In Mexico
ASURLic. Adolfo Castro
(52) 5552-84-04-08 acastro@asur.com.mx
In the U.S.
Breakstone Group Susan Borinelli (646) 330-5907sborinelli@breakstone-group.com
For Immediate Release
AEROSTAR SIGNS LEASE FOR LUIZ MUNOZ MARIN AIRPORT México D.F., July 24, 2012 Grupo Aeroportuario del Sureste, S.A.B. de C.V. (NYSE:ASR; BMV:ASUR), (ASUR) the first privatized airport group in
Mexico and operator of Cancún Airport and eight other
airports in southeast
Mexico, today announced that Aerostar Airport Holdings
("Aerostar") signed a lease agreement (the "Lease Agreement")
today for the Luis Munoz Marin
international airport in San Juan, Puerto Rico ("LMM
Airport") with the Puerto
Rico Ports Authority (the "PRPA"). Aerostar won the right to
enter into the Lease Agreeement following a public bidding
process in which the Puerto Rico Public-Private Partnership
Committee ("Puerto Rico P3 Committee") declared Aerostar the
winner on July 19, 2012. Aerostar is a limited liability
company owned 50% by each of ASUR (through its Cancun Airport
subsidiary) and Highstar Capital IV.
The closing of the Lease Agreement is subject to a number of
conditions precedent, including approval of the Lease
Agreement and the award of a Part 139 operating certificate
by the U.S. Federal Aviation Administration ("FAA"), the
accuracy of representations and warranties made by the PRPA
in the Lease Agreement, certain other governmental approvals,
and other customary conditions precedent. Aerostar expects to
submit an application for FAA approval shortly.
The Lease Agreement has a term of 40 years and involves an
upfront payment of $615 million, which is expected to be
funded by a mixture of debt financing incurred by Aerostar
and equity contributions by each of ASUR (through its Cancun
Airport subsidiary) and Highstar Capital IV. During the term
of the Lease Agreement, Aerostar will be required to make
annual revenue-sharing payments to the PRPA, fixed at $2.5
million per year for the first five years, 5% of gross
airport revenues for the sixth through the thirtieth years
and 10% of gross airport revenues for the thirty-first
through fourtieth years. The Lease Agreement also requires
Aerostar to make certain repairs and minor structural
upgrades to LMM Airport, such as replacing broken floors and
installing Wi-Fi connectivity in the terminals, within 18
months of the closing of the Lease Agreement, and to
reimburse the PRPA for certain fire and police services that
will continue to be provided by the PRPA.
The Lease Agreement includes a form of use agreement to be
entered into by Aerostar and each airline serving LMM
Airport, which was negotiated and agreed among Aerostar, the
PRPA and the airlines during the public bidding
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process (the "Use Agreement"). Pursuant to the Use Agreement,
the airlines serving LMM Airport will collectively make
aggregate payments of $62 million per year for landing,
parking and terminal fees and fees for "exclusive use space"
in the first five years of the lease, regardless of the level
of passenger traffic. Beginning in the sixth year, the $62
million annual aggregate payment will be increased annually
by the U.S. consumer price index. These fees will be
allocated on a yearly basis among the airlines based on
passenger traffic, landing weight, parking time and the
amount of "exclusive use space" used by each airline. The Use
Agreement also requires Aerostar to contribute $6 million to
a "Puerto Rico Air Travel Promotion and Support Fund" to be
allocated among airlines who increase passenger traffic to
LMM Airport in the first three years of the lease.
Furthermore, Aerostar will be required by the Use Agreement
to contribute at least $34 million to certain capital
improvement projects at LMM Airport, which will be required
to be completed on a schedule to be mutually agreed among
Aerostar and the airlines. A separate Use Agreement is
expected to be executed with each airline serving LMM Airport
concurrently with the closing of the Lease Agreement.
In addition to the revenues collected pursuant to the Use
Agreements, the Lease Agreement provides that Aerostar will
be entitled to operate and collect all other revenues in
connection with the LMM Airport, including revenues from
commercial concessionaires. With the exception of certain
utility charges and charges limited by law, these revenues
are not capped by the Lease Agreement or the Use Agreements.
Aerostar will also be entitled to collect passenger facility
charges and government grants-in-aid, which can be used to
fund capital projects at LMM Airport.
Furthermore, the Lease Agreement contains an "adverse action"
clause, which provides for payments by the PRPA to Aerostar
in the event that any Puerto Rico governmental authority
takes an action that is expected to be principally borne by
Aerostar, private operators of comparable public airports or
certain other classes of parties and that has a material and
adverse effect on Aerostar's lease interest in LMM Airport.
Payments to Aerostar as a result of an "adverse action" are
guaranteed by the Government Development Bank of Puerto
Rico.
The text of the Lease and Use Agreements is available at the
website of the Puerto Rico P3 Committee at http://www.app.gobierno.pr/?page_id=121.
ASUR continues to evaluate the accounting treatment of its
investment in Aerostar.
Grupo Aeroportuario del Sureste, S.A.B. de C.V. (ASUR) is a Mexican airport operator with concessions to operate, maintain and develop the airports of Cancún, Mérida,
Cozumel, Villahermosa, Oaxaca, Veracruz, Huatulco, Tapachula and Minatitlán in the
southeast of México. The Company is listed both on the NYSE in the U.S., where it trades under the symbol ASR, and on the Mexican Bolsa, where it trades under the
symbol ASUR. One ADS represents ten (10) series B shares.
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Some of the statements contained in this press release discuss future expectations or state other forward-looking information. Those statements are subject to risks identified in this press release and in ASUR's filings with the SEC. Actual developments could differ significantly from those contemplated in these forward-looking statements. The forward-looking information is based on various factors and was derived using numerous assumptions. Our forward-looking statements speak only as of the date they are made and, except as may be required by applicable law, we do not have an obligation to update or revise them, whether as a result of new information, future or otherwise.
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