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Offering Memorandum Aeropuertos Dominicanos Siglo XXI, S.A. US$317,000,000 6.750% Senior Secured Notes due 2029 Interest payable March 30, June 30, September 30 and December 30 Issue Price: 100.000% The notes have been issued by Aeropuertos Dominicanos Siglo XXI, S.A. (“Aerodom”), a corporation (sociedad anónima) organized under the laws of the Dominican Republic. The notes will mature on March 30, 2029. Interest will accrue from January 20, 2017, and the first interest payment date will be March 30, 2017. At any time prior to April 1, 2024, Aerodom may redeem some or all of the notes at a price equal to 100% of the principal amount plus accrued and unpaid interest plus a “make-whole” premium and, at any time on or after April 1, 2024, Aerodom may redeem all of the notes at the redemption prices set forth in this offering memorandum. Aerodom may also redeem the notes upon certain changes in tax laws. If Aerodom sells certain of its assets or experiences a change of control as defined herein, Aerodom must offer to purchase the notes. The obligations of Aerodom are secured by a pledge of the stock of Aerodom. The notes are senior secured obligations and rank equally in right of payment with all of Aerodom’s existing and future senior debt, including borrowings under the senior secured credit facility made concurrently with the notes, and senior in right of payment to all of Aerodom’s existing and future unsecured subordinated debt. See “Risk factors” beginning on page 26 for a discussion of certain risks you should consider in connection with an investment in the notes. We have not registered the notes under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or under any state securities laws. We are offering the notes solely (1) to qualified institutional buyers (as defined in Rule 144A under the Securities Act) and (2) to persons outside the United States in compliance with Regulation S under the Securities Act. See “Transfer restrictions.” This offering memorandum constitutes a prospectus for purposes of Part IV of he Luxembourg law on prospectus for securities dated July 10, 2005, as amended. Application has been made for the notes to be listed on the Official List of the Luxembourg Stock Exchange and admitted for trading on the Euro MTF market. The Euro MTF market is not a regulated market for the purposes of Directive 2004/39/EC. Delivery of the notes was made to investors in book-entry form through The Depository Trust Company on or about January 20, 2017. J.P. Morgan Scotiabank February 24, 2017 Puerto Plata (Gregorio Luperón) Santiago (Cibao) Samaná (El Catey) 2 Samaná (Arroyo Barril) 3 6 Punta Cana 4 1 La Romana 5 Santo Domingo (Las Américas) Barahona (María Montez) Santo Domingo (La Isabela) Aerodom Airportsirports Other airportsrts In making your investment decision, you should rely only on the information contained in this offering memorandum. We and the initial purchasers have not authorized anyone to provide you with any other information. If you receive any other information, you should not rely on it. We and the initial purchasers are offering to sell the notes only in places where offers and sales are permitted. You should not assume that the information contained in this offering memorandum is accurate at any date other than the date on the front cover of this offering memorandum. Neither the delivery of this offering memorandum nor any sale made hereunder shall, under any circumstances, imply that the information herein is correct as of any date subsequent to the date on the cover of this offering memorandum. Table of contents Page Page Summary .............................. 1 Description of certain indebtedness ......... 118 Risk factors ............................ 26 Description of notes ..................... 123 Use of proceeds ......................... 46 Description of principal security documents . 182 Capitalization .......................... 47 Certain tax considerations ................. 184 Selected financial and other data ........... 48 Book-entry; settlement and clearance ........ 188 Management’s discussion and analysis of Transfer restrictions ..................... 193 financial condition and results of Plan of distribution ...................... 196 operations ........................... 52 Enforcement of civil liabilities; certain The Concession ......................... 81 insolvency events ..................... 204 The Concession Airports .................. 90 Legal matters ........................... 206 Business .............................. 95 Independent accountants .................. 206 Management ........................... 114 Consultant ............................. 206 Principal shareholders .................... 116 Listing and general information ............ 208 Certain relationships and related party Index to financial statements .............. F-1 transactions .......................... 117 Traffic Report ................... Appendix A This offering memorandum has been prepared by us solely for use in connection with the proposed offering of the notes described in this offering memorandum. This offering memorandum may only be used for the purpose for which it has been prepared. We accept responsibility for the information contained in this offering memorandum. To the best of our knowledge (having taken all reasonable care to ensure that such is the case), the information contained in this offering memorandum is in accordance with the facts and does not omit anything likely to affect the import of such information. The initial purchasers makes no representation or warranty, expressed or implied, as to the accuracy or completeness of the information contained in this offering memorandum. Nothing contained in this offering memorandum is, or shall be relied upon as, a promise or representation by the initial purchasers as to the past or future. Neither we nor the initial purchasers are making an offer to sell the notes in any jurisdiction except where such an offer or sale is permitted. You must comply with all applicable laws and regulations in force in your jurisdiction and you must obtain any consent, approval or permission required by you for the purchase, offer or sale of the notes under the laws and regulations in force in your jurisdiction to which you are subject or in which you make such purchase, offer or sale and neither we nor the initial purchasers will have any responsibility therefore. i The notes will not be registered under Law 19-00 on Securities Markets, dated May, 2000, as amended, of the Dominican Republic with the Dominican Securities Commission (Superintendencia de Valores), and, accordingly, the notes may not be offered to persons in the Dominican Republic except in circumstances that do not constitute a public offering under the laws of the Dominican Republic. We are relying upon an exemption from registration under the Securities Act, for an offer and sale of securities which do not involve a public offering. By purchasing notes, you will be deemed to have made certain acknowledgments, representations and agreements as set forth under “Transfer restrictions” in this offering memorandum. The notes are subject to restrictions on transfer and resale and may not be transferred or resold except as permitted under the Securities Act and applicable state securities laws pursuant to registration or exemption there from. As a prospective purchaser, you should be aware that you may be required to bear the financial risks of this investment for an indefinite period of time. We intend to apply to list the notes on the Official List of the Luxembourg Stock Exchange for trading on the Euro MTF Market and will submit this offering memorandum in connection with the listing application. In the course of any review by the Luxembourg Stock Exchange, we may be requested to make changes to the financial and other information included in this offering memorandum. Comments by the competent authority may require significant modification or reformulation of information contained in this offering memorandum or may require the inclusion of additional information, including additional financial information in respect of Aerodom. We may also be required to update the information in this offering memorandum to reflect changes in our business, financial condition or results of operations and prospects. We cannot guarantee that our application for admission of the notes to trading on the Euro MTF Market and to list the notes on the Official List of the Luxembourg Stock Exchange will be approved and settlement of the notes is not conditioned on obtaining this listing. None of the U.S. Securities and Exchange Commission (the “SEC”), any U.S. state securities commission or any other regulatory authority has approved or disapproved the notes, nor have any of the foregoing authorities passed upon or endorsed the merits of this offering or the accuracy or adequacy of this offering memorandum. Any representation to the contrary is a criminal offense. In making an investment decision, prospective investors must rely on their own examination of our company and the terms of the offering, including the merits and risks involved. Prospective investors should not construe anything in this offering memorandum as legal, business or tax advice. Each prospective investor should consult its own advisors as needed to make its investment decision and to determine whether it is legally permitted to purchase the notes under applicable legal, investment or similar laws or regulations.

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