Relevant Event

ALEATICA ANNOUNCES FOURTH QUARTER 2019 RESULTS

 Mexico City, February 27th, 2019 – Aleatica, S.A.B. de C.V. (“Aleatica” or “the Company”) (BMV: ALEATIC), one of the largest operators of transportation infrastructure concessions in the private sector, announced today its unaudited results for the fourth quarter of 2019 (“4Q19”) and twelve months (“12M19”) periods ended December 31st, 2019.

Download document
Back to Relevant Events

Regina Erbessd ManzanoRelevant Event

Relevant Event

Mexico City, February 14, 2020.- Based on the information contained in the Audit Report of the Civil Service for 2019, regarding the Autopista Amozoc-Perote (the “Concession”) Aleatica S.A.B. de C.V., (“Aleatica” or the “Company”) (BMV: “ALEATIC”) informs that:

1)         The Concession was granted by the Ministry of Communications and Transportation (the “SCT”) to Grupo Autopistas Nacionales, S.A (“GANA”), a concessionaire in which both the Company and Invex Infraestructura, S.A.P.I. de C.V., act as shareholders. All documentation is in good standing and in compliance with the corresponding concession title.

2)         In operating the Concession, GANA has complied with all its obligations pursuant to applicable law.

3)         GANA has not been formally notified of any procedure regarding a breach of the terms of the Concession and we are confident that the competent authorities will provide the required information to clarify the situation.

Back to Relevant Events

 

 

Regina Erbessd ManzanoRelevant Event

Relevant Event

Mexico City, November 12, 2019.- Regarding the information referred by the Minister of Communications and Transportation (SCT), Javier Jiménez Espriú, about alleged irregularities in the granting of the concession of Viaducto Bicentenario by the Government of the State of Mexico, Aleatica S.A.B. from C.V., (“Aleatica” or the “Company”) (BMV: “ALEATIC”) informs that:

  • The Concession Title, granted by the Government of the State of Mexico, was obtained by the company in good faith. All of our documentation is in good standing and fully complies with the requirements to operate the concession.
  • In operating the Viaducto Bicentenario, Aleatica has complied with the operating requirements of the Sistema de Autopistas, Aeropuertos, Servicios Conexos y Auxiliares del Estado de México (“SAASCAEM”) during more than nine years. In the evaluations that SAASCAEM carried out on the conditions of the road, corresponding to the first and second semester of 2018, the Viaducto Bicentenario obtained 474.5 and 466.34 points, respectively, of 500 possible points and 8.19 out of 10 possible points in services in the 2Q of 2019, ranking as one of the best qualified toll roads of the State of Mexico highway network.
  • We trust that the authorities will provide all the required information to fully clarify the situation.

Download document
Back to Relevant Events

Regina Erbessd ManzanoRelevant Event

Relevant Event

Mexico City, Mexico, October 24, 2019.- In line with Aleatica’s global efforts to continue to strengthen corporate governance in all the geographies in which it operates Aleatica, S.A.B. de C.V. (the “Company”) informs the market that today, the Board of Directors of the company appointed  Mr. Kenneth Frederick Daley – also known as Ken Daley, as interim director and president of the Board, in line with the Company’s bylaws; and its shareholders have approved changes to the composition of specific committees of its Board of Directors.

The appointments, which strengthen the role of independent board members and proactively rotate the chairmanship of the Board of Directors, and the Audit and Corporate Practices Committees, follow international best practices and the corporate integrity priorities and guidelines that, as its controlling shareholder, IFM Investors has set.

The appointment of Mr. Ken Daley as interim director and president of the Board follows the resignation of Mr. Juan Luis Osuna Gomez as announced by the Company on 9 October.  Mr. Daley, who has also been appointed as CEO of Aleatica SAU, has four decades of experience within the global toll road sector having served as CEO of the Indiana Toll Road and previously as a senior executive for Transurban in Australia and the US, working on numerous projects throughout Europe, the US, Southeast Asia, and Latin America. Mr. Ken Daley has extensive experience under the IFM Investors’ network in senior executive capacities and brings a profound understanding of IFM’s operating standards, practices and values.

In addition to the appointment of Mr. Ken Daley, as interim director and president of the Board, the other key changes that have been enacted include:

  • The Audit and Corporate Practices Committees are now fully comprised of independent directors. As independent director, Alberto Felipe Mulás Alonso has been elected to replace Juan Luis Osuna Gómez within the Corporate Practices Committee. As a result, both the Audit and Corporate Practices Committees will be exclusively comprised of independent directors. Mr. Mulas joined the Aleatica Board in 2018 and has a long track record and experience in investment banking, corporate finance, governance practices and strategic planning activities in the transportation and infrastructure sectors, having previously served as independent board member at RCO and ICA, where he was a member of the Corporate Practices committee for the latter and currently serving on the boards of OMA, Fibra Uno, and IENOVA in addition to Aleatica.
  • The rotation of chairmanship in both the Audit and Corporate Practices Committees has been completed among existing committee members. Independent director and member of the Corporate Practices Committee José Guillermo Kareh Aarun will replace independent director Antonio Hugo Franck Cabrera as president of the Corporate Practices Committee; Independent director and member of the Audit Committee Francisco Javier Soni Ocampo will replace Carlos Cárdenas Guzmán as president of the Audit Committee. Mr. Franck and Mr. Cardenas had served in these positions since November 25, 2015.

As a result, the Audit Committee will now be comprised of:

  • Francisco Javier Soni Ocampo, president.
  • Carlos Cárdenas Guzmán, member.
  • Luis Miguel Vilatela Riba, member.

Similarly, the Corporate Practices Committee will now be comprised of:

  • José Guillermo Kareh Aarun, president.
  • Alberto Felipe Mulás Alonso, member.
  • Antonio Hugo Franck Cabrera, member.

Other changes approved during the shareholders meeting include the appointment of José Ignacio Rivero Andere as Secretary of the Board, replacing Jose Salem. In addition, José Victor Torres will not continue to serve as a board member.

The changes effected by the Board of Directors and at the Shareholders Meeting evidence the Company’s commitment to and the shareholders’ support of Aleatica’s continued efforts to further strengthen corporate governance.

Download document
Back to Relevant Events

Regina Erbessd ManzanoRelevant Event

Relevant Event

Mexico City, Mexico October 9, 2019.- Aleatica S.A.B. de C.V. (the “Company”) informs the market that, as per the press release (the “Press Release”) issued on this date by Aleatica SAU, it has become aware that Mr. Juan Luis Osuna Gómez has submitted his resignation as chairman of the Board of Directors of the Company and also as a member of the corporate practices committee. The Company understands that Mr. Osuna´s resignation will be considered by the shareholders of the Company at an Ordinary Shareholders’ Meeting to be held on October 24, 2019.

The Press Release indicates that Mr. Ken Daley, who has been a board member of Aleatica SAU since April 2018 and has become the newly appointed CEO of Aleatica SAU, will be nominated to replace Mr. Osuna as chairman of the Board of the Company.

The Press Release also states that the announcement follows the resignation of Mr. Osuna as CEO and board member of Aleatica SAU and the appointment of Ken Daley as Aleatica SAU’s CEO, as explained in the following transcribed Press Release:

Madrid, Spain, October 9, 2019.- Aleatica SAU announces that its Board of Directors has accepted Mr. Juan Luis Osuna Gómez’s resignation as CEO and director of Aleatica SAU. Mr. Osuna also submitted his resignation as president of the Board of Directors of Aleática, S.A.B. de C.V. and as a member of its corporate practices committee. In his replacement, the Board of Aleatica SAU has appointed Mr. Ken Daley as its new CEO and intends to also nominate him as the chairman of the Board of Directors of Aleática, S.A.B. de C.V.

Ken Daley, who has four decades of experience within the global toll road sector, has an impressive record of leadership and operational expertise, a profound understanding of IFM’s operating standards, practices and values, and extensive familiarity with Aleatica SAU’s business across the different geographies in which it operates. He serves on the board of all of IFM Global Infrastructure Fund’s (IFM GIF) toll road investments: Indiana Toll Road (“ITR”), M6Toll, and Aleatica SAU, where he has been a director since its founding and has already spent several months within the business, aiding in the deployment of new initiatives.

Mr. Daley has extensive experience under the IFM network in senior executive capacities and has been involved in the acquisition due diligence for all of IFM’s toll road investments. Most recently, he served as CEO of ITR. During his time as CEO of ITR, Mr. Daley was critical to implementing IFM’s best practices and values across ITR’s operations, safety culture, organizational structure, governance, and stakeholder engagement. This work laid the foundation for an additional $850 million investment and the launching of major capital investment programs.

Prior to his role at ITR, Mr. Daley served as a senior executive for Transurban in Australia and the US, working on numerous projects throughout Europe, the US, South East Asia and Latin America. Mr. Daley received the Max Lay Lifetime Achievement Award for pioneering tolling interoperability across Australia.

Mr. Osuna has been the CEO of Aleatica SAU since its acquisition by IFM GIF in 2018 and led the early phases of the Company towards its consolidation as an independent standalone operator of transport infrastructure assets and the transition of the business to a wholly-owned portfolio company within the IFM network. As Aleatica SAU enters a new phase of maturity under Ken Daley’s stewardship, it will continue progressing the direction set by IFM Investors, reaffirming its commitments to IFM’s best practices and values in relation to safety, customer service, community and stakeholder engagement.

The Board of Directors of Aleatica SAU formally expressed its appreciation for Mr. Osuna’s valuable contribution during Aleatica’s transitional period.

IFM Investors and Aleatica SAU remain committed to raising industry standards through continued focus on its five strategic pillars: safety, sustainability, customer service, transparency / governance and team.

Download document
Back to Relevant Events

Regina Erbessd ManzanoRelevant Event

Relevant Event

Mexico City, Mexico September 23, 2019.- Aleatica, S.A.B. de C.V. (the “Company”) informs the market of new global measures, which include the creation of the position of Aleatica’s Global Head of Internal Audit, as well as changes and appointments within the global compliance and risk team. As Aleatica SAU explained in a press release issued in Spain, these measures: support its evolution to a new phase of maturity as an independent operator of infrastructure assets.

Specifically, the newly created office of global internal audit will, among other functions, oversee Aleatica’s global internal audit functions, including Mexico. In connection with the above, Aleatica SAU announced the appointment of Jesús Pinelo as Global Head of Internal Audit, who has also been approved by the board of directors of the Company to oversee the internal audit functions in Mexico and who will report to the Company’s audit committee. As Aleatica SAU explained through the press release,

The creation of Aleatica’s office of global internal audit –which operates with independence from the global compliance and risk team, as well as from the management team, reporting directly to the Audit and Risk Committee of Aleatica SAU’s Board of Directors and Aleatica, S.A.B. de C.V.’s Audit Committee—is aligned with international best practices in corporate governance, risk management and compliance. Aleatica, S.A.B. de C.V. will adopt the internal auditing policies and practices established by the global office of internal audit and Aleatica’s Global Head of Internal Audit will oversee all the existing local internal audit functions, building upon the successful deployment of the One Aleatica policies, which were announced last year.

Commencing 1 October, the office of global internal audit will be headed by Jesús Pinelo, who has two decades of experience in senior roles in audit and financial reporting in companies like Deloitte and Unión Fenosa. Most recently, Mr. Pinelo served a decade-long tenure as head of internal audit for Spain & International at Ferrovial Group.

In parallel, additional changes have been announced in the structure of the global compliance and risk department, which oversees the operation of a team that has been significantly strengthened globally and in Mexico. In connection with the above, Aleatica SAU stated the following:

After playing an instrumental role in the first phase of building out Aleatica’s global compliance and risk function, Pedro Montoya has concluded his tenure as Aleatica’s global chief compliance and risk officer effective today, as he has decided to pursue another professional opportunity with another company with a global footprint. During this phase, Pedro built out the compliance and risk management function, completed several enhancements to the risk management framework and strengthened focus on compliance, including revised internal controls and the launch of a comprehensive training program.

 In the next phase, the compliance and risk function will continue to build on the existing framework globally, while leading Aleatica towards best-in-class corporate governance, risk management and compliance. This will include country-specific initiatives and execution in each of the geographies where Aleatica operates, including Mexico.

The board has appointed Pablo Olivera, who continues to serve as Global General Counsel, as Interim Global Chief Compliance and Risk Officer (CCRO) and launched the search for a new CCRO. In fulfilment of this role, Pablo Olivera will receive additional support from Javier Soni in Mexico, an independent director of Aleatica S.A.B. de C.V. who has significant experience in compliance and the US Foreign Corrupt Practices Act, and led Walmart Mexico through the implementation of its strengthened compliance framework. The CCRO function will continue to be supported by key executives that joined the company this year, as well as external counsel.

In addition, Pablo Olivera has been appointed by the Company’s board of directors as interim CCRO in Mexico to ensure continuity and consistency in the compliance and risk functions.

The Company remains committed to strengthening corporate governance, transparency and corporate integrity through the adoption of international best practices, and the development of new programs that contribute to raising industry standards.

Download document
Back to Relevant Events

Regina Erbessd ManzanoRelevant Event

Relevant Event

Mexico City, August 22, 2019- Following the Relevant Events issued by the Company on April 8 and 9, June 14 and July 22 2019, regarding: the termination of the Engineering, Procurement and Construction Contract (the “EPC Contract”) for the Atizapán – Atlacomulco High Specification Toll-Road in the State of Mexico (the “ATAT Toll-Road”), the construction works of the ATAT Toll-Road in terms of the Concession Title and the dialogue held with the Ministry of Communications and Transportation (“SCT”) for the continuity of these construction works; Aleatica informs the market that:

Today, the SCT formally notified Concesionaria AT-AT, S.A. de C.V. (“ATAT”), a subsidiary of Aleatica, of an amendment to the ATAT Toll-Road’s original construction program, which provides for a revised period of 24 months from August 1, 2019 for the completion of the works, and generates conditions that favors the project’s continuity and due execution.

In the decision to amend the construction program, considerations include the existence of causes that are independent to the will of the Ministry and ATAT which, despite having been afforded the pertinent attention by the relevant parties, have impeded the timely execution of construction works. As such, this considers the project’s current condition based on the status of the rights of way, among other considerations.

The modification of the construction program is a positive action from the Federal Government, which reaffirms commitment by all parties to the project’s development and successful completion.

The approval demonstrates Aleatica’s commitment to the project and to continue to expeditiously remobilize the construction works of the ATAT Toll-Road in compliance with the corresponding concession title.

Download document
Back to Relevant Events

Regina Erbessd ManzanoRelevant Event

Relevant Event

Mexico City, August 14, 2019. – Aleatica informs the market that, today, its subsidiary Administradora de Acciones de Toluca, S.A. de C.V. (“AAToluca”), in agreement with the SCT, and the appearance of the Government of the State of Mexico and Aaeropuertos y Servicios Auxiliares (ASA), executed with Grupo Aeroportuario de la Ciudad de México, S.A. de C.V. (“GACM”) a  letter of intent (the “Letter of Intent”) which provides the indicative criteria according to which AAToluca and GACM will carry out negotiations on  the sale of AAToluca’s 49% share participation in Administradora Mexiquense del Aeropuerto Internacional de Toluca, S.A. de C.V. (“AMAIT”). AMAIT holds the concession title for the administration, operation and exploitation of the Toluca International Airport (the “Potential Transaction”).

The Potential Transaction is subject, among others, to due diligence, to the parties agreeing the sale price of the shares, and to the negotiation, execution and implementation of the necessary definitive documents to carry out the Potential Transaction, including the corresponding acquisition agreement.

Likewise, the Potential Transaction is subject to the obtainment of the necessary corporate, governmental and third-party authorizations.

The execution of this letter of intent shows the mutual interest of Aleatica, the Federal Government and the Government of the State of Mexico, to reach constructive agreements that consider the objectives of the authorities and the company’s shareholders. Aleatica reiterates its commitment to continue collaborating with such governments to support its transport and mobility objectives.

Download document
Back to Relevant Events

Regina Erbessd ManzanoRelevant Event