Edenor (EDN) agrees US$780M deal for YPF stakes in MetroGAS and MetroENERGÍA

Q: What transaction did EDN announce regarding YPF’s stakes in MetroGAS and MetroENERGÍA?

EDENOR announced that YPF accepted its offer to acquire YPF’s stakes in MetroGAS S.A. and MetroENERGÍA S.A. following a competitive sale process, subject to conditions precedent and regulatory approvals.

Q: How much is EDN paying for YPF’s MetroGAS and MetroENERGÍA stakes?

The purchase price for the transaction is US$780 million . This amount covers the acquisition of 70% of YPF’s share capital and voting rights in MetroGAS and 5% in MetroENERGÍA as described in the agreement.

Q: What percentage of MetroGAS is EDN acquiring from YPF in this deal?

Edenor is acquiring 70% of YPF’s share capital and voting rights in MetroGAS , consisting of 290,277,316 Class A and 108,142,529 Class B shares, each with a nominal value of AR$1 and one vote per share.

Q: What stake in MetroENERGÍA is EDN buying from YPF and how many shares are involved?

Edenor will purchase 5% of YPF’s share capital and voting rights in MetroENERGÍA , represented by 11,500 registered, non-endorsable Class A shares , each with a nominal value of AR$1 and entitled to one vote per share.

Q: Will YPF retain any interest in MetroGAS or MetroENERGÍA after the EDN transaction?

According to the disclosure, after the US$780 million transaction is completed, YPF will divest its entire shareholding interest in both MetroGAS and MetroENERGÍA , leaving no remaining stake in these companies.

Q: What regulatory approvals are required for EDN’s acquisition of YPF’s stakes?

Closing is subject to conditions precedent that include applicable regulatory approvals , among them approval from the Ente Nacional Regulador del Gas y la Electricidad (ENRGE) , as specified in the accepted offer terms.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

Empresa Distribuidora y Comercializadora Norte S.A. (Edenor) reports that YPF S.A. has accepted its offer, following a competitive sale process, to acquire YPF’s stakes in MetroGAS S.A. and MetroENERGÍA S.A.. The deal covers 70% of YPF’s share capital and voting rights in MetroGAS, made up of 290,277,316 Class A shares and 108,142,529 Class B shares, each with a nominal value of AR$1 and one vote per share.

In addition, Edenor will acquire 5% of YPF’s share capital and voting rights in MetroENERGÍA, consisting of 11,500 Class A shares with a nominal value of AR$1 and one vote per share. The total purchase price is US$780 million. After completion, YPF will fully divest its interests in MetroGAS and MetroENERGÍA. Closing is subject to conditions precedent in the offer, including required regulatory approvals such as from the Ente Nacional Regulador del Gas y la Electricidad (ENRGE).

Key Figures

Purchase price: US$780 million MetroGAS stake acquired: 70% MetroENERGÍA stake acquired: 5% +3 more

6 metrics

Purchase price US$780 million Total consideration for acquiring YPF’s stakes in MetroGAS and MetroENERGÍA

MetroGAS stake acquired 70% Share capital and voting rights in MetroGAS purchased from YPF

MetroENERGÍA stake acquired 5% Share capital and voting rights in MetroENERGÍA purchased from YPF

MetroGAS Class A shares 290,277,316 shares Registered, non-endorsable Class A shares in MetroGAS included in the transaction

MetroGAS Class B shares 108,142,529 shares Registered, non-endorsable Class B shares in MetroGAS included in the transaction

MetroENERGÍA Class A shares 11,500 shares Registered, non-endorsable Class A shares in MetroENERGÍA included in the transaction

Key Terms

Material Fact, competitive process, conditions precedent, Ente Nacional Regulador del Gas y la Electricidad (ENRGE), +1 more

5 terms

Material Fact regulatory

"Ref: Material Fact Acquisition of YPF’s shares in MetroGAS S.A."

competitive process financial

"YPF S.A. conducted a competitive process for the sale of its shareholding"

conditions precedent regulatory

"closing of the Transaction is subject to the fulfillment of the conditions precedent"

Conditions precedent are the specific tasks, approvals, or facts that must be satisfied before a contract or transaction becomes effective or a payment is made. Think of them as a checklist you must complete before turning the key on a new machine; if items are missing the deal can be delayed, renegotiated, or canceled. Investors watch these conditions because they determine timing, completion risk, and whether expected benefits will actually occur.

Ente Nacional Regulador del Gas y la Electricidad (ENRGE) regulatory

"including the approval of the Ente Nacional Regulador del Gas y la Electricidad (ENRGE)"

registered, non-endorsable Class A shares financial

"290,277,316 registered, non-endorsable Class A shares with a nominal value"

FAQ

What transaction did EDN announce regarding YPF’s stakes in MetroGAS and MetroENERGÍA?

EDENOR announced that YPF accepted its offer to acquire YPF’s stakes in MetroGAS S.A. and MetroENERGÍA S.A. following a competitive sale process, subject to conditions precedent and regulatory approvals.

How much is EDN paying for YPF’s MetroGAS and MetroENERGÍA stakes?

The purchase price for the transaction is US$780 million. This amount covers the acquisition of 70% of YPF’s share capital and voting rights in MetroGAS and 5% in MetroENERGÍA as described in the agreement.

What percentage of MetroGAS is EDN acquiring from YPF in this deal?

Edenor is acquiring 70% of YPF’s share capital and voting rights in MetroGAS, consisting of 290,277,316 Class A and 108,142,529 Class B shares, each with a nominal value of AR$1 and one vote per share.

What stake in MetroENERGÍA is EDN buying from YPF and how many shares are involved?

Edenor will purchase 5% of YPF’s share capital and voting rights in MetroENERGÍA, represented by 11,500 registered, non-endorsable Class A shares, each with a nominal value of AR$1 and entitled to one vote per share.

Will YPF retain any interest in MetroGAS or MetroENERGÍA after the EDN transaction?

According to the disclosure, after the US$780 million transaction is completed, YPF will divest its entire shareholding interest in both MetroGAS and MetroENERGÍA, leaving no remaining stake in these companies.

What regulatory approvals are required for EDN’s acquisition of YPF’s stakes?

Closing is subject to conditions precedent that include applicable regulatory approvals, among them approval from the Ente Nacional Regulador del Gas y la Electricidad (ENRGE), as specified in the accepted offer terms.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 6-K: How Foreign Companies Report to the SEC →

Available on EDGAR 08/11/2026 - 06:04 AM Accepted by SEC EDGAR 08/10/2026 - 06:51 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of August, 2026

EMPRESA DISTRIBUIDORA Y COMERCIALIZADORA NORTE S.A. (EDENOR)

(DISTRIBUTION AND MARKETING COMPANY OF THE NORTH )

(Translation of Registrant's Name Into English)

Argentina

(Jurisdiction of incorporation or organization)

Av. del Libertador 6363,

12th Floor,

City of Buenos Aires (A1428ARG),

Tel: 54-11-4346-5000

(Address of principal executive offices)

(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): 82- .)

August 10th ,2026

Messrs.

COMISIÓN NACIONAL DE VALORES

Argentine Securities and Exchange Commission

Issuers´ Management Office

25 de Mayo 175

City of Buenos Aires

A3 Mercados S.A. (“A3 Mercados”)

Maipú 1210

Ciudad Autónoma de Buenos Aires

Messrs.

BOLSAS Y MERCADOS ARGENTINOS S.A.

Sarmiento 299

City of Buenos Aires

Ref: Material Fact:

Acquisition of YPF’s shares in MetroGAS S.A. and MetroENERGÍA S.A.

Dear Sirs:

We are writing to you in order to comply with the CNV Rules and the corresponding regulations of ByMA and A3 Mercados.

YPF S.A. (“YPF”) conducted a competitive process for the sale of its shareholding interest in MetroGAS S.A. (“MetroGAS”) and MetroENERGÍA S.A. (“MetroENERGÍA”).

As a result of such process, and having evaluated the offers received, we hereby inform that on August 10, 2026, YPF accepted the offer submitted on that same date by Empresa Distribuidora y Comercializadora Norte S.A. (“EDENOR”) (the “Offer”) for the purchase of: (i) 70% of YPF’s share capital and voting rights in MetroGAS, consisting of 290,277,316 registered, non-endorsable Class A shares with a nominal value of AR$1 (one Argentine peso) each and entitled to one vote per share, and 108,142,529 registered, non-endorsable Class B shares with a nominal value of AR$1 (one Argentine peso) each and entitled to one vote per share; and (ii) 5% of YPF’s share capital and voting rights in MetroENERGÍA, consisting of 11,500 registered, non-endorsable Class A shares with a nominal value of AR$1 (one Argentine peso) each and entitled to one vote per share (the “Transaction”). The purchase price for the Transaction amounts to U.S. dollars seven hundred eighty million (US$780 million) and, as a result thereof, YPF will divest its entire shareholding interest in MetroGAS and MetroENERGÍA.

Moreover, the closing of the Transaction is subject to the fulfillment of the conditions precedent set forth in the Offer, including, among others, the applicable regulatory approvals, including the approval of the Ente Nacional Regulador del Gas y la Electricidad (ENRGE).

Yours faithfully,

Lucila Ramallo

Market Relations Officer.

Empresa Distribuidora y Comercializadora Norte Sociedad Anónima (EDENOR S.A.)

Avda. del Libertador 6363 – Buenos Aires, C1428ARG – Argentina. Tel.: 4346-5400 Fax: 4346-5327

SIGNATURES

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.

	Empresa Distribuidora y Comercializadora Norte S.A.


	By:	/s/ Germán Ranftl
		Germán Ranftl
		Chief Financial Officer

Date: August 10, 2026

Source: View Original Filing on SEC EDGAR