SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2017
GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A.B. DE C.V.
(CENTRAL NORTH AIRPORT GROUP)
(Translation of Registrant’s Name Into English)
(Jurisdiction of incorporation or organization)
Torre Latitud, L501, Piso 5
Av. Lázaro Cárdenas 2225
Col. Valle Oriente, San Pedro Garza García
Nuevo León, México
(Address of principal executive offices)
(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 whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
|Yes No X|
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .)
OMA announces Third Quarter 2017
Operational and Financial Results
Monterrey, Mexico, October 17, 2017— Mexican airport operator Grupo Aeroportuario del Centro Norte, S.A.B. de C.V., known as OMA (NASDAQ: OMAB; BMV: OMA), today reported its unaudited, consolidated results for the third quarter of 2017.1
Third quarter 2017 summary
OMA generated solid financial results despite the deceleration of the rate of traffic growth to 1.3% because of a variety of factors. The sum of aeronautical and non-aeronautical revenues rose 9.9%. Adjusted EBITDA rose 9.8%, with an Adjusted EBITDA margin of 66.8%. Operating income rose 8.5%, and net income increased 19.1%.
1 Unless otherwise stated, all references are to the third quarter of 2017 (3Q17), and all percentage changes are with respect to the same period of the prior year. The exchange rates used to convert foreign currency amounts were Ps. 19.5965 as of September 30, 2016, Ps. 20.6640 as of December 31, 2016, and Ps. 17.8545 per U.S. dollar as of September 30, 2017.
The principal results of the third quarter include:
|§||Total terminal passenger traffic increased 1.3% to 5.2 million in 3Q17. Domestic and international traffic each increased 1.3%. The Monterrey, Culiacán, and Ciudad Juárez airports recorded the most growth.|
|§||Aeronautical revenues increased 10.2%, principally as a result of traffic growth and an increase in tariffs in 2Q17.|
|§||Aeronautical revenues per passenger increased 8.8% to Ps. 223.7.|
|§||Non-aeronautical revenues increased 8.8%, principally from growth in commercial activities, particularly restaurants, car rental, and retail, and diversification activities, including hotel services and OMA Carga.|
|§||Non-aeronautical revenues per passenger increased 7.4% to Ps. 70.8.|
|§||Adjusted EBITDA2 increased 9.8% to Ps. 1,023 million. The Adjusted EBITDA margin reached 66.8%, unchanged from the prior year period.|
|§||Consolidated net income increased 19.1% to Ps. 580 million. Earnings per share increased 19.6% to Ps. 1.47, while earnings per American Depositary Share (ADS) rose 31.3% to US$ 0.66, based on weighted average shares outstanding.|
|§||Total Capex, major maintenance, and other smaller expenditures included in the Master Development Programs (MDP) and strategic investments totaled Ps. 450 million.|
2 Adjusted EBITDA excludes the non-cash maintenance provision, construction revenue, and construction expense. OMA provides a full reconciliation of Adjusted EBITDA to Net Income in the corresponding section of this report; see also the Notes to the Financial Information.
3Q17 Operating Results
Operations, Passengers, and Cargo
During the quarter, several factors resulted in a deceleration in the rate of passenger traffic growth.
Changes in slot assignments at the Mexico City International Airport (AICM) and the optimization of fleets by some airlines resulted in closing of routes and reductions in route frequencies, which reduced the total supply of seats by 1.5%.
In addition, the earthquakes of September 9 and 17 and Hurricanes Harvey and Max had a negative effect on airport operations.
Total passenger traffic increased 1.3% (+65,843 passengers). Of total passenger traffic, 89.1% was domestic, and 10.9% was international. Commercial aviation accounted for 98.6% of passenger traffic. Monterrey generated 52.0% of passenger traffic, Culiacán 9.3%, and Chihuahua 7.2%.
Domestic passenger traffic increased 1.3% (+96,759 passengers). Five airports increased traffic. The airports with the largest variations were:
|§||Monterrey (+4.3%; +96,759 passengers) had the largest increase, as a result of increased traffic on the Cancún, Toluca, Tijuana, Guadalajara, and Querétaro routes.|
|§||Reynosa (-20.8%; -34,246 passengers); Torreón (-16.0%; -25,875); Acapulco (-8.9%; -15,131); Durango (-12.6%; -12,795); and Mazatlán (-5.5%; -10,407) had the largest decreases, as a result of reductions on their Mexico City routes.|
International passenger traffic increased 1.3%, and nine airports recorded increases in international traffic. Mazatlán (+15.7%; +4,540 passengers) had the largest increase, with increases on the Dallas and Phoenix routes. Monterrey (-1.5%; -5,051 passengers) had the largest decrease, principally as a result of the temporary suspension of Houston routes as a result of Hurricane Harvey.
See Annex Table 1 for more detail on passenger traffic by airport.
Air cargo volumes increased 6.3%. Of total air cargo volume, 63.3% was domestic and 36.7% was international.
OMA implements its commercial strategy through continuous improvement in the services offerings in its airports. This strategy resulted in the opening of 17 commercial initiatives in 3Q17, including communications, restaurants, advertising, car rental, retail stores, and a VIP lounge. The commercial space occupancy rate was 98.4% in 3Q17.
|§||The NH Collection Terminal 2 Hotel had an 83.3% occupancy rate and a 1.2% increase in the average room rate to Ps. 2,175 per night. Revenues increased 3.7% to Ps. 56 million. The earthquake on September 19 resulted in the suspension of operations for one week, as the result of losing power and other utilities, but did not damage the hotel’s infrastructure. The hotel has operated normally since reopening.|
|§||The Hilton Garden Inn had a 77.2% occupancy rate, with an average room rate of Ps. 1,915. Revenues increased 8.9% to Ps. 23 million.|
OMA Carga Operations
|§||OMA Carga increased both air and land freight logistics activities, recording a 13.6% increase in revenues to Ps. 40 million. Freight handled grew 15.6% to 7,966 metric tons.|
|§||OMA VYNMSA Aero Industrial Park: The two operating warehouses generated Ps. 3 million in revenues in 3Q17. A contract was signed in June for the third warehouse that will start generating revenues in 4Q17. The fourth 10,500 m2 warehouse is in the commercialization phase. In addition, construction started on a fifth 5,000 m2 warehouse, which is expected to be completed in 1Q18.|
Consolidated Financial Results
Aeronautical revenues increased 10.2% to Ps. 1,163 million, principally as a result of higher traffic volumes and increases in specific tariffs in 2Q17. Revenue from domestic passenger charges increased 14.1%, revenue from international passenger charges increased 2.7%, and other aeronautical services revenue increased 1.9%.
Monterrey contributed 49.9% of aeronautical revenues, Culiacán 9.5%, Chihuahua 7.2%, and Ciudad Juárez 6.0%.
Aeronautical revenues per passenger were Ps. 223.7, an increase of 8.8%.
Non-aeronautical revenues increased 8.8% to Ps. 368 million, and represented 24.1% of the sum of aeronautical and non-aeronautical revenues. The increase reflected principally the expansion of commercial activities.
Non-aeronautical revenues per passenger increased 7.4% to Ps. 70.8. Non-aeronautical revenues per passenger, excluding diversification activities, increased 7.4% to Ps. 46.3.
Commercial activities contributed an incremental Ps. 17 million (+10.3%). The line items that had the largest variations were:
|§||Restaurants (+23.3%; Ps. +5 million), as a result of the increase in participation revenues from restaurants that opened in 2016 and the opening of five new establishments during 3Q17.|
|§||Car rental (+20.3%; +Ps. 4 million), as a result of better contractual terms and the leasing of five new locales in 3Q17.|
|§||Revenue from retailers (+17.3%; +Ps. 4 million), as a result of store openings in 2016, and six new stores during 2017.|
Diversification activities contributed an additional Ps. 10 million (+8.7%). The most important contributions came from OMA Carga (+13.6%; +Ps. 5 million) and hotel services (+5.1%; +Ps. 4 million).
Complementary activities generated an increase of Ps. 3 million (+4.5%).
Construction revenues, which represent the value of improvements to concessioned assets, were Ps. 352 million (+244%) during the quarter. They are equal to construction costs recognized, and generate neither a gain nor a loss. Construction revenues and costs are a function of the advance in execution of projects in the Master Development Programs (MDP) in the 13 airports, and variations depend on the rate of project execution. The increase in 3Q17 reflects the large number of MDP projects currently underway. (See Notes to the Financial Information and discussion of MDP expenditures below.)
Total revenues, including construction revenues, increased 25.9% to Ps. 1,884 million.
Costs and Operating Expenses
The total cost of airport services and general and administrative expenses (G&A), excluding those related to the hotels and industrial park, increased 4.9%. The increase was largely because of higher payroll expense, from increases in salaries and provisions; minor maintenance, for repairs to equipment and operating infrastructure; and utilities, principally as a result of higher electricity rates. These were partially offset by reductions for insurance, contracted services, and materials and supplies.
Hotel costs and expenses increased in line with operations.
The major maintenance provision was a charge of Ps. 77 million in 3Q17. The balance of the maintenance provision as of September 30, 2017 was Ps. 810 million, compared to Ps. 670 million at the end of 2016.
The airport concession tax increased 8.7% as a result of the growth in revenues.
The technical assistance fee increased 4.4% to Ps. 36 million, as a result of the growth in EBITDA. (See Notes to the Financial Information for the calculation base).
As a result of the foregoing, total operating costs and expenses increased 45.9% to Ps. 1,015 million. The increase resulted principally from the increase in construction costs and the provision for major maintenance. Excluding those two line items, total costs and operating expenses were Ps. 586 million, an increase of 9.5%.
Adjusted EBITDA and Operating Income
As a result of the Company’s continuing initiatives to increase revenues and control costs and expenses, Adjusted EBITDA increased 9.8% to Ps. 1,023 million. The Adjusted EBITDA margin was 66.8%, unchanged from the prior year period. (See Notes to the Financial Information for additional discussion of Adjusted EBITDA.)
Operating income rose 8.5% to Ps. 869 million, with an operating margin of 46.1%.
Financing expense decreased by Ps. 30 million to Ps. 72 million in 3Q17. The variation was principally the result of a smaller exchange loss.
Taxes were Ps. 217 million. Cash tax payments increased to Ps. 218 million as a result of an increase in the taxable base. The effective tax rate was 27.2%.
Consolidated net income increased 19.1% to Ps. 580 million.
Earnings per share, based on net income of the controlling interest, increased 19.6% to Ps. 1.47; earnings per ADS increased 31.3% to US$0.66. Each ADS represents eight Series B shares.
MDP, Strategic Investment, and Quality Improvement Expenditures
OMA maintains its firm commitment to provide services of the highest quality for its passengers and airline clients in all thirteen airports. As a result, we are constantly undertaking maintenance projects, developing and optimizing infrastructure, acquiring and repairing equipment, and acquiring new technologies, in accordance with domestic and international standards of quality, safety, and airport operation, in a framework of sustainability.
Total 3Q17 investment expenditures for capital expenditures, major maintenance, and other non-capitalized expenses included in the MDP and strategic investments3 were Ps. 450 million, and included Ps. 352 million in improvements to concessioned assets, Ps. 31 million for major maintenance, Ps. 1 million for other non-capitalized expenses, and Ps. 66 million for strategic investments.
The MDP investment commitment for 2017 in the 13 airports was Ps. 1,410 million.4 As of the end of 3Q17, 84% of the works planned for the year has been contracted.
The most important investment expenditures in 3Q17 included:
3 The amounts for MDP and strategic investments include works, services, and paid and unpaid acquisitions; the latter are included in accounts payable for the period.
4 In Pesos of December 31, 2016 purchasing power.
As of September 30, 2017, total debt was Ps. 4,629 million and net debt was Ps. 2,476 million. The ratio of net debt to Adjusted EBITDA was 0.67. Of total debt, 97% was denominated in Mexican pesos, and 3% in U.S. dollars.
Derivative Financial Instruments
As of the date of this report, OMA has no derivatives exposure.
Cash Flow Statement
For the first nine months of 2017, operating activities generated cash of Ps. 2,266 million, a 44.9% increase compared to the same period of 2016. The increase resulted principally from higher operating income and a reduction in client accounts receivable, which had increased during 2016 as a result of the transition to the new SAP system; these increases were partially offset by higher tax payments.
Investing activities used cash of Ps. 1,084 million, as compared to Ps. 121 million in the same period of the prior year. Outflows increased principally for capex, including Ps. 1,064 million for improvements to concessioned assets and Ps. 106 million for property, plant and equipment.
Financing activities generated an outflow of Ps. 1,897 million, 32% higher than the prior year period. The dividend paid increased by Ps. 200 million, and there were share repurchases of Ps. 34 million in the first nine month of 2017.
As a result of the foregoing, cash decreased Ps. 716 million during the first nine months of 2017. The balance of cash and cash equivalents was Ps. 2,153 million as of September 30, 2017.
Material and Subsequent Events
The NH Collection Hotel T2 temporarily suspended operations. As a result of the earthquake on September 19th, which resulted in loss of electricity and other utilities, the NH Collection Hotel in Terminal 2 of the Mexico City International Airport temporarily suspended operations until September 25th. The hotel’s infrastructure was not affected by the quake, and the hotel has operated normally since reopening.
OMA included in Dow Jones Sustainability Index (DJSI) for second consecutive year. OMA was included in the Dow Jones Sustainability Emerging Markets Index for the second consecutive year. The index comprises emerging markets sustainability leaders based on long-term economic, environmental, and social criteria.
OMA Foundation starts operations. On October 12, the OMA Foundation was officially launched. The Foundation’s goal is to promote and consolidate projects in order to improve physical education infrastructure and equipment and provide scholarships designed to keep children and youth in school and to help them acquire skills, working in alliance with like-minded civil society organizations and social entrepreneurs.
Annex Table 1
Annex Table 2
Annex Table 3
Annex Table 4
Annex Table 5
Annex Table 6
Annex Table 7
In accordance with the requirements of the Mexican Stock Exchange, the analysts covering OMA are:
Notes to the Financial Information
Financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”), and presented in accordance with IAS 34 “Interim Financial Reporting.”
In December 2015, OMA elected early adoption of the amendments established by International Accounting Standard 27 (IAS 27), which allows for early adoption and retroactive application of the equity method of accounting for investments in subsidiaries, associates and joint ventures in OMA’s separate (holding company) financial statements. The change does not affect OMA’s consolidated results; it only affects the financial statements of Grupo Aeroportuario del Centro Norte, S.A.B. de C.V., on a legal-entity basis, which is the basis on which the annual Shareholders’ Meeting will allocate results for the period.
Adjusted EBITDA: OMA defines Adjusted EBITDA as EBITDA less construction revenue plus construction expense and maintenance provision. Construction revenue and construction cost do not affect cash flow generation and the maintenance provision corresponds to capital investments. Adjusted EBITDA should be not considered as an alternative to net income, as an indicator of our operating performance, or as an alternative to cash flow as an indicator of liquidity, or as an alternative to EBITDA.
Adjusted EBITDA margin: OMA calculates this margin as Adjusted EBITDA divided by the sum of aeronautical revenue and non-aeronautical revenue.
Aeronautical revenues: are revenues from rate-regulated services. These include revenue from airport services, regulated leases, and access fees from third parties to provide complementary and ground transportation services. Airport service revenues include principally departing domestic and international passenger charges (TUA), landing fees, aircraft parking charges, passenger and carry-on baggage screening, and use of passenger jetways, among others. Revenue from third party access fees to provide complementary services include revenue sharing for ramp services, aircraft towing, water loading and unloading, cabin cleaning, electricity supply, catering, security, and aircraft maintenance, among others. Revenues from regulated leases include principally rental to airlines of office space, hangars, and check-in and ticket sales counters. Revenues from access charges for providers of ground transportation services include charges for taxis and buses.
Airport Concession Tax (DUAC): This tax, the Derecho de Uso de Activos Concesionados, is equal to 5% of gross revenues, in accordance with the Federal Royalties Law.
American Depositary Shares (ADS): Securities issued by a U.S. depositary institution representing ownership interests in the deposited securities of non-U.S. companies. Each OMA ADS represents eight Series B shares.
Capital expenditures, Capex: includes investments in fixed assets (including investments in land, machinery, and equipment) and improvements to concessioned properties.
Cargo unit: equivalent to 100 kg of cargo.
Checked Baggage Screening: During 2012, OMA began to operate checked baggage screening in its 13 airports in order to increase airport security and in compliance with the requirements of the Civil Aviation General Directorate (DGAC). This screening uses the latest technology and is designed to detect explosives
in checked baggage. The cost of maintenance of the screening equipment is considered a regulated activity and will be recovered through the maximum rates, while the operational aspects are assessed as a non-regulated service charge. In accordance with the Civil Aviation Law and the regulations issued by the DGAC, the primary responsibility for damages and losses resulting from checked baggage lies with the airline. Notwithstanding the foregoing, OMA may be found jointly liable with the airline through a legal proceeding if and when all of the following elements are proven: a) occurrence of an illegal act, b) caused by the willful misconduct or bad faith of our subsidiary OMA Servicios Complementarios del Centro Norte, S.A. de C.V., and c) related to or occurring during the baggage screening undertaken by OMA Servicios Complementarios del Centro Norte, S.A. de C.V.
Construction revenue, construction cost: IFRIC 12 “Service Concession Arrangements” addresses how service concession operators should apply existing International Financial Reporting Standards (IFRSs) to account for the obligations they undertake and rights they receive in service concession arrangements. The concession contracts for each of OMA’s airport subsidiaries establishes that the concessionaire is obligated to carry out construction or improvements to the infrastructure transferred in exchange for the rights over the concession granted by the Federal Government. The latter will receive all the assets at the end of the concession period. As a result the concessionaire should recognize, using the percentage of completion method, the revenues and costs associated with the improvements to the concessioned assets. The amount of the revenues and costs so recognized should be the price that the concessionaire pays or would pay in an arm’s length transaction for the execution of the works or the purchase of machinery and equipment, with no profit recognized for the construction or improvement. The change does not affect operating income, net income, or EBITDA, but does affect calculations of margins based on total revenues.
Earnings per share and ADS: use the weighted average of shares or ADS outstanding for each period, excluding Treasury shares from the operation of the share purchase program.
EBITDA: For the purposes of this report, OMA defines EBITDA as net income minus net comprehensive financing income, taxes, and depreciation and amortization. EBITDA should be not considered as an alternative to net income, as an indicator of our operating performance, or as an alternative to cash flow as an indicator of liquidity. Our management believes that EBITDA provides a useful measure of our performance that is widely used by investors and analysts to evaluate our performance and compare it with other companies. However, it should be noted that EBITDA is not defined under IFRS, and may be calculated differently by different companies.
Employee Benefits: IFRS 19 (modified) “Employee Benefits” requires that cumulative actuarial gains and losses from pension obligations be recognized immediately in comprehensive income. These gains and losses arise from the actuarial estimates used for calculating pension liabilities as of the date of the financial statements.
IAS 34 “Interim Financial Reporting”: This norm establishes the minimum content that interim financial statements should include, as well as the criteria for the formulation of the financial statements.
International Financial Reporting Standards (IFRS): Financial statements and other information are presented in accordance with IFRS and their Interpretations. The financial statements for the year ended December 31, 2010 were the last statements prepared in accordance with Mexican Financial Reporting Standards.
Major Maintenance Provision: represents the obligation for future disbursements resulting from wear and tear or deterioration of the concessioned assets used in operations including: runways, platforms, taxiways, and
terminal buildings. The provision is increased periodically for the wear and tear to the concessioned assets and the Company’s estimates of the disbursements it needs to make. The use of the provision corresponds to the outflows made for the conservation of these operational assets.
Master Development Plan (MDP): The investment plan agreed to with the government every five years, under the terms of the concession agreement. These include capital investments and maintenance for aeronautical activities, and exclude commercial and other non-aeronautical investments. The investment horizon is 15 years, of which the next five years are committed investments.
Maximum Rate System: The Ministry of Communications and Transportation (SCT) regulates all our aeronautical revenues under a maximum rate system, which establishes the maximum amount of revenues per workload unit (one terminal passenger or 100kg of cargo) that may be earned by each airport each year from all regulated revenue sources. The concessionaire sets and registers the specific prices for services subject to regulation, which may be adjusted every nine months as long as the combined revenue from regulated services per workload unit at an airport does not exceed the maximum rate. The SCT reviews compliance with maximum rates on an annual basis after the close of each year.
NH Collection T2 hotel: The NH Collection hotel in Terminal 2 of the Mexico City International Airport.
Non-aeronautical revenues: are revenues that are not subject to rate regulation. These include revenues derived from commercial activities such as parking, advertising, car rentals, leasing of commercial space, freight management and handling, and other lease income, among others; diversification activities, such as the Hotel NH Terminal 2; and complementary activities, such as checked baggage screening.
Passengers: all references to passenger traffic volumes are to terminal passengers.
Passengers that pay passenger charges (TUA): Departing passengers, excluding connecting passengers, diplomats, and infants.
Passenger charges (TUA, Tarifa de Uso de Aeropuerto): are paid by departing passengers (excluding connecting passengers, diplomats, and infants). Rates are established for each airport and are different for domestic and international travel.
Prior period comparisons: unless stated otherwise, all comparisons of operating or financial results are made with respect to the comparable prior year period. Balance sheet numbers are compared to the balances at the end of the prior year.
Strategic investments: refers only to those investments that are additional to those in the Master Development Plan.
Technical Assistance Fee: Until June 13, 2015, this fee was charged as the higher of US$3.0 million per year or 5% of EBITDA before technical assistance. With the signing of an Amendment to the Technical Assistance and Technology Transfer Agreement effective June 14, 2015, the annual fee is charged as the higher of US$ 3.0 million per year or 4% of EBITDA for the third three years and 3% for the final two years of the agreement. For the purposes of this calculation, consolidated EBITDA before technical assistance takes into account only the subsidiaries holding the airport concessions or that provide personnel services directly or indirectly to the airports.
Terminal passengers: includes passengers on the three types of aviation (commercial, charter, and general aviation), and excludes passengers in transit.
Unaudited financials: financial statements are unaudited statements for the periods covered by the report.
Workload Unit: one terminal passenger or one cargo unit.
This report may contain forward-looking information and statements. Forward-looking statements are statements that are not historical facts. These statements are only predictions based on our current information and expectations and projections about future events. Forward-looking statements may be identified by the words “believe,” “expect,” “anticipate,” “target,” “estimate,” or similar expressions. While OMA's management believes that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and are generally beyond the control of OMA, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include, but are not limited to, those discussed in our most recent annual report filed on Form 20-F under the caption “Risk Factors.” OMA undertakes no obligation to update publicly its forward-looking statements, whether as a result of new information, future events, or otherwise.
Grupo Aeroportuario del Centro Norte, S.A.B. de C.V., known as OMA, operates 13 international airports in nine states of central and northern Mexico. OMA’s airports serve Monterrey, Mexico’s third largest metropolitan area, the tourist destinations of Acapulco, Mazatlán, and Zihuatanejo, and nine other regional centers and border cities. OMA also operates the NH Collection Hotel inside Terminal 2 of the Mexico City airport and the Hilton Garden Inn at the Monterrey airport. OMA employs over 1,000 persons in order to offer passengers and clients airport and commercial services in facilities that comply with all applicable international safety, security, and ISO 9001:2008 environmental standards. OMA is listed on the Mexican Stock Exchange (OMA) and on the NASDAQ Global Select Market (OMAB). For more information, visit:
• Webpage http://ir.oma.aero
• Twitter http://twitter.com/OMAeropuertos
• Facebook https://www.facebook.com/OMAeropuertos
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.
Grupo Aeroportuario del Centro Norte, S.A.B. de C.V.
|By:||/s/ Vicsaly Torres Ruiz|
|Vicsaly Torres Ruiz|
|Chief Financial Officer|
Date: October 17, 2017