CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today that CEMEX Finance LLC (“CEMEX Finance”), an indirect subsidiary of CEMEX, has commenced a tender offer (the “Tender Offer”) to purchase up to U.S.$1,080 million (the “Aggregate Maximum Tender Amount”) of the outstanding 9.250% Senior Secured Notes due 2020 (the “2020 Notes”) issued by CEMEX España, S.A., acting through its Luxembourg Branch, and 9.000% Senior Secured Notes due 2018 (the “2018 Notes” and, together with the 2020 Notes, the “Notes”) issued by CEMEX, subject to purchase in accordance with the acceptance priority level for each series of Notes (the “Acceptance Priority Level”) and possible proration as described in CEMEX Finance’s Offer to Purchase dated March 25, 2014.
The following table summarizes the material pricing terms for the Tender Offer:
|Dollars per U.S.$1,000 Principal Amount of Notes|
|Title of Security||Issuer||CUSIP / ISIN||Aggregate Principal Amount Outstanding||Base Consideration||Early Tender Premium||Total Consideration||Acceptance Priority Level|
|9.250% Senior Secured Notesdue 2020||CEMEX España, S.A., acting through its Luxembourg Branch|| 151288AA5 /US151288AA51
|9.000% Senior Secured Notesdue 2018||CEMEX, S.A.B. de C.V.||151290AW3 /US151290AW36P2253THR3 /USP2253THR34||U.S.$1,650,000,000||U.S.$1,062.50||U.S.$30.00||U.S$1,092.50||2|
The Notes will be purchased in accordance with the Acceptance Priority Level (in numerical priority order) as set forth in the table above, and proration of the 2020 Notes or 2018 Notes will be determined in accordance with the terms of the Tender Offer. If CEMEX Finance purchases any Notes in the Tender Offer, Notes tendered at or prior to 5:00 p.m., New York City time, on April 7, 2014 (the “Early Tender Date”), will be accepted for purchase in priority to other Notes tendered after the Early Tender Date even if such Notes tendered after the Early Tender Date have a higher acceptance priority than Notes tendered prior to the Early Tender Date. If at the Early Tender Date the aggregate principal amount of Notes validly tendered exceeds the Aggregate Maximum Tender Amount, CEMEX Finance reserves the right, at its option, not to accept any additional Notes tendered by holders of Notes after the Early Tender Date.