Report of Foreign Issuer (6-k)
13 August 2019 - 9:13PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20546
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For
the month of August, 2019
Commission
File Number:
001-38354
Corporación
América Airports S.A.
(Name of Registrant)
4, rue de la Grêve
L-1643, Luxembourg
Tel: +35226258274
Fax: +35226259776
(Address of Principal Executive
Office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F
x
Form
40-F
¨
Indicate by check mark if the registrant is
submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
¨
Note
: Regulation S-T Rule 101(b)(1) only
permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is
submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
¨
Note
: Regulation S-T Rule 101(b)(7) only
permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private
issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s
securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed
to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission
or other Commission filing on EDGAR.
AEROPUERTOS ARGENTINA 2000 S.A. CREDIT
FACILITY AGREEMENTS
We hereby inform that
Aeropuertos Argentina 2000 S.A. (the “
Company
”), our subsidiary, entered into two credit facility agreements
and filed, on August 12, 2019, the following relevant fact (
hecho relevante
) in Argentina with
Comisión Nacional
de Valores (“CNV”)
,
Bolsas y Mercados Argentinos S.A.
and
Mercado Abierto Electrónico S.A.
:
“
RELEVANT FACT – CREDIT
FACILITY AGREEMENTS
“I hereby inform
that on August 9, 2019, Aeropuertos Argentina 2000 S.A. (the “
Company
”) has entered into two credit facility
agreements: (a) the “onshore” credit facility agreement for a principal amount of US$85,000,000 and (b) the “offshore”
credit facility agreement for a principal amount of US$35,000,000. The creditors were Citibank N.A., Industrial and Commercial
Bank of China (Argentina) S.A., Banco Galicia and Buenos Aires S.A.U. and Banco Santander Río S.A (jointly, the “
Lenders
”).
The term for the
credit facility agreements shall be of thirty-six (36) months as from the borrowing date.
The principal amount
under the credit facility agreements shall be repaid in eight (8) quarterly equal and regular installments, the first one being
payed as from 12 months of the borrowing date, and it shall bear interests: (i) regarding the onshore credit facility agreement,
at a fixed annual nominal rate of 9.75%; (ii) regarding the offshore credit facility agreement, at a variable rate equivalent to
(a) the LIBOR rate plus (b) an applicable interest rate of an annual nominal 5,500% plus (c) the applicable withholding tax.
The proceeds shall
be applied to the construction of infrastructure works in the airports that integrate Group “A” of the National Airport
System regulated by the Company.
To secure its obligations
under the two credit facility agreements, pursuant to the Argentine Collateral Trust Agreement dated August 9, 2019 (under Argentine
law), the Company has transferred and assigned to the collateral trustee, acting on behalf of the Trust, for the benefit of the
Lenders, acting as the beneficiaries, all: (a) rights, title and interest in, to and under (but none of its obligations under or
relating to) each payment of the cargo airport charges payable by the user of such services in connection with all proceeds derived
from export and import services carried out by Terminal de Cargas Argentina (a business unit of the Company), including but not
limited to the storage, handling, flight preparation, refrigeration and scanning of merchandise through any of the Airports (other
than 15% of the total revenues of the Concession pursuant to Article 5 of the Memorandum of Agreement); and (b) any residual amount
that the Company could be entitled to receive pursuant to article 11.4 of the collateral trust agreement dated January 17, 2017,
entered into the Company and Citibank, in respect of the rights to receive payment in the event of a termination, expropriation
or redemption of the concession agreement entered by and between the National Government and the Company on February 9, 1998 and
approved by Decree No. 163/1998; including the right to receive and withhold all the payments pursuant to them and any other produced
by them, assigned in trust to secure the Existing Notes issued by the Company. Said assignment has been authorized by means of
pursuant to Resolution No. 61/2019 of the ORSNA, dated on August 8, 2019”.
SIGNATURES
Pursuant to
the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Date: August 13, 2019
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Corporación
America Airports S.A.
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By:
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/s/
Andres Zenarruza
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Name: Andres
Zenarruza
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Title: Legal
Manager
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By:
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/s/
Raúl Guillermo Francos
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Name: Raúl
Guillermo Francos
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Title: Chief
Financial Officer
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