Aeropuertos Argentina holders exchange 85.23% of 6 7/8% notes so far

By Rebecca Melvin

New York, May 5 – Corporacion America Airports SA subsidiary Aeropuertos Argentina 2000 SA said $340,923,000 of its 6 7/8% senior secured notes due 2027 were validly tendered for exchange for new 6 7/8% cash/9 3/8% PIK class I series 2020 additional senior secured notes due 2027 by the early participation deadline, according to a company release.

The amount tendered by the early deadline represented about 85.23% of the total principal amount of the $400 million issue.

All notes tendered by the early deadline on May 1 were accepted and are eligible to receive the total exchange consideration and interest premium payment. The balance of any accrued interest not paid to exchanging holders as the interest premium payment will be paid in additional principal amount of series 2020 additional notes.

The terms of the series 2020 additional notes will be substantially identical to the terms of the existing notes, except that the quarterly interest payment to have been paid in cash on May 1 will be paid in cash in the form of the interest premium payment and/or in kind by increasing the principal amount of any series 2020 additional notes issued.

As previously reported, quarterly interest payments originally scheduled to be paid in cash on the existing notes on Aug. 1, Nov. 1 and Feb. 1, 2021 will be paid in kind by increasing the principal amount of any outstanding series 2020 additional notes at a rate of 9 3/8% per annum, quarterly amortization payments originally scheduled to be paid on the existing notes on May 1, Aug. 1, Nov. 1 and Feb. 1 will be deferred to begin on May 1, 2021 and continue under a new principal amortization schedule until maturity.

At any time after Feb. 1, 2021, the company will have the right to exercise a one-time optional redemption to redeem, in whole or in part, an amount of series 2020 additional notes equal to the sum of the aggregate amount of interest payments previously paid in kind on the series 2020 additional notes and the aggregate amount of quarterly amortization payments originally scheduled to be paid on the existing notes on May 1, Aug. 1, Nov. 1 and Feb. 1, that is effectively deferred under the exchange.

Substantially all of the restrictive covenants and events of default and related provisions under the indenture will be eliminated with respect to the existing notes. The series 2020 additional notes and the existing notes will be secured by the same collateral on a pro rata and pari passu basis in line with the indenture and the related collateral documents.

The company was also soliciting consents from holders of the existing notes to some proposed amendments to the indenture.

The proposed amendments provide for the issuance of the series 2020 additional notes and would eliminate substantially all of the restrictive covenants and events of default and related provisions with respect to the existing notes.

Holders who tendered their notes in the exchange offer are deemed to give their consent to the proposed amendments under the consent bid.

The exchange offer and consent solicitation will expire at 11:59 p.m. ET on May 18 with settlement to be May 20.

The company said the exchange offer and the consent solicitation are part of its plan to mitigate the impact of the Covid-19 pandemic that has heavily impacted the global aviation sector which lead to a drastic reduction in passenger traffic.

The company also inked an amendment with its lenders for its 2019 credit facilities under which principal payments due Aug. 19 and Nov. 19 have been deferred.

Global Bondholder Services Corp. (866 470-4200 toll-free, 212 430-3774 collect for banks and brokers) is the information agent and exchange agent for the exchange offers.

The airport operator is based in Luxembourg.

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