Aleatica reported that on January 31, 2022, the First Modification to the Concession Title of the Atizapán-Atlacomulco Highway, still under construction in Mexico, was signed.

Specifically, the agreed changes include a share to the federal government of revenues above the established threshold.

Thus, once the highway begins operations, the federal government will have the right to participate in the income that exceeds the thresholds determined by the Concession Title, in accordance with the updated and established formulas and financial expectations.

In addition, the first amendment provides for the financial rebalancing of the Concession for the Atizapán-Atlacomulco Highway by extending its validity for an additional 10 years to the original 30-year term, for a total of 40 years.

Summary of Aleatica concessions

The foregoing is intended to reflect the impact of the investments made by the AT-AT Concessionaire for the release of the right of way and allow the recovery of the investments made by it for the development of the project.

Atizapán-Atlacomulco Highway

At the same time, the first modification recognizes additional investments for an amount of 1,250 million pesos made by the AT-AT Concessionaire to address supervening situations in the execution of the project, including the release of the necessary right of way.

The latter is in line with the 2019-2024 National Development Plan of the federal government, pursuant to which it seeks to encourage private investment, both domestic and foreign, and in compliance with the Concession for the Atizapán-Atlacomulco Highway and applicable laws.

The modifications to the Concession agreed under the first modification do not affect Aleatica’s capacity to comply with its obligations derived from the Concession for the Atizapán-Atlacomulco Highway and/or the financing of which it is a party.

Changes

Below is a description of the most important terms and conditions of the Concession for the Atizapán-Atlacomulco Highway:

Consideration. Concessionaire AT-AT was obliged to cover the following considerations to the Federal Treasury:

• Initial Payment for an amount of 530 million pesos on the date of signing the Concession Title.
• Fixed Annual Payment for an amount equivalent to 0.5% of the gross revenues without VAT of the immediately preceding year derived from the exploitation of the Highway during the term of the Concession, no later than the last business day of the month of January of the year following the corresponding fiscal year.
• Amount of Reimbursement to FONADIN for an amount of up to $1,000 million pesos within 90 days counted from the date of signing the Concession Title.

Toll fees. AT-AT Concessionaire can establish the applicable toll rate for the highway, as long as it does not exceed the maximum authorized toll rate. The maximum toll rates are subject to annual increase based on the INPC.

Investment

Minimum capitalization. AT-AT Concessionaire is not subject to minimum capitalization obligations.

Minimum investment. Concessionaire AT-AT is obliged to contribute at least the equivalent of 25% of the total investment required for the construction and operation of the project, of the risk capital established in the twenty-second condition of the Concession Title for $3,095 million pesos.

Return on investment. AT-AT Concessionaire has no guarantee that it will recover its investment in the project or that it will obtain an internal rate of return on said investment. However, Concessionaire AT-AT is entitled to receive, through the management trust, the excess amounts resulting from the exploitation of the Concession, once the payments contemplated in the management trust payment cascade have been made.