#Spain #Madrid #Senior Secured Notes #consent solicitation #International Airport Finance

International Airport Finance, S.A. Achieves Successful Results in Consent Solicitation

On November 5, 2025, International Airport Finance, S.A. (the Issuer) announced a significant achievement concerning its earlier solicitation of consents related to its 12.000% Senior Secured Notes due in 2033. This solicitation aimed to acquire necessary waivers from registered holders of these notes, enabling a smoother pathway for future financial arrangements.

The consent solicitation process commenced with the aim of gathering approval from note holders to waive provisions under three key agreements established on March 14, 2019. These included the indenture with Citibank as the indenture trustee and other related financing agreements. The Issuer's objective for this initiative is to facilitate the redemption of the notes through the proceeds from concurrent financing ventures that an affiliated entity aims to secure.

The deadline for submission of consents was set for 5:00 PM, New York City time, on November 4, 2025. By this time, a substantial majority of the holders had successfully delivered the required consents, thus passing the necessary thresholds outlined in the consent solicitation statement released on October 29, 2025.

With the expiration of this deadline, all validly submitted consents remain irrevocable, marking a successful step for the Issuer. This constructive outcome aligns with the Issuer's proactive strategies to ensure liquidity and financial stability moving forward.

In tandem with this solicitation, the Borrower under the indenture announced a proposed issuance of new senior secured notes, commonly referred to as the New Notes. Notably, these notes are planned to remain unregistered in compliance with the U.S. Securities Act of 1933 and will cater primarily to qualified institutional buyers and non-U.S. entities through offshore transactions. This structured approach is designed to attract a diverse investor base while adhering to regulatory frameworks.

Moreover, the Borrower has confirmed commitments of up to $200 million from Ecuadorian banks, providing a robust credit facility that underscores confidence in this financing strategy. This injection of capital aims to bolster the Issuer's capacity to fulfill its obligations and implement its strategic financial plans.

Once the set conditions are met, the Issuer intends to compensate those who delivered valid consent with a payment of $10 per $1,000 in nominal principal amount of the notes for which consent was given. These payments will occur on the designated settlement date following the pricing date of the concurrent financing.

Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC acted as solicitation agents in this consent solicitation while Global Bondholder Services Corporation served in the role of information and tabulation agent. Investors and interested parties were encouraged to reach out to these institutions for further details regarding the solicitation process and outcomes.

It is essential to note that this press release serves purely as an informational piece and does not constitute an offer to sell or a solicitation to purchase any securities. Additionally, neither the solicitation statement nor any related documents have been reviewed by or filed with any federal or state securities commission, reinforcing the importance of due diligence in investment decisions.

As International Airport Finance, S.A. progresses in executing its financial strategy, this successful consent solicitation marks a pivotal moment for future endeavors, setting the stage for subsequent financing achievements and enhanced operational capacity.

In conclusion, this development showcases the Issuer's commitment to navigating complex financial landscapes and optimizing opportunities for growth and stability.