CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today that
holders of U.S.$178,509,000 of the outstanding Floating Rate Senior
Secured Notes due 2018 (the “2018 Notes”) issued by CEMEX,
U.S.$218,932,000 of the outstanding 6.500% Senior Secured Notes due
2019 (the “2019 Notes”) issued by CEMEX and U.S.$402,579,000 of the
outstanding 9.375% Senior Secured Notes due 2022 (the “2022 Notes”
and, together with the 2018 Notes and the 2019 Notes, the “Notes”)
issued by CEMEX Finance LLC, tendered their Notes at or prior to
the early tender deadline of 8:00 a.m., New York City time, on May
9, 2016 (the “Early Tender Date”), pursuant to CEMEX’s previously
announced cash tender offer (the “Tender Offer”) to purchase up to
U.S.$400,000,000 (the “Aggregate Maximum Tender Amount”) of the
outstanding Notes. The Tender Offer is being made pursuant to the
Offer to Purchase dated April 25, 2016 (the “Offer to Purchase”)
and the related letter of transmittal.
The following table summarizes the early tender results as of
the Early Tender Date and the principal amount of Notes that CEMEX
has accepted for purchase:
Aggregate Principal Acceptance Principal
Amount Title of Amount Total
Priority Tender Cap Per Principal Amount
Accepted for Security Issuer CUSIP /
ISIN Outstanding
Consideration(1)
Level Series Tendered Purchase Floating
Rate Senior Secured Notesdue 2018 CEMEX 151290BL6
/US151290BL61P22575AG2 /USP22575AG20 U.S.$497,995,000 U.S$1,033.75
1 N/A U.S.$178,509,000 U.S.$178,509,000 6.500% Senior
Secured Notesdue 2019 CEMEX 151290BJ1 /US151290BJ16
P2253TJD2 /USP2253TJD20
U.S.$965,131,000 U.S$1,062.50 2 N/A U.S.$218,932,000
U.S.$218,932,000 9.375% Senior Secured Notesdue 2022 CEMEX
Finance LLC 12516UAC9 /US12516UAC99
U12763AC9 /USU12763AC92
U.S.$1,410,940,000 U.S$1,112.50 3 U.S.$150,000,000 U.S.$402,579,000
U.S.$0 (2)
(1) Per U.S.$1,000 Principal Amount.(2) Because no proration
factor would permit CEMEX to purchase tendered 2022 Notes in
accordance with the terms of the Tender Offer, no such 2022 Notes
will be accepted in the Tender Offer.
Because Notes in excess of the Aggregate Maximum Tender Amount
have been validly tendered in the Tender Offer on or prior to the
Early Tender Date, CEMEX has accepted for purchase all
U.S.$178,509,000 of the tendered 2018 Notes, all U.S.$218,932,000
of the tendered 2019 Notes and none of the tendered 2022 Notes. The
early settlement date on which CEMEX will make payment for such
2018 Notes and 2019 Notes accepted in the Tender Offer is expected
to be May 12, 2016 (the “Early Settlement Date”). Holders of Notes
who tender after the Early Tender Date will not have any of their
Notes accepted for purchase. Any tendered Notes that are not
accepted for purchase will be returned or credited without expense
to the holder’s account.
Holders of Notes that validly tendered on or prior to the Early
Tender Date and whose Notes have been accepted for purchase are
entitled to receive U.S.$1,033.75 per U.S.$1,000 principal amount
of 2018 Notes and U.S.$1,062.50 per U.S.$1,000 principal amount of
2019 Notes accepted for purchase, which includes, in each case, an
early tender premium equal to U.S.$30 per U.S.$1,000 principal
amount of Notes accepted for purchase. Holders who validly tendered
on or prior to the Early Tender Date and whose Notes have been
accepted for purchase will also receive accrued and unpaid interest
on their accepted Notes from the last interest payment date to, but
not including, the Early Settlement Date. The total cash payment to
purchase the accepted Notes will be approximately U.S.$423.9
million. Notes that have been validly tendered cannot be withdrawn,
except as may be required by applicable law.
The Tender Offer will expire at 11:59 p.m., New York City time,
on May 20, 2016.
Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner
& Smith Incorporated acted as Dealer Managers for the Tender
Offer. The Information Agent and Tender Agent for the Tender Offer
was Global Bondholder Services Corporation.
This release is neither an offer to purchase nor a solicitation
of an offer to sell or buy any securities in any transaction. The
Tender Offer is being made pursuant to the Offer to Purchase and
the related letter of transmittal, copies of which were delivered
to holders of the Notes, and which set forth the complete terms and
conditions of the Tender Offer. The Tender Offer is not being made
to, nor will CEMEX accept tenders of the Notes from, holders in any
jurisdiction in which the Tender Offer would not be in compliance
with the securities or blue sky laws of such jurisdiction. None of
CEMEX, the Dealer Managers, the tender agent, the information agent
or the trustee under the indentures governing the Notes, or any of
their respective affiliates, makes any recommendation in connection
with the Tender Offer.
Neither the Offer to Purchase nor any related documents have
been filed with, and have not been approved or reviewed by any
federal or state securities commission or regulatory authority of
any country. No authority has passed upon the accuracy or adequacy
of the Offer to Purchase or any related documents, and it is
unlawful and may be a criminal offense to make any representation
to the contrary.
This press release contains forward-looking statements and
information that are necessarily subject to risks, uncertainties,
and assumptions. No assurance can be given that the transactions
described herein will be consummated or as to the ultimate terms of
any such transactions. CEMEX assumes no obligation to update or
correct the information contained in this press release.
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version on businesswire.com: http://www.businesswire.com/news/home/20160509006781/en/
CEMEX, S.A.B. de C.V.Media RelationsJorge Pérez, +52 (81)
8888-4334mr@cemex.comorInvestor RelationsEduardo Rendón, +52 (81)
8888-4256ir@cemex.comorAnalyst RelationsLucy Rodriguez, +1
212-317-6007ir@cemex.com
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