===============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
December 23, 2002
---------
Telecom Argentina STET-France Telecom S.A.
(Exact name of registrant as specified in its charter)
Telecom Argentina STET-France Telecom S.A.
(Translation of registrant's name into English)
Alicia Moreau de Justo, No. 50, 1107
Buenos Aires, Argentina
(Address of principal executive office)
Indicate by check mark whether the registrant files or
will file annual reports under cover of Form
20-F or Form 40-F:
Form 20-F X Form 40-F
--- ---
Indicate by check mark whether the registrant by furnishing
the information contained in this Form is also thereby
furnishing the information to the Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes No X
--- ---
If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): N/A
---
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Telecom Argentina STET-France Telecom S.A.
TABLE OF CONTENTS
Sequential
Page
Item Number
---- ----------
1. Information from Bondholder's Meeting-New York, London
and Buenos Aires (December 9th, 11th, and 17th, 2002)....... 3
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.
Telecom Argentina STET-France Telecom S.A.
Date: December 23, 2002 By: /s/ Christian Chauvin
-------------------------------------
Name: Christian Chauvin
Title: Vice-President
ITEM 1
TELECOM
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Informational Meeting with Bondholders
New York, London and Buenos Aires
December 9, 11 and 17 th, 2002
UNAUDITED DATA
This document is solely for informational purposes and is neither an offer to
purchase nor a solicitation of an offer to sell any security. Securities may
not be offered or sold in the United States absent registration or an exemption
from registration requirements. This document is not being delivered in any
jurisdiction in which such delivery would not be in compliance with the laws of
such jurisdiction.
TELECOM
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Table of Contents
===============================================================================
> Argentine Crisis and Impact on Telecom Group
> Company Overview and Third Quarter Results
> Operational Restructuring Efforts
> Conclusions & Debt Restructuring Update
TELECOM
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Argentine Macroeconomic Variables
===============================================================================
Exchange Rate (1) o Following 11 years of a fixed exchange
P$ / US$ rate regime, the Argentine peso was
----------------- devalued in January 2002 and has shown
1995 1.0 significant volatility throughout the
1996 1.0 year
1997 1.0
1998 1.0 o The 2002 crisis has provoked a severe
1999 1.0 recession following several years of
2000 1.0 mild economic depression
2001 1.0
2002 o Argentina has experienced a real
Jan 1.97 devaluation of approximately 65%
Feb 2.15
Mar 3.03
Apr 2.92
May 3.61
Jun 3.87
Jul 3.69
Aug 3.62
Sep 3.74
Oct 3.52
Nov 3.63
Inflation Real GDP Growth
Year % Year %
---- ----- ---- -----
1995 1.6 1995 -2.8
1996 0.1 1996 5.5
1997 0.3 1997 8.1
1998 0.7 1998 3.9
1999 -1.8 1999 -3.4
2000 -0.7 2000 -0.8
2001 -1.5 2001 -4.4
2002(2) 40.7 2002(3) -13.6
Notes:
(1) Source: Factset Research systems
(2) Accumulated inflation through November 2002 (Source: INDEC)
(3) Year-over-year GDP growth through September 2002 (Source: www.mecon.gov.ar)
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Political Instability & General Uncertainty
===============================================================================
o Argentina had five different Presidents during the two-month period of
December 2001 to January 2002
o An agreement with the IMF is still pending
o The Federal and most Provincial Governments have not completed a
restructuring of their debt obligations
- Outstanding obligations of approximately US$131Bn (1)
o Significant uncertainty regarding timeline for public hearings to
determine tariff adjustments
o Provincial bonds and Lecops are increasingly used as currency by consumers
- Outstanding amount of approximately $7.4Bn (approximately 32% of
money supply) (2)
o Presidential elections are scheduled for April - May 2003
Notes:
(1) www.mecon.gov.ar
(2) Money supply considered to include publicly-held bills and coins plus
provincial bonds and Lecops. Source: Centro de Estudios Bonaerenses and
Central Bank of Argentina
TELECOM
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Changes in the Regulatory Environment
===============================================================================
o In January 2002, the government
issued Public Emergency Law N "The pesification of public service
25,561 and Decree N 293/02, tariffs in January 2002 left public
freezing and prohibiting the service providers with a significant
indexation of public service mismatch between revenue generation
tariffs ahd debt service obligation, given
that most Companies have debt in
o As a result, public services foreign currency."
contracts were effectively
"pesified"
o Public service Companies were left
with no ability to adjust tariffs
following the devaluation and
return to an inflationary
environment
o The tariff renegotiation committee
named by the government was unable
to meet the 120 day deadline
established for the determination
of a new tariff scheme
- Negotiation period was
extended to April 2003
TELECOM
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Update on Tariff Negotiation Discussions
===============================================================================
o On August 9, 2002 the Renegotiation "As of today, no tariff increases
Committee requested that the have been approved for tele-
Company present emergency tariff communications providers. Telecom
increases with the corresponding Argentina continues to proactively
justifications for such increases pursue negotiations with the
government."
- The Company submitted a
proposal with emergency
increases in various services
o After calling for a public hearing
for early October, the Government
was notified of injunctions that
suspended any action leading to any
tariff modification until the
Government finalizes the
renegotiation with public service
companies
o In early December, the government
authorized an increase of
approximately 7 - 11% for gas and
electricity utilities
TELECOM
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Impact of the Crisis on Telecom Group
===============================================================================
Evolution of Outstanding Debt and EBITDA o Management has responsibly managed
the Company's balance sheet
Debt Debt
US$MM P$MM EBITDA o The significant increase in
----- ----- ------ leverage in 2002 is a direct result
1999A 3002 3002 1418 of the devaluation
2000A 3078 3078 1328
2001A 3250 3250 1242 o Despite significant efforts to
2002PF 3176 11879 1432 reduce costs, the currency mismatch
(given the Company's inability to
increase regulated tariffs) between
cash flow and debt service
requirements overwhelms the
benefits the Company has achieved
in EBITDA
Credit Ratios
1999 2000 2001 2002PF(1)
---- ---- ---- ------
eop Fx P$1.0 P$1.0 P$1.0 P$3.74
(per US$)
Debt/EBITDA 2.1x 2.3x 2.6x 8.3x
Notes:
(1) Debt figures as of 9/30/02. Non-adjusted EBITDA has been annualized given
results through 9/30/02. Fx as of 9/30/02
TELECOM
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Table of Contents
===============================================================================
> Argentine Crisis and Impact on Telecom Group
> Company Overview and Third Quarter Results
> Operational Restructuring Efforts
> Conclusions & Debt Restructuring Update
TELECOM
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Introduction to Telecom Group
===============================================================================
"Telecom Argentina is Argentina's leading full
service telecommunications operator."
[GRAPHIC OMITTED]
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Telecom Group at a glance
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o Revenues*: P$2,945 MM
o Employees: 14,112
o Fixed lines in service: 3,610,000
(82% residential, 18% business)
o Cellular subscribers: 2,152,000 in Argentina (largest celco)
and 546,000 in Paraguay
o Internet subscribers: 176,000 (largest ISP in Argentina)
o Fixed and cellular network: 100% digital
* Last twelve months ending September 30, 2002 - Non-adjusted pesos.
All data as of September 30, 2002
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Summary of 3rd Quarter 2002 Results
===============================================================================
o Fixed lines in service continue to decline due to the on-going
deterioration of the economic environment
- Relatively little variation in 3Q 2002 versus previous quarters
o Wireless subscribers have held steady, but with a continued migration from
postpaid to prepaid services
o In spite of a decline in revenues, cost-cutting efforts have led to an
increase in EBITDA
o The Company has posted a significant loss in net income throughout 2002
primarily due to exchange rate losses
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Fixed Line Operating Performance
===============================================================================
Evolution of Lines in Service
(In thousands)
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
Gross Additions 158.87 174.00 180.90 152.80 119.80 51.70 72.90 78.00
Total Disconnections 64.20 120.00 161.00 174.50 119.80 197.70 186.90 100.00
Lines in Service 3,839.67 3,894.00 3,913.70 3,892.00 3,892.00 3,746.00 3,632.00 3,610.00
"Lines in service decreased due to the severe and on-going deterioration of the
economic environment and to the clean-up of non-performing customers.
Disconnections were made in all segments. Prepaid and restricted usage lines
reach 15% of LIS."
"Due to normal seasonability the traffic increased by 3% compared to the
previous quarter."
Total Traffic Evolution
(In MM of minutes)
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
Local 3,639 3,285 3,473 3,571 3,597 3,095 3,224 3,310
DLD 619 611 630 641 644 592 577 596
ILD outgoing 52 53 52 50 50 50 48 44
Internet 1,825 1,681 1,855 2,092 1,866 1,543 1,766 1,811
Total 6,135 5,630 6,010 6,354 6,157 5,280 5,615 5,761
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Fixed Line Operating Performance (cont'd)
===============================================================================
Average measured services and monthly
basic charge
(In $ per month)*
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
Monthly basic charge 14.4 14.5 14.3 14.6 14.7 14.7 14.5 14.4
Measured services 21.4 19.4 19.5 21.1 21.0 19.7 20.9 22.9
"LD rates have increased since 1Q02 after the modification of discounts granted
to customers."
Evolution of Rates
(in $ per minute)*
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
Avg. Local 0.03 0.03 0.03 0.03 0.03 0.03 0.03 0.03
Avg. DLD 0.16 0.16 0.15 0.14 0.14 0.14 0.14 0.16
Avg. Outgoing ILD 0.52 0.64 0.54 0.52 0.52 0.53 0.49 0.57
* Non-adjusted pesos
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Wireless Operating Performance
===============================================================================
Argentine cellular market
as of September 30, 2002
Movicom - Bell South 1.5MM subs. 24%
Telecom Personal 2.1MM subs. 33%
Unifon - Telefonica 1.7MM subs 27%
CTI - Verizon 1.0MM subs. 16%
Total Market: 6.4MM subs
Source: CNC and Reports of the Companies
Evolution of Cellular Subscribers
(In thousands)
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
897 903 830 784 723 647 570 510
1,161 1,260 1,350 1,410 1,413 1,461 1,546 1,642
2,058 2,163 2,180 2,194 2,136 2,108 2,116 2,152
"Despite the difficult market conditions, Telecom Personal experienced a 2%
increase in subscribers in 3Q02. This was mainly achieved through the expansion
of prepaid services. Significant migration of postpaid customers to prepaid
services was evidenced."
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Wireless Operating Performance (cont'd)
===============================================================================
Cellular usage in Argentina
(APRU in $/MOU in minutes)
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
ARPU (non-adjusted figures) 35 30 28 28 26 22 24 26
MOU 113 101 98 93 89 76 80 83
"An increase in ARPUs was mainly evidenced as Telecom Personal continued to
increase its rates. Telecom Personal increased its air-time rates and monthly
fees and has suspended discounts for VAS services."
Evolution of Prepaid ARPU
(in $ per month per customer)*
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
Outgoing Traffic 6 6 5 6 5 4 6 7
CPP 9 6 6 6 7 6 5 7
Total 15 12 11 12 12 10 11 14
Evolution of Contract ARPU
(in $ per month per customer)
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
Traffic & Monthly Fee 44 41 43 40 40 38 44 50
CPP 19 15 13 17 17 14 16 17
Total 63 56 56 57 57 52 60 67
*Non-adjusted pesos
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Internet Operating Performance
===============================================================================
Evolution of Dial-up Subscribers
(In thousands)
Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------
Internet subscribers
dial-up 254 315 325 278 234 162 156 148
"The growth in Internet revenues was mainly due to higher ADSL sales, as a
result of increased prices and higher penetration of the service."
Evolution of ADSL Subscribers
(In thousands)
Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------
Internet subscribers
ADSL 2 8 14 23 25 25 28
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Main Variations for the Nine-Month Period of Fiscal Year 2002
===============================================================================
+ P$ 13 MM Data transmission - P$ 80 MM Management fee
+ P$ 10 MM Cellular - P$ 44 MM Advertising
+ P$ 9 MM Internet - P$ 42 MM Salaries and social sec. contrib.
- P$ 33 MM Directories - P$ 30 MM Cost of cellular handsets
- P$ 103 MM Basic Tel. and ILD Businesses - P$ 24 MM Material and supplies
- P$ 19 MM Allowance for doubtful accounts
- P$ 10 MM Cellular Agent commissions
- P$ 9 MM Sales Commissions
+ P$ 9 MM Lease of lines and circuits
+ P$ 11 MM Interconnection costs
+ P$ 20 MM Taxes
9 months ended 9 months ended
In MM $ 09/30/02 09/30/01 $ Var. % Var.
-----------------------------------------------------------------
Net Revenues (non-adjusted figures) 2,209 2,313 (104) -4%
Effect of Inflation 752 2,803 (2,051) -73%
-----------------------------------------------------------------
Net Revenues 2,961 5,116 (2,155) -42%
-----------------------------------------------------------------
Operating costs (non-adjusted figures) (1,135) (1,340) 205 -15%
Effect of Inflation (400) (1,625) 1,225 -75%
-----------------------------------------------------------------
Operating costs (1,535) (2,965) 1,430 -48%
-----------------------------------------------------------------
EBITDA (non-adjusted figures) 1,074 973 101 10%
Margin 49% 42%
Effect of Inflation 352 1,178 (826) -70%
EBITDA 1,426 2,151 (725) -34%
-----------------------------------------------------------------
Margin 48% 42%
Depreciation & amortization (1,604) (1,373) (231) 17%
-----------------------------------------------------------------
OPERATING RESULTS (178) 778 (956) -123%
Margin -6% 15%
NET (LOSS) / INCOME (4,154) 142 (4,296) -3025%
==============================
Margin -140% 3%
-----------------------------------------------------------------
+P$221 MM Depr. of Fixed Assets
+P$ 10 MM Amort. of Intangible Assets
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Table of Contents
===============================================================================
> Argentine Crisis and Impact on Telecom Group
> Company Overview and Third Quarter Results
> Operational Restructuring Efforts
> Conclusions & Debt Restructuring Update
TELECOM
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Summary of Operational Restructuring Efforts
===============================================================================
o Human Resources
- New organizational structure
- Headcount reductions
- Reduction in unionized and non-unionized labor costs
o Sales and Marketing
- Improved collection policies
- Reduction in advertising costs
- Reduction in commission expenses
- Elimination of handset subsidies
o Significant reduction in CAPEX primarily focused on network maintenance
costs
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Reduction in Headcount and Labor Costs
===============================================================================
Salaries & Social Security Contributions
Jun '01 Sep '01 Dec '01 Mar '02 Jun '02 Sep '02
------- ------- ------- ------- ------- -------
Employees 14,747 14,615 14,453 14,387 14,229 14,112
Inflation Effect 155 155 156 203 149 122
MM $ 128 132 129 109 121 121
------- ------- ------- ------- ------- -------
Total 283 287 285 203 149 122
"Savings in labor costs were mainly achieved through reductions in salaries of
unionized and non-unionized employees. Savings were achieved despite the
insourcing of certain functions. Additionally, headcount was also reduced."
Lines in Service for Employees (Fixed & Cellular)
Jun '01 Sep '01 Dec '01 Mar '02 Jun '02 Sep '02
------- ------- ------- ------- ------- -------
Cellular 1,049 1,067 1,110 1,109 1,125 1,148
Fixed 378 379 360 336 327 326
Fixed & Cellular 509 514 495 473 467 469
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Reduction in Advertising Costs and Improved Collections
===============================================================================
Advertising
Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------
MM $ (non-adjusted figures) 17 20 21 7 5 5
Inflation effect 21 25 25 6 1 -
Total 38 45 46 13 6 5
% of Cons. Net. Rev. 2 3 3 1 1 1
"Proactive actions taken in the connection policies and enforcement of
collections resulted in lower charges for doubtful accounts."
Allowance for doubtful accounts
Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------
MM $ (non-adjusted figures) 50 60 106 62 36 35
Inflation effect 60 73 128 55 10 -
Total 110 133 234 117 46 35
% of Cons. Net. Rev. 7 8 14 9 5 4
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Reduction in Cellular Commissions and Subsidies
===============================================================================
Cellular agent commissions*
Sep'00 Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------ ------
Comm. payables. (In $ MM) 24 31 15 5 6 4 4 5 7
Average comm. ($/ per subs.) 124 152 179 112 98 77 65 52 36
"Savings in cost of cellular handsets were mainly achieved since 1Q01 due to
higher entry barriers as the lease without charge of handsets was suspended and
handsets subsidies were eliminated. Additionally, since 1Q02 the cost of
cellular handsets decreased mainly due to lower level of handsets sold. This
was a result of the severe and on-going deterioration of the economic
environment."
"Commissions paid to cellular agents decreased due to lower number of
subscribers, deductions related to early disconnections and to a lower average
commission paid per new cellular customer."
Cost of cellular handsets
(In $ MM)*
Sep'00 Dec'00 Mar'01 Jun'01 Sep'01 Dec'01 Mar'02 Jun'02 Sep'02
------ ------ ------ ------ ------ ------ ------ ------ ------
22 17 14 12 13 13 3 4 2
* Non-adjusted pesos
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Reduction in CAPEX
===============================================================================
Investments
(In MM $)*
Fixed Cellular Others Total
----- -------- ------ -----
1998** 559 219 40 813
1999** 690 168 139 997
2000** 534 309 66 909
2001 328 136 6 470
9m'02 108 41 1 150
2002E 130 50 180
Y-O-Y % reduction in Capex - 62%
* Non-adjusted pesos *
** Twelve months period ended December 31.
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Effect of Cost Cutting on EBITDA
===============================================================================
[GRAPHIC OMITTED]
Figures expressed in million pesos.
* Advertising, cost of cellular handsets and commissions.
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Table of Contents
===============================================================================
> Argentine Crisis and Impact on Telecom Group
> Company Overview and Third Quarter Results
> Operational Restructuring Efforts
> Conclusions and Debt Restructuring Update
TELECOM
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Review of Major Events and Company Reaction
===============================================================================
Event Impact Action
--------------------------------------------------------------------------------------------------------------------
o Devaluation of the Peso o Impact in financial debt o Suspension of principal and interest
o Reduction in shareholders' equity payments of the financial debt
o Decrease in Telecom's market o Restructuring process of financial
capitalization debt
o Increase in foreign currency o Internal restructuring process
denominated costs and materials o Reduction of operating costs
--------------------------------------------------------------------------------------------------------------------
o Tariff "pesification" and o Prohibition to increase public o Renegotiation with the Argentine
freeze service/regulated rates Government
o Modification of discounts granted
to customers
o Reduction of operating costs
--------------------------------------------------------------------------------------------------------------------
o Recession and general o Reduction of telecommunication o Redefinition and restructuring of
macroeconomic crisis market commercial channels
o Higher charges for doubtful o Reduction in commercial expenses
accounts o Strong reduction in Capex
o Increase in "quasi-currency" o Allocation of bonds to
collections payment of taxes and
vendors
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Debt Restructuring Update
===============================================================================
o The Company announced the suspension of principal payments on April 2,
2002 and the suspension of interest payments on June 24, 2002
o The Company has initiated conversations with its main financial creditors
with the objective of establishing a framework for the restructuring of
its financial debt
- Creation of a Steering Committee including six significant bank
creditors
- Significant bondholders may be integrated into the Steering Committee
over time
o All Telecom Argentina debt is pari-passu and thus will be treated equally
in the context of the overall restructuring
o The Company intends to continue conversations with its main financial
creditors and keep all creditors up-to-date on the development of the
process
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Disclaimer
===============================================================================
This presentation may include statements that could constitute forward-looking
statements, including, but not limited to the Company's expectations for its
future performance, revenues, income, earnings per share, capital expenditures,
dividends, liquidity and capital structure; the impact of recent emergency laws
enacted by the Argentine government; and the impact of rate changes and
competition on the Company's future financial performance. Forward looking
statements may be identified by words such as "believes", "expects",
"anticipates", "projects", "intends", "should", "seeks", "estimates", "future"
or other similar expressions. Forward-looking statements involve risks and
uncertainties that could significantly affect the Company's expected results.
The risks and uncertainties include, but are not limited to, uncertainties
concerning the impact of recent emergency laws enacted by the Argentine
government which have resulted in the repeal of Argentina's convertibility law,
the devaluation of the peso, restrictions on the ability to exchange pesos into
foreign currencies, the adoption of a restrictive currency transfer policy, the
"pesification" of tariffs charged for public services, the elimination of
indexes to adjust rates charged for public services and the executive branch
announcement to renegotiate the terms of the concessions granted to public
service providers, including Telecom. Due to extensive and rapid changes in
laws and economic and business conditions in Argentina, it is difficult to
predict the impact of these changes on the Company's financial condition. Other
factors may include, but are not limited to, the current and on-going recession
in Argentina, growing inflationary pressure and reduction in consumer spending
and the outcome of certain legal proceedings. Readers are cautioned not to
place undue reliance on forward looking statements, which speak only as the
date of this document. The Company undertakes no obligation to release publicly
the results of any revisions to forward looking statements which may be made to
reflect events and circumstances after the date of this presentation,
including, without limitation, changes in the Company's business or to reflect
the occurrence of unanticipated events. Readers are encouraged to consult the
Company's Annual Report and Form 20-F as well as periodic filings made on Form
6-K, which are filed with or furnished to the United States Securities and
Exchange Commission.
For additional information on Telecom Argentina, please contact :
INVESTOR RELATIONS
Alicia Moreau de Justo 50, 10th Floor
Buenos Aires - Capital Federal (C1107AB) - ARGENTINA
Internet Homepage : http://www.telecom.com.ar
E-Mail : inversores@intersrv.telecom.com.ar
TELEPHONE : (54-11) 4968-3626/3627/3628
FAX: (54-11) 4313-5842
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TELECOM
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