Alto Palermo S.A. (APSA)

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NEWYORK 6033603 v8 (2K) [ATTACH TERMS AND CONDITIONS IN THE FORM SET FORTH IN EXHIBIT C TO THE INDENTURE] [ATTACH APPLICABLE PRICING SUPPLEMENT] 7 Exhibit A Page 7
Date NEWYORK 6033603 v8 (2K) Principal Amount of Certificated Notes or other Global Notes issued in exchange for or upon transfer of an interest in this Global Note Principal Amount of this Global Note Redeemed or Repurchased SCHEDULE A Increase in Principal Amount of this Note due to the exchange or transfer of another Note (or an interest therein) for an interes t in this Note 8 Remaining Principal Amount of this Global Note Exhibit A Page 8 Notation made on behalf of the Trustee by
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United States SECURITIES AND EXCHAN
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Table of Contents ALTO PALERMO S.A.
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(d) Selling Shareholders...........
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DISCLOSURE REGARDING FORWARD-LOOKIN
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differences between the tax basis a
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CPCECABA issued revised accounting
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As of and for the year ended June 3
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Exchange Rates In April 1991, Argen
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stabilized. However, inflationary p
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Additional controls could have a ne
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located. All of our shopping center
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Our ability to grow will be limited
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We are subject to great competitive
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• adverse changes in the regional
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Due to the currency mismatches betw
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ITEM 4. Information on the Company
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During fiscal year 2007 we had capi
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company primarily engaged in the ac
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(3) We have a 85% equity interest i
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Alto Palermo.......................
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Tenant mix of Abasto The following
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The following table describes Alto
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Alto Avellaneda’s five largest te
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Buenos Aires Design, City of Buenos
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Lease expirations for Buenos Aires
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Revenues from admission rights (2)
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following periods: Revenues: 53 Fis
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Type of Business Gross Leasable Are
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Tenant Type of Business Gross Lease
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The following table sets forth cert
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Residential Complexes Torres de Aba
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We manage and operate each of the s
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Related Business Credit Card Operat
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The table below sets forth informat
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Portfolio Status 69 As of June 30,
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71 As of June 30, 2005 2006 2007 (i
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Company Shopping Center Location (1
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Company Shopping Center Location (1
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Ps.200,000 and 90 percent of purcha
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On February 4, 2003, the Executive
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ecognized professional organization
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(1) We own a 100% interest in Empal
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The following Operating and Financi
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Impairment of long-lived assets As
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notes (the "Convertible Notes") in
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abolished the fixed parity between
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A general description of each segme
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As of and for the year ended June 3
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Operating Results Fiscal Year 2007
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Gross Profit Due to the factors abo
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Credit Card Operations. Selling exp
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2006 to a net loss of Ps.19.5 milli
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consequence of the sale of the Alco
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elated to the increase of our reven
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from the same segment. Operating in
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Revenues increased 60.7%, from Ps.
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fiscal year ended June 30, 2005. Th
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to the previous period. Other. Admi
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majority of which is held by our ma
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Fiscal Year 2006. The net cash used
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Convertible Notes due 2014 On Augus
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Neuquén Project. On September 20,
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advertising campaigns at the nation
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of Banco Hipotecario, E-Commerce La
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Puerto Retiro S.A., Tarshop S.A. an
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Name Date of birth Position 131 Cur
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Audit Committee In accordance with
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conditions were left unchanged. The
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B. Related Party Transactions Lease
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The Convertible Notes originally ma
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the shopping center. On August 15,
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Year declared Cash dividends Stock
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Fiscal Year 2005 Buenos Aires Stock
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MERVAL The MERVAL is a corporation
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August 28, 2087. Article 4 of our b
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supervisory committee; • dividend
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A shareholder who votes on a matter
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NASDAQ Standards for U.S. companies
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NASDAQ Standards for U.S. companies
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• Argentine individuals and compa
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has to be made with the resulting p
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• a dealer in securities or curre
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• are obligated to make payments
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of holding the shares or ADS if we
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Minimum Presumed Income Tax (Impues
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Interest Rate Risk Our exposure to
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expenses in Ps. 0,3 million annuall
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ITEM 12. Description of Securities
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engagements, such as the review of
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Santander Río S.A. as Registrar, P
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Alto Palermo S.A. (APSA) Index to C
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ASSETS Alto Palermo S.A. (APSA) Con
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Alto Palermo S.A. (APSA) Consolidat
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Supplemental cash flow information
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Alto Palermo S.A. (APSA) Notes to t
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3. Significant accounting policies
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4. Breakdown of the main captions a
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5. Shareholders' equity a. Common s
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9. Segment information General info
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9. Segment information (continued)
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Assets 10. Additional information o
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13. Earnings per share Alto Palermo
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18. Subsequent events (continued) T
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Properties: Principal account 20. O
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20. Other financial statement infor
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20. Other financial statement infor
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DOCUMENT 25,257,215 - Florida 537 -
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-----------------------------------
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U.S. Trust Indenture Act Section Ce
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Note: This reconciliation and tie s
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Table of Contents (Continued) ARTIC
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Table of Contents (Continued) Secti
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convertible, at any time, at the op
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“Argentine GAAP ” has the meani
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Settlement Date”); provided furth
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the date of such determination (the
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agreement executed in connection wi
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include any principal or other amou
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“Payment Date” means, with resp
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“Rating Agency” means any one o
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custodian for DTC, and registered i
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(1) the then outstanding aggregate
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permitted by applicable law, the Se
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available funds to the Trustee, for
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(7) the right or obligation, if any
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NEWYORK 6033603 v8 (2K) 27
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the principal amount of Securities
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NEWYORK 6033603 v8 (2K) 30
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authenticate and deliver or cause t
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nothing herein shall prevent APSA,
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The Trustee or Transfer Agents shal
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payment, transfer or exchange, in a
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pursuant to this Section 3.4(b) or
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fiduciary or partnership or limited
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NEWYORK 6033603 v8 (2K) 43
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Section 3.12. Other Information. Fo
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(h) Indebtedness arising from the h
Page 333 and 334: (in integral multiples of US$1,000)
Page 335 and 336: accordance with the terms thereof,
Page 337 and 338: and payable on any such Security fo
Page 339 and 340: Section 4.6. Limitations on Suits b
Page 341 and 342: Section 4.9. Control by Securityhol
Page 343 and 344: (4) none of the provisions containe
Page 345 and 346: compensation of a trustee of an exp
Page 347 and 348: NEWYORK 6033603 v8 (2K) 61
Page 349 and 350: predecessor Trustee shall apply onl
Page 351 and 352: governing the exercise of the right
Page 353 and 354: irrevocable once given and will be
Page 355 and 356: and the names and addresses of Hold
Page 357 and 358: therein, shall not, however, in any
Page 359 and 360: Section 8.1. APSA May Consolidate,
Page 361 and 362: egistration of transfer, exchange a
Page 363 and 364: If less than all the Securities of
Page 365 and 366: shall be entitled to accept such ce
Page 367 and 368: Section 3(a)(2) of the Securities A
Page 369 and 370: (k) APSA shall have paid the Truste
Page 371 and 372: sufficiently given or made, for all
Page 373 and 374: Any certificate or opinion of any i
Page 377 and 378: IN WITNESS WHEREOF, the parties her
Page 379 and 380: Exhibit A Page 2 THAT IT WILL NOTIF
Page 381 and 382: and Conditions ”) and the terms a
Page 383: Exhibit A Page 6 IN WITNESS WHEREOF
Page 387 and 388: Exhibit B Page 2 THE FOREGOING LEGE
Page 389 and 390: As used herein, the term “Holder
Page 391 and 392: NEWYORK 6033603 v8 (2K) [ATTACH TER
Page 393 and 394: transfers unto FORM OF TRANSFER [In
Page 395 and 396: FORM OF REVERSE OF SECURITIES—TER
Page 397 and 398: Interest Rate General Exhibit C Pag
Page 399 and 400: Exhibit C Page 5 Currency amounts u
Page 401 and 402: Exhibit C Page 6 respect to such In
Page 403 and 404: Exhibit C Page 8 Interest Reset Dat
Page 407 and 408: Exhibit C Page 11 Additional Amount
Page 409 and 410: Exhibit D Page 2 (4) the additional
Page 411 and 412: (3)no directed selling efforts have
Page 413 and 414: Exhibit F Page 2 This certificate a
Page 415 and 416: (iv) THE PARTIES have entrusted Del
Page 417 and 418: Alto Palermo S.A. (APSA)-----------
Page 419 and 420: Insurance -------------------------
Page 421 and 422: I, Alejandro G. Elsztain, certify t
Page 423 and 424: EXHIBIT 13.1 CERTIFICATION OF CHIEF
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