Chairman of NYSE-Listed Mexican Airport Operator Seeks Controlling Stake
Milbank Represents Owner of Private Equity Firm in Proposed Cross-Border Tender Offer
NEW YORK, April 10, 2007 – Grupo Aeroportuario del Sureste, S.A.B. de C.V. (“ASUR”) announced that its chairman and interim CEO Fernando Chico Pardo has proposed to acquire through an unsolicited tender offer a majority of the company’s outstanding stock. ASUR is publicly traded on the New York Stock Exchange as well as in Mexico and was the first privatized Mexican airport group. ASUR operates nine airports in southern Mexico, including the Cancún airport, Mexico’s second largest airport. The international law firm Milbank, Tweed, Hadley & McCloy LLP, led by partners Michael Fitzgerald and Roland Hlawaty and associate Caroline Walther-Meade, is representing Mr. Chico in connection with the proposed tender offer and acquisition financing by Citigroup.
Mr. Fitzgerald noted, “There is a huge pool of liquidity and pent up demand for infrastructure investment in Mexico. With the start up of at least six new low cost airlines in Mexico in the past year, airport infrastructure investment is particularly interesting.”
Mr. Chico is the founder and president of Promecap, S.C., one of Mexico’s leading private equity firms. In 2004 he acquired a 24.5% ownership stake in ASUR’s strategic partner ITA. Mr. Chico presented his acquisition proposal in a letter to the company’s board of directors and recently filed a Schedule 13D in connection with the proposed U.S. and Mexican tender offers. The acquisition and related working capital facilities are expected to involve acquisition financings of over $1 billion.
The Milbank team representing Fernando Chico is led by M & A partner Roland Hlawaty, associate Carolina Walther-Meade for acquisition financing and corporate partner Michael Fitzgerald. Associates Laurie Duke and Joyce Chang and international attorney Carlos Chavez are also assisting in the project.
About the Proposed Tender Offer:
Mr. Chico’s proposal, made in an unsolicited letter to ASUR’s board, outlines the proposed terms of the acquisition. If the proposal is accepted by ASUR’s board of directors, the tender offer for the NYSE traded shares and the shares traded in Mexico would be made simultaneously. Upon completion, Mr. Chico would effectively own 54 percent of ASUR’s capital stock, including his indirect ownership through Inversiones y Téchnicas Aeroportuarias, S.A. de C.V. (“ITA”). ITA is jointly owned by Mr. Chico and Copenhagen Airports A/S, a subsidiary of Macquarie Bank. The tender offer is subject to the approval by ASUR’s board as well as various Mexican regulatory approvals.
Grupo Aeroportuario del Sureste, S.A.B. de C.V. [NYSE: ASR; BMV: 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 Mexico.
Milbank’s Latin America Practice Group:
Milbank’s Latin America Practice Group has played a prominent role in some of the region’s most innovative and complex transactions, including M & A, securities offerings, project financings and restructurings. Milbank’s Latin America Practice Group is renowned for its leadership in sophisticated cross-border transactions and combines both the transactional and regulatory expertise necessary to successfully negotiate and close mergers & acquisitions and other transactions across a wide range of industries.
Milbank’s Latin America Practice Group has been involved in a number of “first of its kind” transactions in Latin America. Recent notable engagements include:
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$217 Million Grupo Simec Offering: Milbank represented the underwriter Citigroup Global Markets in North American steel maker Grupo Simec’s concurrent offering of shares in Mexico and ADSs in global markets. This is the first SEC registered equity offering out of Mexico in 2007.
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$6 billion CVRD Pre-Export Financing: Milbank represented metals & mining company Companhia Vale do Rio Doce (“CVRD”) and CVRD International in a $6 billion pre-export financing. The financing, unprecedented in size, underscored the market strength of CVRD and the successful strategy of positioning the company as a global borrower.
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$1 billion Vitro High Yield Offering: Milbank represented Mexican glass manufacturer Vitro, S.A.B. de C.V. in a $1 billion high-yield offering, the largest Latin American high yield offering ever. The proceeds of the offering were used to complete the company’s restructuring.
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$650 million Satmex Restructuring: Milbank represented the creditors’ committee in the complex cross-border restructuring by Satélites Mexicanos, S.A. de C.V. (“Satmex”), one of Mexico’s leading satellite service providers. The innovative, comprehensive restructuring process took several years to complete due to its cross-border nature (Mexican company with U.S. debt and equity holders), equity structure (23% owned by the Mexican Government) and a reliance on concessions from the Mexican Government and Mexican regulators for the continued operation of its business. Satmex was named 2006 “Restructuring Deal of the Year” by Latin Finance Magazine.
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$200 Million IUSA Offering: Milbank represented Industrias Unidas, S.A. de C.V. (“IUSA”), one of the largest conglomerates in Mexico, in its inaugural U.S. securities offering.
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$600 Million Banorte Offering: Milbank represented Banco Mercantile del Norte S.A. (“Banorte”), the largest non-foreign owned bank in Mexico, in its issuance of $600 million of “Tier I” and “Tier II” capital securities in the international capital markets. The offering marks the largest capital securities offering ever by a Mexican bank.
About Milbank
Milbank, Tweed, Hadley & McCloy LLP is a preeminent global law firm that for more than 140 years has provided innovative legal solutions in many of the world’s largest, most complex, “first-ever” corporate transactions and litigation. Our transactional expertise includes capital markets, corporate finance and transactions, project finance, acquisition finance, and other major fields of law practice. Milbank litigation teams resolve disputes involving mergers and acquisitions, proxy battles, financings and securities offerings, intellectual property, white collar crime, and corporate restructurings, among others. Our clients range from prominent multinational financial, industrial and commercial enterprises to governments, institutions and individuals. The Firm is headquartered in New York, with offices in Los Angeles, Washington, DC, London, Frankfurt, Munich, Tokyo, Hong Kong, Singapore and Beijing.