- subject to the following paragraphs, to extend the Acceptance Deadline under the IM until 5:00 p.m. (London time) / 12:00 noon (New York City time) on September 7, 2012 (the “ New Acceptance Deadline”, as the same may be further amended in accordance with the IM), which would allow additional Participating Creditors wishing to participate in the exchange transaction to do so. This extension recognizes that, due to particular timing limitations during the August period, there are a number of Participating Creditors that have expressed an intention to participate in the Transaction but have not yet been able to submit Acceptance Notices;
- unless Acceptance Notices from Participating Creditors representing 95% or more of the Existing Exposure are received on or before the New Acceptance Deadline, the Exchange Condition in the IM will be amended such that CEMEX will have a right to proceed to close the Transaction on the New Acceptance Deadline if it has received Acceptance Notices from Participating Creditors representing 91% or more of the Existing Exposures under the 2009 FA. This is a Relevant Amendment for the purposes of the IM, and this announcement is a Relevant Amendment Notification; and
- given the above, if Acceptance Notices from Participating Creditors received to date (without giving effect to any subsequent notices arising from the Relevant Amendment received from those Participating Creditors relating to the Transaction) plus Acceptance Notices received from other Participating Creditors on or prior to the New Acceptance Deadline represent 95% or more of the Existing Exposures, CEMEX reserves the right in its absolute discretion to close the Transaction by providing two business days’ notice to the Participating Creditors, provided that no such notice will be required if the Transaction will close on the New Acceptance Deadline.
CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today that, subject to documentation and certain other conditions and in relation to the Invitation Memorandum to Participating Creditors, dated July 5, 2012 (the “IM”), it has received to date: (i) Acceptance Notices representing approximately 90% of the Exposures under the Financing Agreement dated as of August 14, 2009, as amended (the “2009 FA”), and (ii) indications of an intent to participate in the exchange transaction from additional Participating Creditors representing approximately 1.5% of the Exposures, aggregating in total approximately 91.5% of the Exposures under the 2009 FA. Acceptance Notices from Participating Creditors wishing to exchange into the New HY Notes represent an anticipated issuance of approximately U.S.$470 million in aggregate principal amount of such notes. The Acceptance Notices received to date satisfy the requisite thresholds for the Amendment Consents relating to the 2009 FA which, provided that the relevant conditions are satisfied, means that the 2009 FA will be amended and restated as at the Transaction Completion Date. Considering the current level of Acceptance Notices and indications of intent to participate, CEMEX has decided: