Empresas ICA, S.A.B. de C.V. has signed a secured convertible loan agreement for a total principal amount of US$215 million and a 3-year term of maturity, through its subsidiaries Controladora de Operaciones de Infraestructura, S.A. de C.V. and ICA Promoción e Infraestructura, S.A.P.I., with Fintech Europe S.A.RL. (Fintech), as lender, and ICA acting as guarantor.
The loan may be disbursed in two tranches of US$54 million and US$161 million subject to the satisfaction of certain conditions precedent. The net proceeds of the loan to ICA (after deducting fees and commissions) are expected to be approximately US$50.2 million and US$149.7 million, respectively, for each tranche.
The loan bears PIK interest at a rate of 16%, accruing and capitalizing monthly. The loan will be secured by pledges of ICA’s shares of its subsidiaries, Servicios de Tecnología Aeroportuaria, S.A. de C.V. (SETA), holder of control shares of Grupo Aeroportuario del Centro Norte, S.A.B. de C.V.; Desarrollo, Diseño, Infraestructura y Operación, S.A.P.I. de C.V. (DDIO), holder of prison infrastructure projects; Covimsa, S.A. de C.V. (Covimsa), holder of the Apaseo – Palmillas concession, as well as shares of other entities within ICA’s engineering and construction segment and a pledge of 100% of the shares of ICAPI and CONOISA, the holding company for all of ICA’s concessions.
The loan is convertible, at the option of Fintech, into up to 32.02% of the shares of CONOISA and of ICAPI, or is payable in kind into up to 53.45% of the shares of Covimsa owned by CONOISA, 53.45% of the shares of SETA owned by CONOISA, 49.9% of the shares of DDIO owned by CONOISA, as well as shares of other entities within ICA’s engineering and construction segment, subject to certain conditions precedent.