Grupo Aeroportuario del Centro Norte B de C : OMA announces Board opinion on the price of Tender Offer

OMA announces Board opinion on the price of Tender Offer

Mexico City, Mexico, June 7, 2021- Mexican airport operator Grupo Aeroportuario del Centro Norte, S.A.B. de C.V., ("OMA" or the "Company") (NASDAQ: OMAB; BMV: OMA), as a follow-up to the press release dated May 24, 2021, informs that at the Board of Directors' Meeting held on June 7, 2021, with the attendance by all of its members, and in which those members of the Board who expressed having a conflict of interest abstained from deliberating and voting, it was unanimously approved by the members of the Board that participated in the deliberation, among other things, to vote in favor of opining that the price per share offered by Aerodrome Infrastructure S.à.r.l. ("Aerodrome") in the tender offer conducted simultaneously in Mexico and in the United States of America to acquire up to 97,527,888 Series B ordinary shares, nominative and without par value, of OMA's fully subscribed and paid-in capital stock (the "Shares") (the "Offer") is fair from a financial point of view.

The foregoing, pursuant to the recommendation of the Corporate Practices, Finance, Planning and Sustainability Committee of the Company, which took into consideration, among other factors, the fairness opinion, dated June 4, 2021, issued by FTI Capital Advisors, LLC, as independent advisor. A copy of the fairness opinion is attached hereto.

In addition, OMA informs that during the Board Meeting, the conflict of interest expressed by Christian Whamond, pursuant to article 101 of the Mexican Securities Market Law (Ley del Mercado de Valores) was duly noted. The other members of the Board of Directors individually stated the non-existence of conflicts of interest with respect to the Offer.

The Company informs that the current members of its Board of Directors, as well as OMA's Chief Executive Officer, do not have a direct or indirect stake in the capital stock of OMA.

Finally, the Company informs that today, it filed Schedule 14D-9 with the Securities and Exchange Commission.

This report may contain forward-looking information and statements. Forward-looking statements are statements that are not historical facts. These statements are only predictions based on our current information and expectations and projections about future events. Forward-looking statements may be identified by the words "believe," "expect," "anticipate," "target," "estimate," or similar expressions. While OMA's management believes that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and are generally beyond the control of OMA, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include, but are not limited to, those discussed in our most recent annual report filed on Form 20-F under the caption "Risk Factors." OMA undertakes no obligation to update publicly its forward-looking statements, whether as a result of new information, future events, or otherwise.

Chief Financial Officer	Investor Relations:
Ruffo Pérez Pliego	Emmanuel Camacho
[phone]	[phone]
[e-mail]	[e-mail]

About OMA

Grupo Aeroportuario del Centro Norte, S.A.B. de C.V., known as OMA, operates 13 international airports in nine states of central and northern Mexico. OMA's airports serve Monterrey, Mexico's third largest metropolitan area, the tourist destinations of Acapulco, Mazatlán, and Zihuatanejo, and nine other regional centers and border cities. OMA also operates the NH Collection Hotel inside Terminal 2 of the Mexico City airport and the Hilton Garden Inn at the Monterrey airport. OMA employs over 1,000 persons in order to offer passengers and clients airport and commercial services in facilities. OMA is listed on the Mexican Stock Exchange (OMA) and on the NASDAQ Global Select Market (OMAB). For more information, visit:

• Webpagehttp://ir.oma.aero
• Twitterhttp://twitter.com/OMAeropuertos
• Facebookhttps://www.facebook.com/OMAeropuertos

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Copy of fairness opinion issued by the independent expert

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June 4, 2021

Board of Directors and

Corporate Practices, Finance, Planning and Sustainability Committee

Grupo Aeroportuario del Centro Norte, S. A. B. de C.V.

Plaza Metrópoli Patriotismo, Piso 5

Av. Patriotismo 201

Col. San Pedro de los Pinos

Ciudad de México, México 03800

Attn: Members of the Board of Directors and of the Committee (as defined below)

Ladies and Gentlemen:

We understand that Aerodrome Infrastructure S.à r.l. ("Aerodrome"), a limited liability company organized under the laws of Luxembourg, an affiliate of Servicios de Tecnología Aeroportuaria, S.A. de C.V. ("SETA"), a Mexican corporation, and beneficially owned by Bagual S.à.r.l. ("Bagual"), a limited liability company organized under the laws of Luxembourg, Grenadier S.à.r.l. ("Grenadier"), a limited liability company organized under the laws of Luxembourg, Pequod S.à.r.l. ("Pequod"), a limited liability company organized under the laws of Luxembourg, Harpoon S.à.r.l. ("Harpoon"), a limited liability company organized under the laws of Luxembourg, Expanse S.à.r.l. ("Expanse"), a limited liability company organized under the laws of Luxembourg, Fintech Holdings Inc. ("FH"), a corporation organized under the laws of Delaware and David Martínez ("Mr. Martínez" and, together with Aerodrome, SETA, Bagual, Grenadier, Pequod, Harpoon, Expanse and FH, the "Offerors") have made a tender offer in the United States of America and, in conjunction, Aerodrome has made a tender offer in Mexico for the purchase of up to an aggregate 97,527,888, of the (1) outstanding Series B ordinary shares, without par value (the "Series B Shares") and (2) in the United States, Series B Shares represented by outstanding American Depositary Shares (each representing eight Series B Shares) (the "Securities"), of Grupo Aeroportuario del Centro Norte, S. A. B. de C.V. (the "Company") in cash at a price of Ps.137 per Series B Share and a price of Ps.1,096 per ADS (the "Offer Price"), in each case without interest thereon, net of certain fees, commissions and currency and other expenses described in the tender offer (collectively, the "Offers").

FTI Capital Advisors, LLC ("FTICA" "we" or "our") has been requested by the Company's Board of Directors (the "Board") to render our opinion to and for the sole benefit of the Board and the Corporate Practices, Finance, Planning and Sustainability Committee (the "Committee"), as to

www.fticonsulting.com

1800 Century Park East, Suite 450

Los Angeles, California 90067

Tel: [phone] Fax [phone]

Board of Directors, Grupo Aeroportuario del Centro Norte, S. A. B. de C.V. June 4, 2021

the fairness, from a financial point of view, to the holders of the Securities (the "Shareholders"), of the Offer Price. Our opinion does not address any other aspect of the Offers.

In arriving at our opinion, we reviewed and analyzed, among other things:

1. the engagement agreement between FTICA and the Company as of May 25, 2021 (the "Engagement Agreement");
2. the offer to purchase for the U.S. Offer (the "U.S. Offer to Purchase") and the related documents that have been filed as exhibits to the Schedule TO filed by the Offerors, dated May 24, 2021 (the "Schedule TO");
3. the informative memorandum (folleto informativo) and the related documents that have been filed with the National Banking and Securities Commission in Mexico (Comisión Nacional Bancaria y de Valores, "CNBV") dated May 24, 2021 (the "Folleto Informativo Definitivo", and together with Schedule TO, the "Offer Documents");
4. the Company's publicly disclosed financial statements covering the period December 31, 2017 through March 31, 2021;
5. a summary of the Company's agreement (the "Concession Agreement") with the Mexican Ministry of Communications and Transportation, covering the Company's rights and responsibilities pertaining to each of the 13 airports that the Company operates under the Concession Agreement;
6. forecasts prepared by the Company's management ("Management") covering the Company's financial performance covering the period April 1, 2021 through October 31, 2048 prepared on or about May 25, 2021 by Management (the "Forecast");
7. recent analyst reports from analysts that cover the Mexican airline industry and/or Company; and
8. a management representation letter addressed to FTICA addressing the accuracy and completion of information provided by Management to FTICA.

In addition, we have had discussions with Management concerning the Company's business, operations, assets, liabilities, financial condition and prospects and undertaken such other studies, financial analyses and investigations as we deemed appropriate.

In arriving at our opinion, we have relied upon and assumed, without independent verification, the accuracy and completeness of the financial and other information and data furnished to or disclosed to us by Management (including any materials prepared by third parties and provided to FTICA by or on behalf of Management), or that were reviewed by us, and we have not assumed and we do not assume any responsibility or liability for independently verifying such information. We have further relied upon the assurances of Management that they are not aware of any facts

FTI Capital Advisors, LLC is a wholly owned subsidiary of FTI Consulting, Inc.

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