CEMEX Announces Pricing Of €550 Million And U.S.$750 Million in Senior Secured Notes
February 26 2015 - 10:36PM
Business Wire
CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today the
pricing of €550 million of its 4.375% Senior Secured Notes due 2023
denominated in Euros (the “Euro Notes”) and U.S.$750 million
of its 6.125% Senior Secured Notes due 2025 denominated in U.S.
Dollars (the “U.S. Dollar Notes”).
The Euro Notes will bear interest at an annual rate of 4.375%
and mature on March 5, 2023. The Euro Notes will be issued at par
and will be callable commencing on March 5, 2019. The U.S. Dollar
Notes will bear interest at an annual rate of 6.125% and mature on
May 5, 2025. The U.S. Dollar Notes will be issued at a price of
99.980% of face value and will be callable commencing on May 5,
2020. The closing of the offerings is expected to occur on March 5,
2015, subject to satisfaction of customary closing conditions.
CEMEX intends to use the net proceeds from the offerings of the
Euro Notes and the U.S. Dollar Notes to fund the redemption and/or
repurchase of (i) the Floating Rate Senior Secured Notes due 2015
(the "September 2015 Floating Rate U.S. Dollar Notes"), issued by
CEMEX, (ii) the 9.000% Senior Secured Notes due 2018 (the "January
2018 U.S. Dollar Notes"), issued by CEMEX, and/or (iii) the 9.250%
Senior Secured Notes due 2020 (the "May 2020 U.S. Dollar Notes"),
issued by CEMEX España, S.A., acting through its Luxembourg Branch,
and the remainder, if any, for general corporate purposes,
including the repayment of indebtedness under CEMEX’s Credit
Agreement, dated as of September 29, 2014 (the "Credit Agreement"),
CEMEX’s Facilities Agreement, dated as of September 17, 2012, as
amended (the “Facilities Agreement”), and/or other indebtedness,
all in accordance with the Credit Agreement and the Facilities
Agreement.
The Euro Notes and the U.S. Dollar Notes will share in the
collateral pledged for the benefit of the lenders under the Credit
Agreement, the Facilities Agreement and other secured obligations
having the benefit of such collateral, and will be guaranteed by
CEMEX México, S.A. de C.V., CEMEX Concretos, S.A. de C.V., Empresas
Tolteca de México, S.A. de C.V., New Sunward Holding B.V., CEMEX
España, S.A., Cemex Asia B.V., CEMEX Corp., CEMEX Finance LLC,
Cemex Egyptian Investments B.V., Cemex Egyptian Investments II
B.V., CEMEX France Gestion (S.A.S.), Cemex Research Group AG, Cemex
Shipping B.V. and CEMEX UK.
This release is neither an offer to purchase nor a solicitation
of an offer to sell or buy any securities of CEMEX in any
transaction.
The Euro Notes, the U.S. Dollar Notes and the guarantees
thereof have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the “Securities Act”), or any
state securities laws, and they may not be offered or sold in the
United States absent registration or an applicable exemption from
the registration requirements of the Securities Act. The Euro Notes
and the U.S. Dollar Notes are being offered only to qualified
institutional buyers pursuant to Rule 144A and outside the United
States pursuant to Regulation S, both as promulgated under the
Securities Act.
THE EURO NOTES AND THE U.S. DOLLAR NOTES HAVE NOT BEEN AND
WILL NOT BE REGISTERED WITH THE NATIONAL SECURITIES REGISTRY
(REGISTRO NACIONAL DE VALORES) MAINTAINED BY THE MEXICAN NATIONAL
BANKING AND SECURITIES COMMISSION (COMISIÓN NACIONAL BANCARIA Y DE
VALORES, OR CNBV), AND MAY NOT BE OFFERED OR SOLD PUBLICLY IN
MEXICO, EXCEPT THAT THE EURO NOTES AND THE U.S. DOLLAR NOTES MAY BE
OFFERED AND SOLD IN MEXICO, PURSUANT TO THE PRIVATE PLACEMENT
EXEMPTION SET FORTH IN ARTICLE 8 OF THE MEXICAN SECURITIES MARKET
LAW (LEY DEL MERCADO DE VALORES), TO INSTITUTIONAL AND QUALIFIED
INVESTORS. UPON THE ISSUANCE OF THE EURO NOTES AND THE U.S. DOLLAR
NOTES, WE WILL NOTIFY THE CNBV OF THE ISSUANCE OF THE EURO NOTES
AND THE U.S. DOLLAR NOTES, INCLUDING THE PRINCIPAL CHARACTERISTICS
OF THE EURO NOTES AND THE U.S. DOLLAR NOTES AND THE OFFERING OF THE
EURO NOTES AND THE U.S. DOLLAR NOTES OUTSIDE MEXICO. SUCH NOTICE
WILL BE DELIVERED TO THE CNBV TO COMPLY WITH A LEGAL REQUIREMENT
AND FOR INFORMATION PURPOSES ONLY, AND THE DELIVERY TO AND THE
RECEIPT BY THE CNBV OF SUCH NOTICE, DOES NOT CONSTITUTE OR IMPLY
ANY CERTIFICATION AS TO THE INVESTMENT QUALITY OF THE EURO NOTES
AND THE U.S. DOLLAR NOTES OR OF CEMEX’S SOLVENCY, LIQUIDITY OR
CREDIT QUALITY OR THE ACCURACY OR COMPLETENESS OF THE INFORMATION
SET FORTH IN THE DOCUMENTS USED FOR THE OFFERING. THE INFORMATION
CONTAINED IN THE DOCUMENTS USED FOR THE OFFERING OF THE EURO NOTES
AND THE U.S. DOLLAR NOTES IS THE EXCLUSIVE RESPONSIBILITY OF CEMEX
AND HAS NOT BEEN REVIEWED OR AUTHORIZED BY THE CNBV.
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.
CEMEX, S.A.B. de C.V.Media RelationsJorge Pérez,
+52 (81) 8888-4334mr@cemex.comorInvestor RelationsEduardo
Rendón, +52 (81) 8888-4256ir@cemex.comorAnalyst
RelationsLuis Garza, +52 (81) 8888-4136ir@cemex.com
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