Aeropuertos Argentina 2000 holders exchange 86.73% of 6 7/8% notes for new notes

By Rebecca Melvin

New York, May 19 – Aeropuertos Argentina 2000 SA said $346,934,000 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, according to a company news release.

The amount tendered represented 86.73% of the total principal amount of the $400 million issue.

The amount increased somewhat from the early participation deadline when $340,923,000 of its notes were validly tendered, representing 85.23% of the total issue.

All notes tendered before the expiration have been accepted by the company and will receive the applicable consideration and accrued interest.

In addition, the company obtained the needed consents to effect proposed amendments to provide for the issuance of the series 2020 additional notes

The company also announced that it will settle the exchange offer on Wednesday, issuing $306 million of the series 2020 additional notes.

As previously reported, the terms of the series 2020 additional notes are 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.

The 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 said the exchange offer and the consent solicitation were an element of its effort to mitigate the impact of the Covid-19 pandemic that drastically reduced passenger air 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 Buenos Aires.

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