International Issuance of Notes of AA2000

On November 4, 2021, Aeropuertos Argentina 2000 S.A. (“AA2000”) issued in the domestic and international markets two series of Notes: (i) 8.500% Class I Series 2021 Additional Secured Notes, due 2031 for an aggregate principal amount of US$64,000,000 (the “Series 2021 Additional Notes”), which have the same terms and conditions as the Series 2021 Additional Notes issued in exchange of Series 2017 and Series 2020 Notes (the “Existing Notes”), constituting a single class and being fungible among them, and (ii) 9.500% Senior Secured Notes, due 2027 for an aggregate principal amount of US$62,016,667 (the “Senior Secured Notes” and together with Series 2021 Additional Notes, the “Notes”).

Citigroup Global Market Limited acted as Initial Purchaser of the Notes, while Macro Securities S.A. and Banco Macro S.A. acted as local placement agent and settlement agent, respectively.

The Notes are authorized for trading in the Euro MTF, the alternative market of the Luxembourg Stock Exchange. In Argentina, the Notes are authorized for listing and trading in Bolsas y Mercados Argentinos S.A. and in the Mercado Abierto Electrónico S.A., respectively.

The Series 2021 Additional Notes are secured by the same existing collateral securing the Existing Notes, including the international and regional airport passenger use fee fiduciary assigned in favor of the trust agreement dated January 14, 2017 executed by and between AA2000 and the Branch of Citibank N.A., established in Argentina, as Argentine collateral agent (the “Tariffs Trust”); and (ii) on a subordinated basis (being the primary beneficiaries the creditors of AA2000 under certain loans that they have or may have in the future, as well as under the new debt that may be incurred by the Company whose proceeds are applied for infrastructure works for an aggregate amount of up to US$400,000,000), by the freight airport charges for import and export services, as well as any residual cash flows that AA2000 has the right to receive as final beneficiary and beneficiary under the Tariffs Trust, by virtue of the trust agreement dated August 9, 2019 by and between AA2000 and the Branch of Citibank N.A., established in the Argentine Republic, as Argentine collateral agent (the “Cargo Trust”).

The Senior Secured Notes are secured by the Cargo Trust, in a proportional and pari passu basis with certain loans that the Company has and may have in the future with financial entities and to new debt that may be incurred by the Company whose proceeds are applied for infrastructure works for an aggregate amount of up to US$400,000,000.

Upon cancellation of the outstanding Existing Notes, the Notes will be secured by the Tariffs Trust and Cargo Trust, in a proportional and pari passu basis with the commercial bank lenders and the debt incurred for infrastructure works.

Additionally, each of the Series 2021 Additional Notes and the Senior Secured Notes will be by an offshore reserve account opened in a financial entity of New York.

The Notes were issued by AA200 in the context of the pandemic declared by the World Health Organization regarding COVID-19, which has severely affected the national and international air traffic and, therefore, the financing needs of AA2000.

AA2000 is the largest airport concessionaire in Argentina since 1998 and has the right –under a Concession Agreement with the Argentine Government– to use, operate and manage 35 of the 54 airports of the Argentina airport system, including two of the busiest airports in Argentina.

Advisors of Aeropuertos Argentina 2000 S.A.

Bomchil acted as legal advisor in Argentina through its partners Patricio Martin and María Victoria Funes and their associates María Victoria Tuculet, Luciano Zanutto, Emir Faita and Josefina Benzaquen.

Greenberg Traurig acted as legal advisor in the United States with a team led by Marc Rossell and Drew Altman, assisted by the associates Godric Shoesmith and Santos Gonzalez Victorica.

Finally, Andrés Zenarruza and Candela López Linetti participated in the transaction as internal legal advisors of AA2000.

Advisors of the Initial Purchaser, local placement, and settlement agent.

Marval O'Farrell Mairal served as legal advisor in Argentina of the Initial Purchaser (Citigroup Global Markets Limited), the local placement agent (Macro Securities S.A.) and the local settlement agent (Banco Macro S.A.), with a team led by partner Roberto E. Silva, assisted by associates Agustina Ranieri, Francisco Abeal, Martín I. Lanus (currently serving as foreign associate in the United States), Pablo H. Lapiduz and Cecilia V. Ramos.

Linklaters LLP acted as legal advisor in the United States of the international organizers with a team led by the partner Conrado Tenaglia, assisted by counsel Alejandro Gordano and associates Juan Mata, Madeleine Belhaut and Monica Pérez-Banuet Farell.

Advisors of the issuing agent

Beccar Varela served as legal advisor in Argentina of the issuing agent (Citibank N.A.) and the Argentine security agent (The Branch of Citibank N.A., established in Argentina), with a team led by partner Daniel Levi, and assisted by associate María Inés Cappalletti.
Alston & Bird served as legal advisor in the United States of the issuing agent with a team led by partner Adam Smith assisted by associate Gina Masterson.

This issuance includes one more transaction of AA2000 in which Marval O’Farrell Mairal, Bomchil and Beccar have participated as advisors, in addition to an extensive list including the issuance of the Series 2017 notes issued by AA2000 in 2017 and their exchange in 2020 in the context of the COVID-19 pandemic, the initial public offering of the shares of Corporación America Airports S.A. –the controlling entity of AA2000–, the granting of certain loans granted to AA2000 in 2019 and its refinancing (which will take place soon); the exchange of the Existing Notes for Series 2021 Additional Notes and the execution of a framework refinancing agreement of the loans owed by AA2000.