MONTERREY, Mexico -- (Business Wire)
CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today the pricing
of U.S.$600 million aggregate principal amount of senior secured notes
(the “Notes”) denominated in U.S. dollars.
The Notes will bear interest at an annual rate of 5.875% and mature in
2019. The Notes will be issued at par and will be callable commencing on
their 3rd anniversary. The closing of the offering is expected to occur
on March 25, 2013, subject to satisfaction of customary closing
CEMEX intends to use approximately U.S.$55 million of the net proceeds
from the offering for the repayment in full of the remaining
indebtedness under CEMEX’s 2009 Financing Agreement, dated August 14,
2009, as amended, and the remainder for general corporate purposes,
including the repayment of other indebtedness.
The Notes will share in the collateral pledged for the benefit of the
lenders under 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 Egyptian Investments B.V., CEMEX
France Gestion (S.A.S.), Cemex Research Group AG, Cemex Shipping B.V.
and CEMEX UK.
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
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
OUR SOLVENCY, LIQUIDITY OR CREDIT QUALITY OR THE ACCURACY OR
COMPLETENESS OF THE INFORMATION SET FORTH HEREIN. 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 announcement is addressed solely to qualified investors (within
the meaning of the Prospectus Directive) in any Member State of the EEA
that has implemented EU Directive 2003/71/EC (together with any
applicable implementing measures in any Member State, the “Prospectus
The information contained in this announcement does not constitute an
invitation or inducement to engage in investment activity within the
meaning of the United Kingdom Financial Services and Markets Act 2000.
In the United Kingdom, this announcement is being distributed only to,
and is directed only at (i) investment professionals who have
professional experience in matters relating to investments falling
within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the “Order”), or (ii) high
net worth entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all
such persons together being referred to as “Relevant Persons”). The
information contained in this announcement must not be acted on or
relied on in the United Kingdom by persons who are not Relevant Persons.
In the United Kingdom, the Notes were only available to, and any
investment or investment activity to which this announcement relates was
available only to Relevant Persons, and was engaged in only with such
persons. Any person who is not a Relevant Person should not act or rely
on the information contained in this announcement.
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.
Jorge Pérez, +52
Eduardo Rendón, +52 (81) 8888-4256
Luis Garza, +52 (81) 8888-4136
Source: CEMEX, S.A.B. de C.V.
© 2014 Canjex Publishing Ltd. All rights reserved.