YPF (YPF) accepts $780M offer from EDENOR for MetroGAS and MetroENERGÍA stakes

Rhea-AI Filing Summary

YPF Sociedad Anónima reported a material asset sale, accepting an offer from Empresa Distribuidora y Comercializadora Norte S.A. (EDENOR) on August 10, 2026 to divest its holdings in MetroGAS S.A. and MetroENERGÍA S.A. The transaction covers 70% of YPF’s share capital and voting rights in MetroGAS, represented by 290,277,316 Class A shares and 108,142,529 Class B shares, and 5% of YPF’s share capital and voting rights in MetroENERGÍA, represented by 11,500 Class A shares. The agreed purchase price is US$780 million, and upon completion YPF will have divested its entire shareholding interest in both MetroGAS and MetroENERGÍA. Completion is subject to fulfillment of conditions precedent in the offer, including required regulatory approvals, among others from the Ente Nacional Regulador del Gas y la Electricidad (ENRGE).

Key Figures

Transaction price: US$780 million MetroGAS Class A shares sold: 290,277,316 shares MetroGAS Class B shares sold: 108,142,529 shares +3 more

6 metrics

Transaction price US$780 million Purchase price for YPF’s sale of interests in MetroGAS and MetroENERGÍA

MetroGAS Class A shares sold 290,277,316 shares Registered, non-endorsable Class A shares of MetroGAS with AR$1 nominal value

MetroGAS Class B shares sold 108,142,529 shares Registered, non-endorsable Class B shares of MetroGAS with AR$1 nominal value

MetroENERGÍA Class A shares sold 11,500 shares Registered, non-endorsable Class A shares of MetroENERGÍA with AR$1 nominal value

MetroGAS stake described 70% Portion described as YPF’s share capital and voting rights in MetroGAS included in the sale

MetroENERGÍA stake described 5% Portion described as YPF’s share capital and voting rights in MetroENERGÍA included in the sale

Key Terms

material event, conditions precedent, regulatory approvals, voting rights, +2 more

6 terms

material event regulatory

"Ref.: Material Event – sale of YPF’s shares in MetroGAS S.A."

conditions precedent regulatory

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

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.

regulatory approvals regulatory

"including, among others, the applicable regulatory approvals, including the approval of the"

Regulatory approvals are official permissions from government agencies that a company needs before launching a new product, service, or business activity. They matter because without this approval, the company might not be allowed to operate legally or sell its products, similar to how a driver needs a license to legally drive a car.

voting rights financial

"70% of YPF’s share capital and voting rights in MetroGAS"

Voting rights are the ability of shareholders to have a say in important company decisions, like choosing leaders or approving big changes. They matter because they give owners a voice in how the company is run, similar to how voters influence elections, ensuring the company acts in shareholders’ interests.

registered, non-endorsable shares financial

"registered, non-endorsable Class A shares with a nominal value of AR$1"

foreign private issuer regulatory

"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

FAQ

What transaction did YPF (YPF) announce involving MetroGAS and MetroENERGÍA?

YPF accepted an offer from EDENOR to sell its shareholding interests in MetroGAS S.A. and MetroENERGÍA S.A.. After closing, YPF will have divested its entire stake in both companies, subject to conditions precedent and regulatory approvals.

What is the purchase price for YPF’s (YPF) sale of MetroGAS and MetroENERGÍA stakes?

The agreed purchase price for the transaction is US$780 million. This amount covers YPF’s sale of its interests in MetroGAS and MetroENERGÍA to EDENOR, conditional on satisfaction of the offer’s terms and necessary regulatory approvals.

How much of MetroGAS is YPF (YPF) selling to EDENOR?

YPF is selling 70% of YPF’s share capital and voting rights in MetroGAS, represented by 290,277,316 Class A and 108,142,529 Class B shares. Each share has a nominal value of AR$1 and carries one vote per share.

What portion of MetroENERGÍA is YPF (YPF) selling in this transaction?

YPF is selling 5% of YPF’s share capital and voting rights in MetroENERGÍA, represented by 11,500 Class A shares. Each share has a nominal value of AR$1 and entitles the holder to one vote per share.

Who is the buyer of YPF’s (YPF) interests in MetroGAS and MetroENERGÍA?

The buyer is Empresa Distribuidora y Comercializadora Norte S.A. (EDENOR). EDENOR submitted an offer on August 10, 2026, which YPF accepted following a competitive sale process for its MetroGAS and MetroENERGÍA shareholdings.

What regulatory approvals are required for YPF’s (YPF) transaction with EDENOR?

Closing is subject to conditions precedent, including applicable regulatory approvals. These include approval from the Ente Nacional Regulador del Gas y la Electricidad (ENRGE), along with other approvals specified in the accepted offer.

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

Available on EDGAR 08/11/2026 - 06:05 AM Accepted by SEC EDGAR 08/10/2026 - 07:02 PM Learn about SEC filing dates

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

Commission File Number: 001-12102

YPF Sociedad Anónima

(Exact name of registrant as specified in its charter)

Macacha Güemes 515

C1106BKK 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 ☒ Form 40-F ☐

YPF Sociedad Anónima

TABLE OF CONTENT

ITEM 1 Translation of letter to the Argentine Securities Commission (Comisión Nacional de Valores) dated August 10, 2026.

Buenos Aires, August 10, 2026.

COMISIÓN NACIONAL DE VALORES (“CNV”)

25 de Mayo 175

Buenos Aires

BOLSAS Y MERCADOS ARGENTINOS S.A. (“ByMA”)

Sarmiento 299

Buenos Aires

A3 MERCADOS S.A. (“A3 Mercados”)

Maipú 1210

Buenos Aires

Ref.: Material Event – sale of YPF’s shares in MetroGAS S.A. and MetroENERGÍA S.A.

Ladies and Gentlemen,

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).

Sincerely,

Margarita Chun

Market Relations Officer

YPF S.A.

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.

		YPF Sociedad Anónima
Date: August 10, 2026		By:		/s/ Margarita Chun
		Name:		Margarita Chun
		Title:		Market Relations Officer