Holders of 2017 Notes that validly tendered on or prior to the Early Tender Date and whose 2017 Notes have been accepted for purchase are entitled to receive €1,063.50 per €1,000 principal amount of 2017 Notes accepted for purchase, which includes an early tender payment equal to €30 per €1,000 principal amount of 2017 Notes accepted for purchase (the “Early Tender Payment”). The early settlement date on which CEMEX will make payment for such 2017 Notes is expected to be October 10, 2013 (the “Early Settlement Date”). Holders who tender 2017 Notes after the Early Tender Date but at or prior to 11:59 p.m., New York City time, on October 23, 2013 (the “ Expiration Date”), and whose 2017 Notes are accepted for purchase will be entitled to receive only the Base Consideration per €1,000 principal amount of 2017 Notes, which amount is equal to the Total Consideration less the Early Tender Payment. Holders who validly tender their 2017 Notes in the tender offer and whose 2017 Notes are accepted for purchase will also receive accrued and unpaid interest on their accepted 2017 Notes from the last interest payment date to, but not including, the applicable settlement date. 2017 Notes that have been validly tendered cannot be withdrawn, except as may be required by applicable law.
If the principal amount of all 2017 Notes validly tendered on or prior to the Expiration Date exceeds the Maximum Tender Amount, the principal amount of 2017 Notes purchased after the Early Settlement Date will be prorated based on the principal amount of all 2017 Notes validly tendered on or prior to the Expiration Date. Holders whose 2017 Notes are accepted for purchase on the Early Settlement Date will not be subject to such proration. If any tendered 2017 Notes are not accepted for payment, such 2017 Notes will be returned without expense to the tendering holder.
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