counsel to the Ministry of Economy & Finance
República Oriental del Uruguay
Embassy of Uruguay
1913 I Street N.W., Lobby
Washington, D.C. 20006
Ignacio Lagos
Counsel
Cleary Gottlieb Steen & Hamilton LLP
One Liberty Plaza
New York, NY 10006
Re:República Oriental del Uruguay
Registration Statement under Schedule B
Filed March 30, 2023
File No. 333-270970color:white;"_
Form 18-K for the year ended December 31, 2021
Filed September 1, 2022
File No. 333-07128
Dear Gabriela Tobias:
We have reviewed your filing and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter by amending your filing and providing the requested
information. If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Schedule B filed March 30, 2023
General
FirstName LastNameGabriela Tobias
Comapany NameRepública Oriental del Uruguay
April 26, 2023 Page 2
FirstName LastNameGabriela Tobias
República Oriental del Uruguay
April 26, 2023
Page 2
1.We recognize your financial and economic statistics are subject to a review process such
that certain of your data for 2017-2021 are preliminary. We also recognize that Banco
Central is conducting a periodic re-basing of its national accounting calculations,
including GDP. To the extent possible, please update all statistics and information in the
registration statement and the Form 18-K to provide the most recent data, including, for
example, the data between 2017 and 2021 referenced as preliminary in the summary chart
on page D-14 of the Form 18-K filed on September 1, 2022.
2.Please explain or define all acronyms. For example, you state on page D-41 that "To
diversify the energy matrix and obtain a constant supply of natural gas, the successive
governments have considered different actions for the production of LNG in Uruguay." It
appears "LNG" refers to liquefied natural gas. As another example, you disclose on page
D-67 the ratio of "NLPs" to total loans and the provision for "NPLs" ratio.
3.Please consider providing your Internet address, if available. See Securities Act Rule 493.
4.You state on page D-52 that "Uruguay imports all of its oil and gas supplies from various
international sources...Uruguay's economy is...exposed to fluctuations in international oil
prices." Please provide updated disclosure of any material impact of Russia's invasion of
Ukraine on Uruguay's economy, inflation, energy supply, or foreign relations.
5.Please update your disclosure, as necessary, to include any material updates relating to
your current drought. We note, for example, recent third party reports discussing the
severity and duration of the current drought.
Description of Securities
Negative Pledge, page 8
6.Please clarify whether the Series A and Series B Collateralized Fixed Rate Notes Due
2021 notes have been redeemed.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Angie Kim, Special Counsel, at (202) 551-3535 or Michael Coco, Office
Chief, at (202) 551-3253 with any questions.
Sincerely,
FirstName LastNameGabriela Tobias
Comapany NameRepública Oriental del Uruguay
April 26, 2023 Page 3
FirstName LastName
Gabriela Tobias
República Oriental del Uruguay
April 26, 2023
Page 3
Division of Corporation Finance
Office of International Corporate
Finance