TIDM74ZI
RNS Number : 0857A
Cemex Finance Europe B.V.
26 March 2012
Media Relations Investor Relations Analyst Relations
Jorge Perez Eduardo Rendon Luis Garza
+52 (81) 8888 4334 +52 (81) 8888 4256 +52 (81) 8888 4136
mr@cemex.com ir@cemex.com ir@cemex.com
CEMEX ANNOUNCES RESULTS OF EXCHANGE OFFERS FOR ITS 2014
EUROBONDS AND PERPETUAL SECURITIES
-- Approximately 53% of outstanding 2014 Eurobonds exchanged
into new senior secured notes maturing in 2019, and
-- Approximately 48% of outstanding Perpetual Debentures
exchanged into new senior secured notes maturing in 2019, resulting
in a reduction of CEMEX's overall indebtedness (including Perpetual
Debentures) of approximately U.S.$131 million.
MONTERREY, MEXICO. March 26, 2012 - CEMEX, S.A.B. de C.V. (NYSE:
CX) ("CEMEX") announced today the results of its five separate
exchange offers (the "Exchange Offers") made on a private placement
basis to exchange currently outstanding Euro-denominated 4.75%
Notes due 2014 (the "Eurobonds") and outstanding series of
Perpetual Debentures for new senior secured notes to be denominated
in Dollars or in Euros.
Results as of 11:59 p.m., New York City Time, on March 23, 2012
----------------------------------------------------------------------------------------
Approximate Percentage
of Outstanding Amounts,
Approximate Aggregate by Series (excluding
Principal Amount those owned by CEMEX,
Security Tendered Tendered if any)
------------------------------------- ---------------------- -------------------------
Eurobonds EUR469,619,000 53%
------------------------------------- ---------------------- -------------------------
C5 6.196% Perpetual Debentures U.S.$42,750,000 38%
------------------------------------- ---------------------- -------------------------
C8 6.640% Perpetual Debentures U.S.$147,897,000 51%
------------------------------------- ---------------------- -------------------------
C10 6.722% Perpetual Debentures U.S.$159,809,000 46%
------------------------------------- ---------------------- -------------------------
C10-EUR 6.277% Perpetual Debentures EUR76,874,000 52%
------------------------------------- ---------------------- -------------------------
Total of all Perpetual Debentures
(calculated at an exchange
ratio of 1.3191 U.S. Dollars
per Euro) U.S.$451,860,493 48%
------------------------------------- ---------------------- -------------------------
As a result of the Exchange Offers, CEMEX's overall indebtedness
(including the Perpetual Debentures) will be reduced by
approximately U.S.$131 million (calculated at an exchange rate of
1.3191 U.S. Dollars per Euro).
Fernando Gonzalez, CEMEX's CFO, said "These exchange offers
allow CEMEX to further reduce its refinancing risk and its overall
indebtedness (including Perpetual Debentures), two important
components in our ongoing financial strategy."
The tendered securities will be accepted for exchange into (1)
EUR179,219,000 aggregate principal amount of 9.875%
Euro-denominated Senior Secured Notes due 2019 and (2)
U.S.$703,861,000 aggregate principal amount of 9.875% U.S.
Dollar-denominated Senior Secured Notes due 2019 (collectively, the
"New Notes"). The issuer of New Notes is CEMEX Espana, S.A., acting
through its Luxembourg branch (the "Issuer").
The Exchange Offers expired at 11:59 p.m., New York City time,
on March 23, 2012 (the "Expiration Date"). As of the Expiration
Date, the following approximate amounts had been properly tendered
and not withdrawn, by series:
(1) EUR469.62 million in aggregate principal amount (or 53.1%)
of outstanding Eurobonds (ISIN XS0289333048) (excluding those owned
by CEMEX, if any).
(2) U.S.$42.75 million in aggregate principal amount (or 38.4%)
of outstanding U.S. Dollar-denominated 6.196% Fixed-to-Floating
Rate Callable Perpetual Debentures (CUSIP 12526YAA3/G4490RAAO)
(excluding those owned by CEMEX, if any).
(3) U.S.$147.90 million in aggregate principal amount (or 51.4%)
of outstanding U.S. Dollar-denominated 6.640% Fixed-to-Floating
Rate Callable Perpetual Debentures (CUSIP 12518TAA4/G2024RAA9)
(excluding those owned by CEMEX, if any).
(4) U.S.$159.81 million in aggregate principal amount (or 45.9%)
of outstanding U.S. Dollar-denominated 6.722% Fixed-to-Floating
Rate Callable Perpetual Debentures (CUSIP 126513AA8/G23491AA4)
(excluding those owned by CEMEX, if any).
(5) EUR76.87 million in aggregate principal amount (or 52.4%) of
outstanding Euro-denominated 6.277% Fixed-to-Floating Rate Callable
Perpetual Debentures (ISIN XS0300179198) (excluding those owned by
CEMEX, if any).
The New Notes (i) will represent senior obligations of the
Issuer, (ii) will be unconditionally guaranteed by the same
guarantors of the dual currency notes issued in connection with the
Perpetual Debentures: CEMEX, CEMEX Mexico and New Sunward, and
(iii) will share the same collateral that secures the obligations
under the Financing Agreement, dated August 14, 2009, as amended,
and other senior secured debt having the benefit of such
collateral.
The Exchange Offers were made under Section 4(2) of the
Securities Act of 1933, as amended (the "Securities Act"), within
the United States only to "qualified institutional buyers" (as
defined in Rule 144A under the Securities Act), and outside the
United States to persons that are not "U.S. persons," as such term
is defined in Rule 902(k) of Regulation S under the Securities Act
and who would be participating in any transaction in accordance
with Regulation S. The New Notes have not been registered under the
Securities Act and may not be offered or sold in the United States
absent an applicable exemption from registration requirements. This
press release does not constitute an offer to sell or the
solicitation of an offer to buy Eurobonds, Perpetual Debentures or
New Notes in any jurisdiction in which such an offer or sale would
be unlawful.
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 New 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.
The New Notes have not been registered with the National
Securities Registry, maintained by the Mexican National Banking and
Securities Commission, and may not be offered or sold publicly in
Mexico. The New Notes may be offered in Mexico to qualified and
institutional investors, pursuant to the private placement
provisions set forth in Article 8 of the Mexican Securities Market
Law.
###
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 offerings
described herein will be consummated or as to the terms of any such
offering. CEMEX assumes no obligation to update or correct the
information contained in this press release.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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