CEMEX Announces Offering of Senior Secured Notes
March 09 2016 - 8:14AM
Business Wire
CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today its
intention to offer senior secured notes denominated in U.S. Dollars
(the “Notes”), subject to market and other conditions.
CEMEX intends to use the net proceeds from the offering of the
Notes to fund the redemption and/or repurchase of (i) the 9.875%
U.S. Dollar-Denominated Senior Secured Notes due 2019 issued by
CEMEX España, S.A., acting through its Luxembourg branch, on March
28, 2012 (the “April 2019 U.S. Dollar Notes”), (ii) the 9.875%
Euro-Denominated Senior Secured Notes due 2019 issued by CEMEX
España, S.A., acting through its Luxembourg branch, on March 28,
2012 (the “April 2019 Euro Notes”), and/or (iii) the 9.500% Senior
Secured Notes due 2018 issued by CEMEX on September 17, 2012 (the
“June 2018 U.S. Dollar Notes”), 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, as
amended and restated (the “Credit Agreement”) entered into with
several financial institutions, and/or other indebtedness, all in
accordance with the Credit Agreement.
The April 2019 U.S. Dollar Notes and the April 2019 Euro Notes
become redeemable at the option of CEMEX España, S.A., acting
through its Luxembourg branch on April 30, 2016 at a redemption
price of 104.94% of the principal amount thereof, plus accrued and
unpaid interest through the redemption date.
The June 2018 U.S. Dollar Notes become redeemable at the option
of CEMEX on June 15, 2016 at a redemption price of 104.750% of the
principal amount thereof, plus accrued and unpaid interest through
the redemption date.
The Notes would share in the collateral pledged for the benefit
of the lenders under the Credit Agreement and other secured
obligations having the benefit of such collateral, and would 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 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 Notes will be 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 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
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
NOTES, WE WILL NOTIFY THE CNBV OF THE ISSUANCE OF THE NOTES,
INCLUDING THE PRINCIPAL CHARACTERISTICS OF THE NOTES AND THE
OFFERING OF THE 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 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
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.
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version on businesswire.com: http://www.businesswire.com/news/home/20160309005768/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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