Mexico City Airport Trust Announces Successful Early Tender Results For Cash Tender Offers And Consent Solicitations
MEXICO CITY, Dec. 20, 2018 /PRNewswire/ -- Mexico City Airport Trust ("MEXCAT") announces today the successful early results of its previously announced tender offers (the "Tender Offers") and consent solicitations (the "Consent Solicitations" and, together with the Tender Offers, the "Offers"). As of 5:00 p.m., New York City time, on December 19, 2018 (the "Early Tender/Consent Deadline") holders of (i) US$4,247,714,000 aggregate principal amount of all the outstanding notes appearing in the table below (all such notes, collectively, the "Notes" and each a "series" of Notes), or 70.80%, had validly tendered their Notes pursuant to the Tender Offers, and (ii) US$4,278,836,000 aggregate principal amount of Notes, or 71.31%, had validly delivered their consents pursuant to the Consent Solicitations.
The following table summarizes the early tender results as of the Early Tender/Consent Deadline:
Title of Security |
CUSIP/ISIN |
Principal |
Tender Cap |
Principal |
Principal Amount Accepted for Purchase |
Proration Factor |
Consents Delivered(1) |
Percentage |
4.250% Senior Secured |
59284MAA2; P6629MAA0 / |
US$1,000,000,000 |
US$300,000,000 |
US$637,997,000 |
US$299,990,000 |
0.50319999 |
US$649,947,000 |
64.99% |
3.875% Senior Secured |
59284MAC8; P6629MAC6 / |
US$1,000,000,000 |
US$300,000,000 |
US$602,012,000 |
US$300,000,000 |
0.51223800 |
US$606,093,000 |
60.61% |
5.500% Senior Secured |
59284MAB0; P6629MAB8 / |
US$1,000,000,000 |
US$300,000,000 |
US$753,424,000 |
US$300,000,000 |
0.41033800 |
US$755,619,000 |
75.56% |
5.500% Senior Secured |
59284MAD6; P6629MAD4 / |
US$3,000,000,000 |
US$900,000,000 |
US$2,254,281,000 |
US$899,996,000 |
0.41025641 |
US$2,267,177,000 |
75.57% |
_______________________
(1) Includes consents deemed delivered with Notes validly tendered pursuant to the Offers and consents validly delivered without tendering the corresponding Notes.
Because the purchase of all Notes of each series validly tendered in the Tender Offers would cause MEXCAT to purchase an aggregate principal amount of Notes of such series that would result in an aggregate amount to be received by holders of Notes of such series in excess of the applicable Tender Cap appearing in the table above, MEXCAT has accepted for purchase Notes tendered on or prior to the Early Tender/Consent Deadline on a pro rata basis according to the pro ration procedures described in the amended and restated offer to purchase and consent solicitation statement dated December 11, 2018 (the "Statement"). As a result, MEXCAT will accept for purchase US$299,990,000 principal amount of its 2026 Notes, US$300,000,000 principal amount of its 2028 Notes, US$300,000,000 principal amount of its 2046 Notes and US$899,996,000 principal amount of its 2047 Notes. Any tendered Notes that are not accepted for purchase will be returned or credited without expense to the holder's account. MEXCAT expects to return any such Notes to the tendering Holders thereof on or about December 24, 2018.
Based on the number of consents delivered pursuant to the Consent Solicitations on or prior to the Early Tender/Consent Deadline, at least a majority of the outstanding principal amount of Notes of each series and a majority of the outstanding principal amount of Notes of all series have validly delivered consents to the proposed amendments described in the Statement. As a result, MEXCAT will execute and deliver all the relevant documents described in the Statement in order to effect the proposed amendments.
The Early Tender/Consent Deadline has passed and therefore Notes that have been validly tendered and consents that have been validly delivered cannot be withdrawn or revoked. Holders of Notes who tender after the Early Tender/Consent Deadline will not have any of their Notes accepted for purchase.
The early settlement date on which MEXCAT will make payment for Notes accepted in the Offers is expected to be December 24, 2018. The Tender Offers will expire at 11:59 p.m., New York City time, on January 4, 2019.
The terms and conditions of the Offers are described in the Statement and related Amended and Restated Letter of Transmittal and Consent, dated December 11, 2018 (the "Letter of Transmittal"), which set forth the complete terms of the Offers.
MEXCAT has engaged Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC to act as dealer managers for the Tender Offers and as solicitation agents for the Consent Solicitations (the "Dealer Managers"). Global Bondholder Services Corporation is acting as the depositary and information agent for the Offers. Any questions or requests for assistance regarding the Offers may be directed to Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll free) and +1 (212) 723-6106 (collect), HSBC Securities (USA) Inc. at +1 (888) HSBC-4LM (toll free) and +1 (212) 525-5552 (collect) and J.P. Morgan Securities LLC at +1 (866) 846-2874 (toll free) and +1 (212) 834-7316 (collect). Requests for additional copies of the Statement, the Letter of Transmittal and related documents may be directed to Global Bondholder Services Corporation at +1 (212) 430-3774 (Banks and Brokers) and +1 (866) 470-4500 (Toll-free).
The Offers are not being made to holders of Notes in any jurisdiction in which MEXCAT is aware that the making of the Offers would not be in compliance with the laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Offers to be made by a licensed broker or dealer, the respective Offers will be deemed to be made on MEXCAT's behalf by the Dealer Managers or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.
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 OFFERS ARE BEING MADE SOLELY PURSUANT TO THE STATEMENT AND 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. MEXCAT 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.
SOURCE Mexico City Airport Trust
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