CUSIP
No. 40051E202
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1.
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Names
of Reporting Persons
Fernando
Chico Pardo
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2.
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Check
the Appropriate Box if a Member of a Group (see instructions)
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(a)
(b)
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☒
☐
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3.
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SEC
USE ONLY
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4.
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Source
of Funds (see instructions)
PF
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5.
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Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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☐
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6.
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Citizenship
or Place of Organization
United
Mexican States
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Number
of
Shares
Beneficially Owned by Each Reporting
Person
with
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7.
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Sole
Voting Power
40,519,378
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8.
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Shared
Voting Power
22,950,000
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9.
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Sole
Dispositive Power
40,519,378
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10.
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Shared
Dispositive Power
22,950,000
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
63,469,378
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
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☐
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13.
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Percent
of Class Represented by Amount in Row (11)
22.91%
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14.
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Type
of Reporting Person (see instructions)
IN
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CUSIP No. 40051E202
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1.
|
Names
of Reporting Persons.
CHPAF
Holdings, S.A.P.I. de C.V.
|
2.
|
Check
the Appropriate Box if a Member of a Group (see instructions)
|
(a)
(b)
|
☒
☐
|
3.
|
SEC
USE ONLY
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4.
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Source
of Funds (see instructions)
AF
and OO
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5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
|
|
☐
|
6.
|
Citizenship
or Place of Organization
United
Mexican States
|
Number
of
Shares
Beneficially Owned by Each Reporting
Person
with
|
7.
|
Sole
Voting Power
40,519,378
|
8.
|
Shared
Voting Power
0
|
9.
|
Sole
Dispositive Power
40,519,378
|
10.
|
Shared
Dispositive Power
0
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
40,519,378
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Class B Shares (see instructions)
|
|
☐
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13.
|
Percent
of Class Represented by Amount in Row (11)
14.63%
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14.
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Type
of Reporting Person (see instructions)
CO
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Amendment
No. 15 to Schedule 13D
The
Reporting Persons hereby amend and supplement the statement on Schedule 13D filed with the Securities and Exchange Commission
(the “Commission”) on April 9, 2007, as amended by Amendment No. 1 thereto filed on May 14, 2007, Amendment
No. 2 thereto filed on June 4, 2007, Amendment No. 3 thereto filed on June 5, 2007, Amendment No. 4 thereto filed on June 20,
2007, as amended and restated by Amendment No. 5 thereto filed on June 20, 2007, as amended by Amendment No. 6 thereto filed on
August 22, 2007, as amended by Amendment No. 7 thereto filed on May 23, 2008, as amended by Amendment No. 8 thereto filed on June
2, 2008, as amended by Amendment No. 9 thereto filed on July 3, 2008, as amended by Amendment No. 10 thereto filed on June 23,
2010, as amended by Amendment No. 11 thereto filed on October 14, 2010, as amended by Amendment No. 12 thereto filed on November
8, 2011, as amended by Amendment No. 13 thereto filed on January 5, 2012, and as amended by Amendment No. 14 filed on March 12,
2012 (the “Schedule 13D”) with respect to, among other things, the Reporting Persons’ beneficial ownership
of series B shares (“Series B Shares”) (including Series B Shares underlying the American Depositary Shares
(“ADSs”)) of Grupo Aeroportuario del Sureste, S.A.B. de C.V., a limited liability publicly traded corporation
with variable capital stock (sociedad anónima bursátil de capital variable) (the “Company”),
organized under the laws of the United Mexican States (“Mexico”). According to its public filings with the
Commission, the Company, through its subsidiaries, operates airports in the southeastern region of Mexico. Defined terms used
but not defined herein shall have the respective meanings given to such terms in the Schedule 13D.
Item
1. Security and Issuer
Item
1 is hereby amended so that all references in the Item to “Mexico, D.F.”, or any variation thereof, shall now read
as “Ciudad de Mexico”:
Item
2. Identity and Background
Item
2 is hereby amended so that all references in the Item to “Mexico, D.F.”, or any variation thereof, shall now read
as “Ciudad de Mexico” and by adding at the end of the Item the following:
The
principal business address of CHAPF Holdings, S.A.P.I. de C.V., a Mexican sociedad anónima promotora de inversiones
de capital variable (“CHAPF”), is Bosque de Alisos No. 47A-3, Bosques de las Lomas CP 05120, Ciudad de
Mexico, Mexico. During the last five years, CHAPF has not been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors) nor has it been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding any violation with respect to laws. The name,
citizenship, present principal occupation or employment of each director and executive officer of CHAPF is set forth in Schedule
A hereto.
Item
3. Source and Amount of Funds or Other Consideration
Item
3 is hereby amended by adding at the end of the Item the following:
Mr.
Chico/CHAPF acquired 2,773,081 Shares for a sum of around Ps.790.4 million pursuant to negotiated transactions in the market with
a mixture of cash on hand and lines of credit from commercial banks.
Item
4. Purpose of Transaction
Item
4 is hereby amended by adding at the end of the Item the following paragraphs:
On
December 3, 2018, Agrupación Aeroportuaria Internacional III, S.A. de C.V. and Servicios de Estrategia Patrimonial, S.A.
de C.V. merged with CHAPF Holdings, S.A.P.I. de C.V. to become CHAPF Holdings, S.A.P.I. de C.V. CHAPF Holdings,
S.A.P.I. de C.V. thus became the successor in interest to both Agrupación Aeroportuaria Internacional III, S.A. de C.V.
and Servicios de Estrategia Patrimonial, S.A. de C.V.
While Mr. Chico and CHAPF may continue to buy additional Shares in negotiated transactions in the market, their plans and proposals for the Company have not changed.
Item
5. Interest in Securities of the Issuer
Section
(c) of Item 5 is hereby amended to state the following:
(c)
Except as set forth in this statement, no transactions in Shares were effected by the Reporting Persons during the 60 day period
ended August 28, 2019.
Date
|
Amount
of
Securities
|
Price
per Share
(Mexican Pesos)
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Where
and
How Effected
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24-Jul-19
|
446,826
|
294.87
|
Open
Market
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25-Jul-19
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160,000
|
297.59
|
Open
Market
|
26-Jul-19
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44,231
|
294.26
|
Open
Market
|
29-Jul-19
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20,000
|
295.64
|
Open
Market
|
30-Jul-19
|
10,000
|
299.99
|
Open
Market
|
31-Jul-19
|
200,000
|
292.19
|
Open
Market
|
1-Aug-19
|
3,303
|
290.00
|
Open
Market
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2-Aug-19
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70,000
|
287.35
|
Open
Market
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6-Aug-19
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75,000
|
286.91
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Open
Market
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7-Aug-19
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50,000
|
287.07
|
Open
Market
|
8-Aug-19
|
97,203
|
284.75
|
Open
Market
|
9-Aug-19
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100,000
|
284.47
|
Open
Market
|
12-Aug-19
|
12,260
|
279.82
|
Open
Market
|
13-Aug-19
|
52,712
|
277.12
|
Open
Market
|
14-Aug-19
|
154,120
|
276.83
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Open
Market
|
15-Aug-19
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60,688
|
272.70
|
Open
Market
|
16-Aug-19
|
6,908
|
275.29
|
Open
Market
|
19-Aug-19
|
150,000
|
278.00
|
Open
Market
|
20-Aug-19
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350,000
|
282.25
|
Open
Market
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21-Aug-19
|
7,213
|
279.96
|
Open
Market
|
22-Aug-19
|
200,000
|
280.34
|
Open
Market
|
23-Aug-19
|
423,110
|
277.98
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Open
Market
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26-Aug-19
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65,000
|
279.56
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Open
Market
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27-Aug-19
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14,507
|
279.56
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Open
Market
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SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated:
August 28, 2019
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FERNANDO
CHICO PARDO
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By:
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/s/ Fernando Chico Pardo
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CHPAF
HOLDINGS, S.A.P.I. DE C.V.
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By:
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/s/ Fernando Chico Pardo
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Name:
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Fernando Chico Pardo
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Title:
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Attorney in fact
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Schedule A
Board
of Directors s of CHAPF Holdings, S.A.P.I. de C.V.
The
following sets forth the name, citizenship and present principal occupation or employment of each director of CHAPF. To the best
of the Reporting Persons’ knowledge, except as set forth on Schedule 13D, none of the directors of CHAPF owns any Shares
or any other shares convertible into Shares.
Name
|
Title
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Citizenship
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Present
Principal Place of Employment
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Fernando
Chico Pardo
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Chairman
|
Mexican
|
Promecap
S.A. de C.V.
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Andres
Chico Hernandez
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Board
Member
|
Mexican
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CHPAF
Holdings S.A.P.I. de C.V.
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Felipe
Chico Hernandez
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Board
Member
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Mexican
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CHPAF
Holdings S.A.P.I. de C.V.
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Pablo
Chico Hernandez
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Board
Member
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Mexican
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SSA
Marine Mexico S.A. de C.V.
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Jose
Miguel Enrich Liñero
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Secretary
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Mexican
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Promecap
S.A. de C.V.
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