[Key Information](index=7&type=section&id=ITEM%203.%20KEY%20INFORMATION) This section outlines critical information, including various risk factors that could impact the company's operations and financial stability [Risk Factors](index=7&type=section&id=D.RISK%20FACTORS) The company identifies a wide range of risks that could materially affect its business, financial condition, and operations, categorized by business, specific concessions, other markets, and common shares [Risks Related to Our Business and Industry](index=9&type=section&id=Risks%20Related%20to%20Our%20Business%20and%20Industry) The company's business is subject to significant industry-specific risks, primarily the potential for early termination of its concession agreements, which are its main assets, alongside vulnerabilities to air traffic levels, cybersecurity threats, and emerging market instability - The company's core business relies on concession agreements which can be terminated by governments for public interest reasons or due to breaches, posing a significant risk to business continuity and financial stability[37](index=37&type=chunk)[38](index=38&type=chunk) - Revenue is highly dependent on passenger and cargo traffic, which are vulnerable to factors beyond the company's control, including economic downturns, pandemics, and geopolitical conflicts like the wars in Ukraine and the Middle East[66](index=66&type=chunk)[47](index=47&type=chunk)[51](index=51&type=chunk) - Ezeiza Airport in Argentina is a major revenue source, accounting for **23.7% of consolidated revenue in FY2024**, where any adverse event affecting this airport could materially impact the company's overall financial performance[67](index=67&type=chunk) - The company faces significant cybersecurity risks to its information and communication systems, which are critical for airport operations, where a successful cyberattack could lead to operational disruptions, data loss, and reputational damage[61](index=61&type=chunk)[62](index=62&type=chunk) - A substantial portion of the company's operations are in emerging markets, exposing it to risks such as high inflation, currency devaluation against the U.S. dollar, and political instability[83](index=83&type=chunk)[85](index=85&type=chunk)[86](index=86&type=chunk) - The company has a significant concentration of aeronautical customers, with LATAM Group and Aerolíneas Argentinas Group accounting for **14.2% and 14.1% of consolidated aeronautical revenue** respectively in 2024, posing a risk if these customers suspend or interrupt payments[75](index=75&type=chunk)[76](index=76&type=chunk) [Risks Related to Argentina and the AA2000 Concession Agreement](index=23&type=section&id=Risks%20Related%20to%20Argentina%20and%20the%20AA2000%20Concession%20Agreement) Operations in Argentina, which represent a majority of revenue, face substantial risks tied to the AA2000 Concession Agreement and the country's volatile macroeconomic and political environment, including potential government buyout, investment compliance failures, and adverse regulatory changes - The AA2000 Concession Agreement, which accounted for **56.4% of total consolidated revenue in 2024**, can be bought out by the Argentine Government at any time for public interest reasons, which would materially affect revenues and operations[116](index=116&type=chunk) - The extension of the AA2000 concession until 2038 is contingent on fulfilling significant investment commitments, including a Phase 2 commitment of approximately **U.S.$41 million plus VAT annually between 2024 and 2027**, where failure to comply could lead to fines or termination[111](index=111&type=chunk)[115](index=115&type=chunk) - Argentina's macroeconomic instability, characterized by hyperinflation (**117.8% in 2024**) and currency controls, significantly impacts operations, as devaluation of the Argentine peso affects financial results, and exchange controls may restrict the ability to service foreign currency debt and pay dividends[155](index=155&type=chunk)[135](index=135&type=chunk)[139](index=139&type=chunk) - Regulatory authority ORSNA can adjust aeronautical fees and investment plans, where adverse adjustments or failure to restore the concession's economic equilibrium could negatively impact financial results[118](index=118&type=chunk) - Significant political and economic reforms, such as Decree 70/2023, introduce uncertainty, and while aimed at deregulating the economy, legal challenges and political opposition could lead to abrupt regulatory changes affecting the aeronautical sector[121](index=121&type=chunk)[122](index=122&type=chunk)[134](index=134&type=chunk) [Risks Related to Other Principal Operations and Markets](index=32&type=section&id=Risks%20Related%20to%20Our%20Other%20Principal%20Operations%20and%20Other%20Principal%20Markets%20in%20Which%20We%20Operate) The company faces distinct risks in its other key markets, including approval delays in Italy, potential improper payments in Brazil, traffic dependency in Uruguay, political instability in Ecuador, and conflict-related disruptions in Armenia - **Italy:** The approval of the 2035 Florence Airport Master Plan is still pending environmental and administrative procedures, expected to conclude in 2025, where further delays could adversely affect the ability to increase revenues and profits from this airport[162](index=162&type=chunk)[163](index=163&type=chunk)[164](index=164&type=chunk) - **Brazil:** The company identified payments of approximately **R$0.8 million** made by its subsidiary ICAB in 2014 that may have been improper, potentially exposing it to fines and reputational damage, with a fine of **R$1.3 million** already imposed and being contested[176](index=176&type=chunk)[177](index=177&type=chunk) - **Brazil:** The Brasilia Airport concession requires a large annual fixed fee, which leads to significant accounting losses due to the accretion of the associated financial liability, resulting in a recognized loss of **U.S.$87.1 million** in 2024[179](index=179&type=chunk) - **Uruguay:** Airport operations, especially at Punta del Este, are heavily dependent on air traffic from Argentina and Brazil, where economic deterioration or adverse travel regulations in these neighboring countries could materially impact business results[186](index=186&type=chunk)[187](index=187&type=chunk) - **Ecuador:** The country faces significant political, economic, and social crises, including a declared state of emergency in January 2024, where this instability could negatively affect airport operations and growth[189](index=189&type=chunk)[190](index=190&type=chunk) - **Armenia:** The ongoing war between Russia and Ukraine continues to disrupt air travel routes and passenger flows, which could negatively affect the operational performance and financial results of the Armenian airports[194](index=194&type=chunk)[195](index=195&type=chunk) [Risks Related to Our Common Shares](index=38&type=section&id=Risks%20Related%20to%20Our%20Common%20Shares) Investors in the company's common shares face several risks, including high price volatility, potential dilution from share-based compensation, market impact from majority shareholder sales, and challenges due to its foreign private issuer status under Luxembourg law - The company's majority shareholder, A.C.I. Airports S.à r.l., holds approximately **80.5% of common shares** and has registration rights to sell a substantial number of these shares, which could cause the market price to drop[199](index=199&type=chunk) - As a "foreign private issuer" under U.S. securities laws, the company is exempt from certain SEC disclosure and procedural requirements, such as proxy solicitations and short-swing profit reporting, resulting in less information being available to investors[208](index=208&type=chunk) - The company is a holding company and relies on dividends from its subsidiaries to meet its financial obligations, where the ability of subsidiaries to distribute funds is restricted by local laws (e.g., Argentine exchange controls), debt covenants, and statutory reserve requirements[211](index=211&type=chunk) - Shareholders may face challenges in protecting their interests as the company is governed by Luxembourg law, which differs from U.S. corporate law, particularly regarding shareholder rights and director responsibilities[212](index=212&type=chunk) - Dividend payments are subject to a **15% Luxembourg withholding tax**, though reductions or exemptions may apply under certain tax treaties or domestic law[220](index=220&type=chunk)[1198](index=1198&type=chunk) [Information on the Company](index=45&type=section&id=ITEM%204.%20INFORMATION%20ON%20THE%20COMPANY) This section details the company's history, global operations, key customer relationships, and regulatory frameworks for its concessions [History and Development of the Company](index=45&type=section&id=A.%20HISTORY%20AND%20DEVELOPMENT%20OF%20THE%20COMPANY) Corporación América Airports S.A. (CAAP) has grown since 1998 to become a leading global private airport operator, expanding its portfolio through acquisitions and new concessions across Latin America, Europe, and Eurasia, securing long-term operational stability - The company began operations in 1998 with the concession for 33 airports in Argentina and has since expanded to operate **52 airports** across Latin America, Europe, and Eurasia[225](index=225&type=chunk)[231](index=231&type=chunk) - Significant concession extensions have been secured in key markets, including Argentina (AA2000 extended to 2038) and Uruguay (Carrasco extended to 2053 and Punta del Este to 2043), ensuring long-term operational stability[226](index=226&type=chunk)[229](index=229&type=chunk) Overview of Airport Concessions | Country | Concession | CAAP Effective Ownership | Number of Airports | Concession Start Date | Concession End Date | Extension Details | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Argentina | AA2000 | 84.8% | 35 | 1998 | 2038 | — | | | ANSA | 77.7% | 1 | 2001 | 2026 | — | | | BBL | 85.0% | 1 | 2008 | 2033 | Extendable for 10 years | | Italy | TA (Pisa & Florence) | 46.7% | 2 | 2003/2006 | 2045/2048 | — | | Brazil | ICAB | 50.9% | 1 | 2012 | 2037 | 5 years, extendable for equilibrium | | Uruguay | Puerta del Sur | 100% | 7 | 2003 | 2053 | — | | | CAISA | 100% | 1 | 1993 | 2043 | — | | Ecuador | TAGSA | 50.0% | 1 | 2004 | 2031 | — | | | ECOGAL | 99.9% | 1 | 2011 | 2026 | — | | Armenia | AIA | 100% | 2 | 2002 | 2032 | Option to renew every 5 years | [Business Overview](index=48&type=section&id=B.BUSINESS%20OVERVIEW) The company operates 52 airports across Latin America, Europe, and Eurasia, managing a diverse portfolio with revenue from aeronautical, commercial, and construction services, governed by varying long-term concession agreements across six country segments - The company operates under three different concession models: single-till (e.g., Argentina, Armenia), dual-till (e.g., Italy), and inflation-based (e.g., Ecuador, Uruguay, Brazil), which dictates how tariffs are regulated and returns are calculated[242](index=242&type=chunk)[244](index=244&type=chunk) - Revenue is categorized into aeronautical (passenger/aircraft fees), commercial (retail, cargo, parking), and construction services (upgrades under IFRIC 12)[234](index=234&type=chunk)[235](index=235&type=chunk)[238](index=238&type=chunk)[239](index=239&type=chunk) Key Consolidated Financial and Operational Metrics (FY2024 vs. FY2023) | Metric | FY2024 | FY2023 | % Change | | :--- | :--- | :--- | :--- | | Total Revenue | $1,843.3 M | $1,400.0 M | +31.7% | | Net Income from Continuing Ops | $307.9 M | $226.5 M | +36.0% | | Adjusted EBITDA | $628.7 M | $677.7 M | -7.2% | | Total Passengers | 79.0 M | 81.1 M | -2.7% | | Total Aircraft Movements | 823,671 | 849,473 | -3.0% | [Our Airports by Country](index=50&type=section&id=Our%20Airports%20by%20Country%20in%20Which%20We%20Operate) The company's operations are segmented by country, with Argentina as the largest segment, alongside key airports in Italy, Brazil, Uruguay, Ecuador, and Armenia, each contributing to the overall portfolio Revenue and Adjusted EBITDA by Segment (FY2024) | Segment | Revenue (in millions of U.S.$) | % of Total Revenue | Adjusted Segment EBITDA (in millions of U.S.$) | % of Total Adj. EBITDA | | :--- | :--- | :--- | :--- | :--- | | Argentina | $1,043.9 | 56.6% | $335.3 | 53.3% | | Italy | $138.8 | 7.5% | $44.3 | 7.0% | | Brazil | $111.1 | 6.0% | $61.5 | 9.8% | | Uruguay | $185.7 | 10.1% | $64.0 | 10.2% | | Armenia | $252.8 | 13.7% | $102.7 | 16.3% | | Ecuador | $110.3 | 6.0% | $33.7 | 5.4% | - In 2024, the Argentina segment served **42.1 million passengers**, Italy **9.0 million**, Brazil **15.5 million**, Uruguay **2.2 million**, Armenia **5.4 million**, and Ecuador **4.7 million**[251](index=251&type=chunk)[258](index=258&type=chunk)[279](index=279&type=chunk)[302](index=302&type=chunk)[314](index=314&type=chunk)[324](index=324&type=chunk) [Main Customers](index=66&type=section&id=Main%20Customers) The company's revenue is concentrated among a few key aeronautical and commercial customers, with LATAM Group and Aerolíneas Argentinas Group as top aeronautical clients and Dufry as the most significant commercial customer Main Aeronautical Customers by Revenue (FY2024) | Customer | Revenue (in millions of U.S.$) | % of Total Aeronautical Revenue | | :--- | :--- | :--- | | LATAM Group | 124.2 | 14.2% | | Aerolíneas Argentinas Group | 123.5 | 14.1% | | Gol Transportes Aéreos | 56.5 | 6.4% | | Copa | 53.5 | 6.1% | | Avianca Group | 37.7 | 4.3% | Main Commercial Customers by Revenue (FY2024) | Customer | Revenue (in millions of U.S.$) | % of Total Commercial Revenue | | :--- | :--- | :--- | | Dufry | 89.3 | 12.1% | | Flyone Armenia | 21.4 | 2.9% | | Aeroflot Group | 14.9 | 2.0% | [Regulatory and Concessions Framework](index=69&type=section&id=Regulatory%20and%20Concessions%20Framework) The company's operations are governed by specific concession agreements and regulatory bodies in each country, with varying models and investment commitments across Argentina, Italy, Brazil, Uruguay, Ecuador, and Armenia - **Argentina (AA2000):** The concession runs until 2038 under a single-till model, requiring a payment of **15% of total revenues** (excluding construction) to the government and mandating a capex program of approximately **U.S.$500 million plus VAT between 2022-2027**[256](index=256&type=chunk)[368](index=368&type=chunk) - **Italy (TA):** Concessions for Florence (exp. 2045) and Pisa (exp. 2048) operate under a dual-till model, with the Florence Airport Master Plan for a new runway and terminal undergoing a lengthy environmental and administrative approval process expected to conclude in 2025[259](index=259&type=chunk)[265](index=265&type=chunk)[266](index=266&type=chunk) - **Brazil (ICAB):** The Brasilia concession (exp. 2037) requires a substantial annual fixed payment (**R$180.0 million for 2021-2031**) plus a variable fee based on gross revenues, where the concessionaire can request extraordinary reviews to restore economic equilibrium[292](index=292&type=chunk)[294](index=294&type=chunk) - **Uruguay (PDS):** The Carrasco concession was extended to 2053 and expanded to include six new regional airports, requiring an aggregate investment of **U.S.$67 million between 2022-2028**[586](index=586&type=chunk) - **Armenia (AIA):** The concession (exp. 2032 with renewal options) operates under a single-till model that guarantees an annual Internal Rate of Return (**IRR) of 20%**, with no concession fees payable to the government[325](index=325&type=chunk)[327](index=327&type=chunk)[661](index=661&type=chunk) [Operating and Financial Review and Prospects](index=126&type=section&id=ITEM%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) This section analyzes the company's financial performance, including revenue, expenses, profitability, liquidity, and capital management [Operating Results](index=150&type=section&id=A.%20OPERATING%20RESULTS) For the year ended December 31, 2024, total revenue increased by 31.7% to U.S.$1,843.3 million, driven primarily by significant revenue growth in Argentina due to inflation and currency devaluation impacts, despite a slight decrease in overall passenger traffic Consolidated Results of Operations (FY2024 vs. FY2023) | (in millions of U.S.$) | 2024 | 2023 | % Change | | :--- | :--- | :--- | :--- | | **Total consolidated revenue** | **1,843.3** | **1,400.0** | **31.7%** | | Aeronautical revenue | 876.7 | 644.5 | 36.0% | | Commercial revenue | 738.7 | 603.7 | 22.4% | | Construction service revenue | 223.4 | 144.7 | 54.3% | | **Total Cost of Services** | **(1,237.3)** | **(914.7)** | **35.3%** | | **Operating income** | **447.3** | **540.6** | **(17.3)%** | | **Income for the year** | **307.9** | **226.5** | **36.0%** | - The **31.7% increase in total revenue in 2024** was primarily driven by the Argentina segment, which saw revenue grow by **63.0% to U.S.$1,043.9 million**, mainly due to the accounting effects of inflation and currency devaluation under IAS 29, along with an increase in international passenger traffic[778](index=778&type=chunk)[779](index=779&type=chunk)[782](index=782&type=chunk) - Total passenger traffic decreased by **2.7% from 81.1 million in 2023 to 79.0 million in 2024**, mainly driven by a **10.3% decrease in domestic passengers**, partially offset by an **8.4% increase in international passengers**[760](index=760&type=chunk) Adjusted EBITDA Reconciliation | (in millions of U.S.$) | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Income from continuing operations | 307.9 | 226.5 | 165.6 | | Financial income | (71.4) | (101.6) | (63.9) | | Financial loss | (110.3) | 406.6 | 196.4 | | Inflation adjustment | 21.3 | 40.5 | (19.5) | | Income tax | 298.8 | (24.2) | 24.9 | | Amortization and depreciation | 182.5 | 130.0 | 153.1 | | **Adjusted EBITDA** | **628.7** | **677.7** | **456.7** | | **Adjusted EBITDA excluding Construction Services** | **622.2** | **671.3** | **454.8** | [Liquidity and Capital Resources](index=178&type=section&id=B.%20LIQUIDITY%20AND%20CAPITAL%20RESOURCES) The company's liquidity is primarily sourced from cash flows generated by its operating subsidiaries and non-recourse debt, used for operating expenses, debt service, and capital expenditures, with dividend payments dependent on subsidiary distributions subject to local regulations and debt covenants - The company's ability to receive funds from its subsidiaries is restricted by local laws and debt covenants, with foreign exchange controls in Argentina limiting the ability to transfer dividends abroad, requiring prior approval from the Central Bank (BCRA)[872](index=872&type=chunk)[883](index=883&type=chunk) - Net cash provided by operating activities increased by **13.7% to U.S.$405.3 million in 2024**, mainly due to increased airport activity and a **U.S.$90.6 million concession compensation payment** for the Natal Airport[919](index=919&type=chunk) - Net cash used in financing activities was **U.S.$271.2 million in 2024**, an increase from **U.S.$201.6 million in 2023**, primarily due to higher loan repayments, particularly in Italy and at the holding company level[921](index=921&type=chunk)[923](index=923&type=chunk) - The company has significant capital expenditure plans, including a proposed **EUR 605 million infrastructure plan** for its Florence and Pisa airports and a **U.S.$425 million plan** for its Armenian airports, subject to regulatory approvals[753](index=753&type=chunk)[856](index=856&type=chunk) [Indebtedness](index=192&type=section&id=Indebtedness) The company manages a diverse and complex debt portfolio across its subsidiaries, including senior secured notes in Argentina and Uruguay, a new financial contract in Italy, and a significant credit facility in Brazil, all containing various restrictive covenants - **Argentina:** AA2000 has multiple series of notes, including the Argentine Notes Series 2017, 2020, and 2021, secured by trusts over tariff and cargo revenues, where termination of the AA2000 Concession Agreement would trigger a default on these notes[924](index=924&type=chunk)[934](index=934&type=chunk)[936](index=936&type=chunk) - **Uruguay:** ACI Sudamerica has issued senior secured notes (due 2032 and 2034) guaranteed by its subsidiaries and secured by pledges over shares of Puerta del Sur and Cerealsur S.A., as well as dividend flows[988](index=988&type=chunk)[989](index=989&type=chunk)[998](index=998&type=chunk) - **Italy:** In June 2024, subsidiary TA secured a new financial contract for up to **€176.4 million** to refinance existing debt and fund capital expenditures for the Pisa and Florence airports, with the loan partially guaranteed by SACE S.p.A[966](index=966&type=chunk)[967](index=967&type=chunk) - **Brazil:** The ICAB subsidiary has a major credit facility with BNDES, where the agreement includes restrictive covenants, such as limitations on changes of control at the CAAP level without BNDES's prior consent[973](index=973&type=chunk)[985](index=985&type=chunk) [Directors, Senior Management and Employees](index=210&type=section&id=ITEM%206.%20DIRECTORS,%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) This section outlines the company's leadership structure, including its Board, senior management, compensation, governance practices, and employee demographics [Directors and Senior Management](index=210&type=section&id=A.%20DIRECTORS%20AND%20SENIOR%20MANAGEMENT) The company is led by a Board of Directors and a senior management team, with Martín Francisco Antranik Eurnekian serving as Director and CEO, overseeing day-to-day operations alongside other key executives Board of Directors | Name | Position | First Appointment | | :--- | :--- | :--- | | Martín Francisco Antranik Eurnekian | Director & CEO | September 14, 2017 | | Máximo Luis Bomchil | Director | September 14, 2017 | | Roderick H. McGeoch | Director | September 14, 2017 | | David Arendt | Independent Director | September 14, 2017 | | Valérie Pechon | Independent Director | September 14, 2017 | | Carlo Alberto Montagna | Independent Director | September 14, 2017 | | Daniel Marx | Director | February 28, 2019 | Senior Management | Name | Position | First Appointment | | :--- | :--- | :--- | | Martín Francisco Antranik Eurnekian | Chief Executive Officer | September 14, 2017 | | Jorge Arruda Filho | Chief Financial Officer | April 30, 2021 | | Roberto Naldi | Head of European Business Development | September 14, 2017 | | Andrés Zenarruza | Head of Legal & Compliance | September 14, 2017 | | Eugenio Perissé | Head of Business Development | September 14, 2017 | [Compensation](index=213&type=section&id=B.%20COMPENSATION) Total compensation for directors and senior management in 2024 was U.S.$4.9 million, with a Management Share Compensation Plan allowing for allocation of up to 2% of outstanding shares to key employees and executives, complemented by a clawback policy for erroneous awards - Total compensation for directors and senior management was **U.S.$4.9 million in 2024**[1035](index=1035&type=chunk) - The Management Compensation Plan allows for up to **2% of outstanding shares** to be allocated as incentive compensation, with **1,068,120 shares** delivered to date and **2,132,325 held in treasury** for the plan[1036](index=1036&type=chunk)[1037](index=1037&type=chunk)[1038](index=1038&type=chunk) - The company adopted a Clawback Policy on November 15, 2023, to recover erroneously awarded compensation from executive officers in the event of a financial restatement[1042](index=1042&type=chunk)[1058](index=1058&type=chunk) [Board Practices](index=214&type=section&id=C.%20BOARD%20PRACTICES) As a foreign private issuer, the company follows Luxembourg corporate governance practices, which differ from NYSE standards, with key governance bodies including an independent Audit Committee, an Executive Committee, and other specialized committees - The Audit Committee is composed of three independent directors: Valérie Pechon, David Arendt (Financial Expert), and Carlo Alberto Montagna (President), complying with NYSE and SEC independence requirements[1046](index=1046&type=chunk) - The Executive Committee, responsible for implementing strategy and managing risks, consists of the CEO (Martín Eurnekian), CFO (Jorge Arruda Filho), and Head of Legal & Compliance (Andrés Zenarruza)[1047](index=1047&type=chunk) - The company has established several other committees, including a Compensation Committee to administer incentive plans and a new Information Security Incident Response Committee (ISIRC) to manage cybersecurity events[1051](index=1051&type=chunk)[1052](index=1052&type=chunk) [Employees](index=217&type=section&id=D.%20EMPLOYEES) As of December 31, 2024, the company employed approximately 6,100 people, with a significant portion of the workforce unionized, particularly in Argentina, and reports maintaining strong working relationships with unions Total Employees by Function | | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Operations and infrastructure | 5,400 | 5,400 | 5,400 | | Administration | 700 | 700 | 700 | | **Total** | **6,100** | **6,100** | **6,100** | - In Argentina, **63% of the workforce** is represented by labor unions (APA and UPCN), with **53% of the total workforce** being union members/affiliates[1054](index=1054&type=chunk) [Major Shareholders and Related Party Transactions](index=218&type=section&id=ITEM%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) This section details the company's ownership structure, major shareholders, and significant transactions conducted with related parties [Major Shareholders](index=218&type=section&id=A.%20MAJOR%20SHAREHOLDERS) As of December 31, 2024, the company's majority shareholder is A.C.I. Airports S.à r.l., which beneficially owns 80.53% of the common shares and is ultimately controlled by the Southern Cone Foundation Beneficial Ownership of Common Shares (as of Dec 31, 2024) | Shareholder | Common Shares Beneficially Owned | % of Ownership | | :--- | :--- | :--- | | A.C.I. Airports S.à r.l | 131,450,833 | 80.53% | | All executive officers and directors as a group | 0 | 0% | - The company is ultimately controlled by the Southern Cone Foundation (SCF), a foundation in Liechtenstein, where the board of directors of SCF has broad authority to manage its affairs and designate beneficiaries[1061](index=1061&type=chunk) [Related Party Transactions](index=218&type=section&id=B.RELATED%20PARTY%20TRANSACTIONS) The company engages in various transactions with related parties controlled by its ultimate parent, the Southern Cone Foundation, including technology, legal, accounting, and construction services, as well as financing agreements - Proden S.A., an affiliate, provides technology services and leases the principal office to AA2000, with the company recording **U.S.$3.3 million in expenses** related to these services in 2024[1064](index=1064&type=chunk) - SIASA, another affiliate, provides compliance, legal, accounting, and technology services to CAAP and its subsidiaries, with related expenses totaling **U.S.$4.5 million in 2024**[1065](index=1065&type=chunk) - Helport S.A. and CINC, affiliated construction companies, provided services to AA2000, resulting in expenses of **U.S.$8.6 million in 2024**[1066](index=1066&type=chunk) - The company has a registration rights and indemnification agreement with its Majority Shareholder, providing for demand and piggyback registration rights and indemnification against certain liabilities[1074](index=1074&type=chunk)[1075](index=1075&type=chunk) [Financial Information](index=221&type=section&id=ITEM%208.%20FINANCIAL%20INFORMATION) This section presents the company's consolidated financial statements and other pertinent financial disclosures, including significant legal proceedings [Consolidated Statements and Other Financial Information](index=221&type=section&id=A.%20CONSOLIDATED%20STATEMENTS%20AND%20OTHER%20FINANCIAL%20INFORMATION) The company is involved in several material legal proceedings across its operating jurisdictions, including environmental remediation claims in Argentina, administrative and tax disputes in Brazil, and favorable rulings in contract and arbitration cases in Italy and Peru, respectively - **Argentina:** The company is addressing environmental remediation claims through a General Remediation Agreement, with specific plans approved for Ezeiza, San Fernando, and Aeroparque airports, where the costs are considered investments under the AA2000 Concession Agreement[1083](index=1083&type=chunk)[1084](index=1084&type=chunk)[1087](index=1087&type=chunk) - **Brazil:** Subsidiary ICAB is in ongoing administrative and judicial proceedings with ANAC concerning economic re-equilibrium claims and the rescheduling of the 2021 fixed concession fee, having received favorable provisional rulings but still pending final resolution[1094](index=1094&type=chunk)[1098](index=1098&type=chunk) - **Italy:** A civil court ruled in favor of subsidiary TA in a contract dispute with NIT, rejecting NIT's claim and ordering the return of a deposit of approximately **€4.7 million** to TA, though NIT has appealed this decision[1133](index=1133&type=chunk)[1134](index=1134&type=chunk) - **Peru:** An ICSID arbitral tribunal issued a final award ordering the Republic of Peru to pay approximately **U.S.$91.2 million in damages** to Kuntur Wasi (a former associate) for the wrongful termination of the Chinchero airport concession[1138](index=1138&type=chunk) [Controls and Procedures](index=248&type=section&id=ITEM%2015.%20CONTROLS%20AND%20PROCEDURES) This section details the company's internal controls and procedures, including disclosure controls and management's assessment of financial reporting controls [Disclosure Controls and Procedures](index=248&type=section&id=A.%20DISCLOSURE%20CONTROLS%20AND%20PROCEDURES) As of December 31, 2024, the company's management, including the CEO and CFO, concluded that its disclosure controls and procedures were effective in ensuring timely and accurate reporting of required information, overseen by a dedicated Disclosure Committee - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of December 31, 2024[1258](index=1258&type=chunk) - A Disclosure Committee is in place to oversee and review all materials requiring disclosure, ensuring information is accumulated and communicated to senior management for timely decisions[1259](index=1259&type=chunk)[1260](index=1260&type=chunk) [Management's Annual Report on Internal Control Over Financial Reporting](index=249&type=section&id=B.%20MANAGEMENT%27S%20ANNUAL%20REPORT%20ON%20INTERNAL%20CONTROL%20OVER%20FINANCIAL%20REPORTING) Management concluded that the company's internal control over financial reporting (ICFR) was effective as of December 31, 2024, based on an evaluation using the COSO 2013 framework, providing reasonable assurance regarding financial reporting reliability - Management concluded that the company's internal control over financial reporting was effective as of December 31, 2024, based on the COSO 2013 framework[1264](index=1264&type=chunk)[1265](index=1265&type=chunk) [Attestation Report of the Registered Public Accounting Firm](index=250&type=section&id=C.%20ATTESTATION%20REPORT%20OF%20THE%20REGISTERED%20PUBLIC%20ACCOUNTING%20FIRM) The company's independent registered public accounting firm, Price Waterhouse & Co. S.R.L., has audited and attested to the effectiveness of the company's internal control over financial reporting as of December 31, 2024 - The effectiveness of the company's internal control over financial reporting as of December 31, 2024, has been audited by Price Waterhouse & Co. S.R.L[1267](index=1267&type=chunk) [Corporate Governance and Other Disclosures](index=250&type=section&id=ITEM%2016.%20%5BRESERVED%5D) This section details the company's corporate governance, accountant fees, NYSE standard adherence as a foreign private issuer, and cybersecurity risk management [Principal Accountant Fees and Services](index=250&type=section&id=ITEM%2016C.%20PRINCIPAL%20ACCOUNTANT%20FEES%20AND%20SERVICES) For fiscal years 2024 and 2023, the company paid its principal accountant, Price Waterhouse & Co. S.R.L., total fees of U.S.$2.30 million and U.S.$2.04 million respectively, primarily for audit services, with an audit committee policy for pre-approval of all services Accountant Fees (in thousands of U.S.$) | Fee Type | 2024 | 2023 | | :--- | :--- | :--- | | Audit fees | 2,214 | 1,871 | | Audit related fees | 22 | 95 | | Tax fees | 48 | 58 | | All other fees | 12 | 20 | | **Total** | **2,296** | **2,044** | - The audit committee pre-approves all audit and permissible non-audit services and has delegated authority to its Chairman to approve additional services between meetings[1276](index=1276&type=chunk)[1277](index=1277&type=chunk) [Corporate Governance](index=251&type=section&id=ITEM%2016G.%20CORPORATE%20GOVERNANCE) As a foreign private issuer, the company's corporate governance practices are governed by Luxembourg law, differing from certain NYSE standards for U.S. domestic companies, though it complies with key NYSE requirements like an independent audit committee and has adopted its own governance codes - The company follows home-country (Luxembourg) corporate governance practices, which differ from certain NYSE standards for domestic issuers[1282](index=1282&type=chunk)[1283](index=1283&type=chunk) - Key differences include the absence of a requirement for regularly scheduled executive sessions of non-management directors and less stringent shareholder voting requirements on equity compensation plans[1284](index=1284&type=chunk)[1290](index=1290&type=chunk) - The company complies with the NYSE requirement for an independent audit committee and has adopted its own Corporate Governance Code and Code of Ethics[1286](index=1286&type=chunk)[1292](index=1292&type=chunk) [Cybersecurity](index=253&type=section&id=ITEM%2016K.%20CYBERSECURITY) The company has established a comprehensive cybersecurity risk management framework, formalized in its Information Security Incident Management Policy, with an Information Security Incident Response Committee (ISIRC) and a dedicated department reporting to the Executive Committee and Board of Directors - The company's Board approved an Information Security Incident Management Policy in November 2023 to manage cybersecurity risks[1299](index=1299&type=chunk) - An Information Security Incident Response Committee (ISIRC) is in place to manage and coordinate the response to cybersecurity incidents, including IT, security, and legal leadership[1301](index=1301&type=chunk)[1305](index=1305&type=chunk) - The governance structure involves the Information Security Department reporting to the Executive Committee, which in turn reports critical incidents and provides quarterly updates to the Board of Directors[1312](index=1312&type=chunk)[1316](index=1316&type=chunk) - The company has not been materially affected by any cybersecurity incidents to date but recognizes the growing risk landscape[1310](index=1310&type=chunk) [Financial Statements](index=260&type=section&id=ITEM%2018.%20FINANCIAL%20STATEMENTS) This section contains the company's audited consolidated financial statements and the independent auditor's report, including critical audit matters [Report of Independent Registered Public Accounting Firm](index=260&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) Price Waterhouse & Co. S.R.L. issued an unqualified opinion on the company's consolidated financial statements and the effectiveness of its internal control over financial reporting as of December 31, 2024, identifying the impairment assessment of Brazilian Concession Assets as a critical audit matter - The independent auditor, Price Waterhouse & Co. S.R.L., issued an unqualified opinion on the consolidated financial statements and the effectiveness of internal control over financial reporting as of December 31, 2024[1329](index=1329&type=chunk) - A critical audit matter was identified concerning the impairment assessment of the Brazilian Concession Assets due to the high degree of auditor judgment required to evaluate management's significant assumptions, particularly regarding passenger growth rates and the discount rate used in the value-in-use calculation[1336](index=1336&type=chunk)[1337](index=1337&type=chunk)

Group 1 - Corporacion America Airports S.A. (CAAP) is part of the Transportation sector, which includes 130 individual stocks and has a Zacks Sector Rank of 10 [2] - CAAP currently holds a Zacks Rank of 2 (Buy), indicating a positive outlook based on earnings estimates and revisions [3] - Over the past three months, the Zacks Consensus Estimate for CAAP's full-year earnings has increased by 41.6%, reflecting improved analyst sentiment [4] Group 2 - Year-to-date, CAAP has returned approximately 2%, outperforming the average loss of 1.5% in the Transportation sector [4] - CAAP belongs to the Transportation - Airline industry, which consists of 27 stocks and is ranked 43 in the Zacks Industry Rank; the industry has gained an average of 8.5% this year, indicating CAAP is slightly underperforming its industry [6] - Another stock in the Transportation sector, REV Group (REVG), has a year-to-date return of 4.6% and a Zacks Rank of 1 (Strong Buy) [5][7]

Corporacion America Airports S.A. (NYSE:CAAP) Q4 2024 Earnings Conference Call March 19, 2025 9:00 AM ET Company Participants Patricio Inaki Esnaola - Head of Investor Relations Martin Francisco Antranik Eurnekian - Chief Executive Officer Jorge Arruda - Chief Financial Officer Conference Call Participants Alejandro Demichelis - Jefferies Fernanda Recchia - BTG Stephen Trent - Citi Operator Good morning, and welcome to the Corporacion America Airports Fourth Quarter and Year-End 2024 Conference Call. A slid ...

Statements relating to our future plans, projections, events or prospects are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward- looking statements include all statements that are not historical facts and can be identified by terms such as "believes," "continue," "could," "potential," "remain," "will," "would" or similar expressions and the negatives of those terms. Forward-looking statements involve known and unknown risks, uncertainties and othe ...

Passenger Traffic - Total passengers in fiscal year 2024 reached 40,755, a decrease of 3.5% compared to 42,229 in 2023[29] - Passenger traffic at key airports such as Ezeiza and Jorge Newbery showed mixed results, with Ezeiza increasing to 11,362.0 thousand passengers from 10,826.2 thousand in 2023[30] - In 2023, total passenger traffic returned to pre-pandemic levels with 42.2 million passengers, driven by a domestic segment exceeding pre-pandemic levels by 11%[72] - In 2024, international passenger traffic increased by 11.8% compared to 2023, while domestic traffic decreased by 9.6% due to macroeconomic factors[73] - December 2024 marked an all-time record for the company with 3.9 million passengers, the highest figure in a single month in 26 years[73] - In December 2024, domestic traffic showed a recovery with a year-on-year growth of 2%[73] Financial Performance - EBITDA for the year was $347.856 million, up from $291.967 million in the previous year, reflecting a significant increase in operational efficiency[30] - Total investment for the year amounted to $160.279 million, indicating a commitment to infrastructure and service improvements[30] - Commercial revenues were impacted by macroeconomic variables, particularly in the Duty Free segment, but parking revenues increased significantly, with 41% of payments made through digital channels, up 34 percentage points from the previous year[83][85] Operational Capacity - Aircraft movements totaled 433,306, demonstrating a robust operational capacity despite market fluctuations[30] - In 2024, total aircraft movements reached 433,306, a decrease of 3.1% compared to 447,027 in 2023[76] - Cargo movement reached 2,807 tons, highlighting the company's role in facilitating logistics and trade[30] - Cargo imports totaled 76,473 tons, with a 4% recovery compared to 2019 and 2023, while exports grew by over 32% in Q4, marking a 9% increase compared to 2019[78] Infrastructure and Development - The company continues to advance its digital transformation initiatives, including the development of an Airport Marketplace and a new ERP system[19] - Capital investments in 2024 totaled ARS 160,279 million, focusing on infrastructure improvements such as new terminal buildings and runway rehabilitations[107] - The mandatory capital investment program (CAPEX) for expansion projects is set at US$606.5 million, with Phase 1 completed and Phase 2 involving annual investments of US$50 million from 2024 to 2027[103] - The passenger terminal expansion at Termas de Rio Hondo will increase the area to 3,600 m², enhancing check-in areas and passenger experience[124] - The remodeling of the Salta passenger terminal will expand the surface to 14,000 m², improving passenger circulation and security systems[129] Customer Experience and Satisfaction - The company conducted 19,784 satisfaction surveys across 28 terminals, achieving an overall satisfaction score of 4.03 out of 5, with improvements noted in 79.16% of terminals[92] - VIP lounge services grew by 45%, exceeding projections, with the implementation of Fast Pass service increasing passenger flow by 19%[88] - The implementation of the Cloud Experience portal aims to enhance administrative efficiency and communication with terminal permit holders, streamlining requests and procedures[101] Sustainability and Social Responsibility - The Zero Plastic Destination initiative achieved a 28% reduction in the use of disposable plastics across 13 airports, equivalent to 2 tons of plastic per month[186] - Aeropuertos Argentina implemented an energy management system at 6 locations, achieving certification at 3, and plans to replicate energy savings measures at remaining airports in 2025[196] - Over 10,700 lives were positively impacted through various local programs and initiatives aligned with the social investment strategy in 2024[159] - The PESCAR program trained 20 high school students in soft skills and technical areas related to airport operations[168] - Aeropuertos Argentina collaborated with the Dr. Alberto Antranik Eurnekian Ezeiza Interzonal Hospital, supporting the acquisition of essential medical equipment and improving diagnostic capacity[174] Governance and Compliance - The company achieved 87% compliance with the Code of Conduct by the end of 2024, continuously monitored by the Integrity area[52] - The Board of Directors held 12 regular meetings in 2024, addressing financial statements and company plans[40] - The company achieved a GPTW certification for the third consecutive year, with a participation rate of 92% and an affirmation rate of 86%[155] Innovation and Technology - The company’s rebranding in 2024 aimed to modernize its corporate identity and reflect its commitment to innovation and sustainability[4] - The new VIP lounge at Ezeiza, opened in March 2024, spans 640 m², making it the largest lounge at the airport[109] - A new category III beaconing system was inaugurated at Aeroparque, improving safety and reducing detours, cancellations, and delays[123] - The airport operations management system was installed at the new departure terminal at Ezeiza, improving passenger flow in key areas[200]

Core Viewpoint - Corporación América Airports S.A. (CAAP) is a leading private airport concession holder with significant growth potential and currently undervalued stock despite a substantial increase in share price since 2020 [3]. Group 1: Company Overview - CAAP operates 52 airports across South America, Europe, and Eurasia, having started its operations in 1998 with the AA2000 concession in Argentina [1][2]. - The company manages major airports in Argentina until 2038 and has expanded its operations to Brazil, Italy, Armenia, Ecuador, and Uruguay, with plans for further expansion into markets like Nigeria and Angola [2]. Group 2: Financial Performance - The stock price of CAAP has increased from $2 per share in 2020 to nearly $20 per share currently, indicating strong market recovery and investor confidence [3]. - Despite this increase, the stock is considered to be substantially undervalued, suggesting potential for further growth [3]. Group 3: Traffic Growth - CAAP has reported a significant improvement in air traffic, mirroring trends seen in other airport operators like Grupo Aeroportuario del Centro Norte, which experienced a traffic increase of over 9.9% as of January 2025 compared to the previous year [4][5]. - The company’s air traffic data for January 2025 compared to January 2024 shows a positive trend, indicating robust recovery and growth in passenger numbers [5].

Core Viewpoint - Blue Sky Uranium Corp. has received a positive recommendation from Institutional Shareholder Services Inc. (ISS) for shareholders to vote in favor of the proposed earn-in transaction with Abatare Spain, S.L.U. at the upcoming special meeting on February 6, 2025 [1][2]. Company Overview - Blue Sky Uranium Corp. is a leader in uranium discovery in Argentina, focusing on advancing a portfolio of surficial uranium deposits into low-cost producers while respecting environmental and community standards [6]. - The company's flagship project, Amarillo Grande, has the potential to be a significant supplier of uranium to both the domestic Argentine market and international markets [6]. Transaction Details - The Board of Directors of Blue Sky recommends shareholders vote FOR the special resolution approving the transaction with Abatare Spain, S.L.U. [2]. - The special meeting for shareholders will take place on February 6, 2025, at 10:00 AM (Vancouver Time) [3]. Abatare Spain, S.L.U. and Corporación América - Abatare Spain, S.L.U. is part of the Corporación América Group, which has over 60 years of experience in the energy sector and holds significant stakes in various industries including energy, airport operations, and agribusiness across Argentina and 10 other countries [5]. - Corporación América Airports S.A., a subsidiary of Corporación América, has a current market capitalization of approximately US$3 billion [5].

Core Viewpoint - Blue Sky Uranium Corp. is seeking shareholder approval for a special resolution regarding a transaction with Abatare Spain, S.L.U. to acquire an 80% indirect interest in the Ivana Uranium-Vanadium Deposit in Argentina [2][4]. Group 1: Meeting Details - The special meeting for shareholders will take place on February 6, 2025, at 10:00 AM Vancouver Time [1]. - The meeting materials have been filed with securities regulators and are available on the company's website [1]. Group 2: Transaction Overview - The transaction involves an earn-in agreement where COAM can acquire up to an 80% indirect interest in the Ivana Uranium-Vanadium Deposit by funding a total of US$35 million and completing a feasibility study [2][3]. - The transaction resolution requires at least 66 2/3% approval from shareholders [4]. Group 3: Benefits of the Transaction - The partnership with COAM, backed by the Corporación América Group, is expected to leverage their extensive experience in project development in Argentina [6]. - COAM's initial investment of US$35 million will facilitate the advancement of the Ivana Property towards commercial production, with anti-dilution protection for existing shareholders [6]. - The transaction will also provide funding for exploration activities at other properties within the company's portfolio, potentially leading to additional discoveries [6]. Group 4: Company Background - Blue Sky Uranium Corp. is a leader in uranium discovery in Argentina, focusing on advancing its portfolio of uranium deposits into low-cost producers [11]. - The company has exclusive rights to properties in two provinces in Argentina, with its flagship Amarillo Grande Project being a significant discovery [11].

Financial Data and Key Metrics Changes - Revenues excluding IFRIC12 decreased approximately 4% year-over-year, primarily due to lower passenger volumes, while revenue per passenger remained steady at $19 [6][20] - Adjusted EBITDA for the quarter declined in the mid-teens year-over-year, largely due to ongoing macroeconomic challenges in Argentina [7][23] - Total costs and expenses excluding IFRIC12 increased by 5% year-over-year, reflecting inflationary pressures in Argentina [22] Business Line Data and Key Metrics Changes - Aeronautical revenues decreased by 1.5% year-over-year, with a notable 22% increase in Uruguay, while commercial revenues fell by 6.6% year-over-year due to lower cargo and duty-free revenues in Argentina [21][22] - Duty-free sales were lower this quarter, impacted by last year's favorable FX rates, but operations in Norway, Brazil, and Italy showed positive contributions [8] Market Data and Key Metrics Changes - Total passenger traffic declined by 4% year-over-year, with domestic traffic in Argentina down 11%, while international traffic in Argentina increased nearly 10% [11][15] - Passenger traffic in Italy grew by 6%, and Uruguay saw a 15% increase, indicating strong recovery in these markets [12][15] - Cargo volumes increased by 4.4% year-over-year, although cargo revenues declined by 12% due to lower revenues in Argentina [17] Company Strategy and Development Direction - The company remains focused on disciplined capital deployment to support long-term growth, with ongoing construction projects and new service initiatives in various regions [10][30] - Recent approval of a 124% increase in domestic passenger tariffs in Argentina is expected to support local operations [9] Management's Comments on Operating Environment and Future Outlook - Management highlighted the resilience of the business despite challenges in Argentina, with optimism for improved conditions as inflation recedes [31] - Strong international passenger numbers in October bolster a positive outlook for the remainder of the year [31] Other Important Information - The company closed the quarter with a total liquidity position of $605 million, up 32% compared to year-end 2023, and a net leverage ratio of 0.9 times [24][25] - An $80 million dividend distribution was approved by the Argentine subsidiary, AA2000, with $68 million allocated to CAAP subsidiaries [24] Q&A Session Summary Question: Impact of Aerolineas Argentinas' potential closure - Management indicated that Aerolineas Argentinas accounts for about 6% of CAAP revenues, and while the situation is complex, historical resilience suggests the business could recover even if Aerolineas were to cease operations [36] Question: Florence Airport CapEx and construction timing - Approval for the Florence Airport project is expected by year-end, with construction anticipated to take 2-3 years, including a new runway and terminals [37] Question: Update on tariff negotiations in Argentina - Management confirmed that the domestic tariff has been adjusted to about $5.5, with no further adjustments expected for the next year [43] Question: Traffic trends for 2025 - Positive dynamics are expected in Uruguay, Brazil, and Italy, while international traffic in Argentina is anticipated to continue performing well despite domestic challenges [42] Question: Opportunities to extend concession assets - Management is working on a CapEx proposal in Armenia to adjust airport capacity, with negotiations ongoing with the government regarding contract duration [48]

Third Quarter 2024 Earnings Call Presentation Third Quarter 2024 Disclaimer and Forward-Looking Statement | --- | --- | --- | |-------|-------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ...