CEMEX Announces Agreements to Exchange Approximately U.S.$626 Million of Its 3.25% Convertible Subordinated Notes Due 2016 fo...
May 21 2015 - 8:30AM
Business Wire
CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX), announced today that
it had entered into a series of private exchange agreements with
certain institutional investors providing for such investors to
exchange approximately U.S.$626 million aggregate principal amount
of 3.25% Convertible Subordinated Notes due 2016 (CUSIP: 151290AZ6,
P2253THV4 and 151290BB8; ISIN: US151290AZ66, USP2253THV46 and
US151290BB89) issued by CEMEX (the “Existing Notes”) and held by
such investors for (i) U.S.$321 million aggregate principal amount
of new 3.72% Convertible Subordinated Notes due 2020 (the “Exchange
Notes”) to be issued by CEMEX and (ii) an estimated 42 million
American Depositary Shares of CEMEX (the “ADSs”). These exchange
transactions do not include the payment by CEMEX of any cash.
Following the closing of these exchange transactions, U.S.$352
million aggregate principal amount of the Existing Notes will
remain outstanding. The Existing Notes are not callable (other than
for tax reasons) prior to maturity in March 2016.
The terms of the Exchange Notes will be substantially similar to
those of CEMEX's existing Convertible Subordinated Notes due 2020
issued on March 13, 2015, including the maturity date, interest
rate, interest payment dates, initial conversion price and initial
conversion rate. The Exchange Notes will be convertible into ADSs
based on an initial conversion rate of 84.0044 ADSs per U.S.$1,000
principal amount of Exchange Notes, which is equivalent to an
initial conversion price of approximately U.S.$11.9041 per ADS. The
conversion rate and the conversion price will be subject to
adjustment in certain events, such as distributions of dividends or
stock splits, in accordance with the terms of the Exchange Notes.
The Exchange Notes are expected to bear CUSIP number 151290BT9 and
ISIN US151290BT97.
The closing of each of these exchange transactions is subject to
customary closing conditions. The Exchange Notes are expected to be
issued on or around May 28, 2015 and the final settlement date for
the exchange transactions is expected to be on or around June 8,
2015.
The Exchange Notes and the ADSs are being issued under private
exchange agreements and such issuance is exempt from registration
pursuant to Section 3(a)(9) under the U.S. Securities Act of 1933,
as amended. This press release is neither an offer to purchase or
exchange nor a solicitation of an offer to sell or buy any
securities of CEMEX.
THE EXCHANGE 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, OR OTHERWISE BE THE SUBJECT OF
BROKERAGE ACTIVITIES, IN MEXICO, EXCEPT THAT THE EXCHANGE NOTES MAY
BE OFFERED IN MEXICO PURSUANT TO THE PRIVATE PLACEMENT EXEMPTION
SET FORTH UNDER ARTICLE 8 OF THE MEXICAN SECURITIES MARKET LAW (LEY
DEL MERCADO DE VALORES), TO MEXICAN INSTITUTIONAL AND QUALIFIED
INVESTORS. UPON THE ISSUANCE OF THE EXCHANGE NOTES, WE WILL NOTIFY
THE CNBV OF THE ISSUANCE OF THE EXCHANGE NOTES INCLUDING THE
PRINCIPAL CHARACTERISTICS OF THE EXCHANGE NOTES AND THE OFFERING OF
THE EXCHANGE 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 EXCHANGE NOTES OR OF OUR SOLVENCY,
LIQUIDITY OR CREDIT QUALITY OR THE ACCURACY OR COMPLETENESS OF THE
INFORMATION SET FORTH HEREIN. THE INFORMATION CONTAINED HEREIN 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 transaction. 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/20150521005387/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 RelationsLuis Garza, +52(81)
8888-4136ir@cemex.com
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