Mexico City Airport Trust to Announce Amendments to Cash Tender Offers and Consent Solicitations

MEXICO CITY, Dec. 11, 2018 /PRNewswire/ -- The Ministry of Finance and Public Credit announced today that the Mexico City Airport Trust ("MEXCAT") plans to amend its previously announced tender offers and consent solicitations after considering responses by noteholders and other interested parties. 

MEXCAT's revised offer will amend the tender offers to purchase up to US$1.8 billion in aggregate principal amount of all notes, and up to a pro rata principal amount of each series of notes, at a fixed price of US$1,000 per each US$1,000 principal amount of notes tendered, plus accrued and unpaid interest.  The original tender offer used a reverse Dutch auction mechanism to determine the price, within a range that was capped at par. 

MEXCAT's revised offer will also amend the consent solicitations to increase the consent payment to US$10 per US$1,000 principal amount of notes, which will be payable to (i) holders that tender notes in the tender offers, with respect to all of a holder's tendered notes if MEXCAT purchases any of them, and (ii) holders that deliver their consents to the proposed amendments without also tendering notes and whose consents are accepted by MEXCAT.  With respect to notes that are accepted for purchase, the consent fee will be included in the early tender payment.  

In addition to these changes in pricing, MEXCAT's revised offer will also amend the consent solicitations to propose the addition of several provisions to the indentures governing the notes, which are meant to address concerns holders may have about the terms of the notes after completion of the offers. 

• Two changes relate to the flow of funds to MEXCAT from passenger charges at the Benito Juárez International Airport.  The new proposed amendments will:
• add an event of default that will be triggered if (i) either commercial operations have commenced at an alternative airport within a 70-kilometer radius of the Benito Juárez International Airport, or commercial operations have expanded at the existing Toluca airport to at least five million passengers per year and (ii) MEXCAT's debt service coverage ratio is below a specified level; and
• amend an existing provision to further protect bondholders against reductions in the rates of passenger charges collected at the Benito Juárez International Airport.
• Two changes relate to MEXCAT's funding for repayment of the notes at maturity.  The new proposed amendments will:  
• establish a mechanism to segregate funds every quarter for the repayment of principal on the notes at maturity, as well as to fund repurchases of notes in the open market, through tender offers or otherwise, and to pledge those funds as additional security for the notes; and
• significantly limit MEXCAT's ability to incur new debt. 

The Ministry of Finance and Public Credit believes that these changes are in the best interests of holders, and that they address the concerns raised by holders to the fullest extent possible consistent with the policy orientations of the Mexican Government.  It urges holders to act expeditiously to accept the proposals. 

MEXCAT will extend the previously announced early tender/consent deadline and withdrawal deadline to 5:00 pm, New York City time, on December 19, 2018.  Accordingly, MEXCAT will also extend the previously announced expiration time to 11:59 p.m., New York City time, on January 4, 2019.

The above description is only a summary.  Full information will be contained in an offer to purchase and consent solicitation statement issued by MEXCAT, and interested parties should consult that document for a full description of the tender offer and the proposed amendments. 

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO PURCHASE, A SOLICITATION OF AN OFFER TO PURCHASE OR A SOLICITATION OF CONSENT WITH RESPECT TO ANY SECURITIES. THE TENDER OFFERS AND CONSENT SOLICITATIONS ARE BEING MADE SOLELY PURSUANT TO AN OFFER TO PURCHASE AND CONSENT SOLICITATION STATEMENT AND THE RELATED LETTER OF TRANSMITTAL, WHICH SET FORTH THE COMPLETE TERMS OF THE OFFERS WHICH HOLDERS OF THE NOTES SHOULD CAREFULLY READ PRIOR TO MAKING ANY DECISION.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements are information of a non-historical nature or which relate to future events and are subject to risks and uncertainties. No assurance can be given that the transactions described herein will be consummated or as to the ultimate terms of any such transactions. The Ministry of Finance and Public Credit undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

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SOURCE Ministry of Finance and Public Credit