UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September, 2014
Commission File Number: 001-14946
CEMEX, S.A.B. de C.V.
(Translation of Registrant’s name into English)
Avenida Ricardo Margáin Zozaya #325, Colonia Valle del Campestre
Garza García, Nuevo León, México 66265
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Contents
| 1. | Press release, dated September 4, 2014, announcing the pricing of senior secured notes, issued by CEMEX, S.A.B. de C.V. (NYSE:CX). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, CEMEX, S.A.B. de C.V. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| CEMEX, S.A.B. de C.V. | ||||||||
| (Registrant) | ||||||||
| Date: | September 5, 2014 |
By: | /s/ Rafael Garza | |||||
| Name: | Rafael Garza | |||||||
| Title: | Chief Comptroller | |||||||
EXHIBIT INDEX
| EXHIBIT |
DESCRIPTION | |
| 1. |
Press release, dated September 4, 2014, announcing the pricing of senior secured notes, issued by CEMEX, S.A.B. de C.V. (NYSE:CX). | |
Exhibit 1
| Media Relations Jorge Pérez +52 (81) 8888-4334 mr@cemex.com |
Investor Relations Eduardo Rendón +52 (81) 8888-4256 ir@cemex.com |
Analyst Relations Luis Garza +52 (81) 8888-4136 ir@cemex.com |
CEMEX ANNOUNCES PRICING OF €400 MILLION AND U.S.$1.1 BILLION
IN SENIOR SECURED NOTES
MONTERREY, MEXICO, SEPTEMBER 4, 2014 – CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today the pricing of €400 million of its 4.750% Senior Secured Notes due 2022 denominated in Euros (the “Euro Notes”) and U.S.$1.1 billion of its 5.700% Senior Secured Notes due 2025 denominated in U.S. Dollars (the “U.S. Dollar Notes”).
The Euro Notes will bear interest at an annual rate of 4.750% and mature on January 11, 2022. The Euro Notes will be issued at par and will be callable commencing on January 11, 2018. The U.S. Dollar Notes will bear interest at an annual rate of 5.700% and mature on January 11, 2025. The U.S. Dollar Notes will be issued at par and will be callable commencing on January 11, 2020. The closing of the offerings is expected to occur on September 11, 2014, subject to satisfaction of customary closing conditions.
CEMEX intends to use the net proceeds from the offering of the Euro Notes for general corporate purposes, including the repayment of indebtedness under CEMEX’s Facilities Agreement, dated as of September 17, 2012 (the “Facilities Agreement”), and/or other indebtedness (including to fund a portion of the Tender Offer as defined below, if necessary), all in accordance with the Facilities Agreement.
CEMEX intends to use the net proceeds from the offerings to purchase by means of a cash tender offer (the “Tender Offer”) up to U.S.$1,175,000,000 aggregate principal amount of (i) the 9.000% Senior Secured Notes due 2018 issued by CEMEX (the “2018 CEMEX Dollar Notes”) and (ii) the 9.250% Senior Secured Notes due 2020, issued by CEMEX España, S.A., acting through its Luxembourg branch (the “2020 CEMEX España Dollar Notes”), with the 2018 CEMEX Dollar Notes having priority, and the remainder, if any, for general corporate purposes, including the repayment of indebtedness under the Facilities Agreement and/or other indebtedness, all in accordance with the Facilities Agreement. CEMEX currently expects that the purchase price of the 2018 CEMEX Dollar Notes will be approximately U.S.$1,070.00 for each U.S.$1,000 principal amount and that the purchase price of the 2020 CEMEX España Dollar Notes will be approximately U.S.$1,098.75 for each U.S.$1,000 principal amount, in each case, plus accrued interest.
The Euro Notes and the U.S. Dollar 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 Finance LLC, Cemex Egyptian Investments B.V., Cemex Egyptian Investments II B.V., CEMEX France Gestion (S.A.S.), Cemex Research Group AG, Cemex Shipping B.V. and CEMEX UK.
This release is neither an offer to purchase nor a solicitation of an offer to sell or buy any securities of CEMEX in any transaction. Any offer to purchase the 2018 CEMEX Dollar Notes or the 2020 CEMEX España Dollar Notes will be made solely on the terms and subject to the conditions set out in a separate offer to purchase directed to holders of the 2018 CEMEX Dollar Notes and the 2020 CEMEX España Dollar Notes.
The Euro Notes, the U.S. Dollar 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 Securities Act. The Euro Notes and the U.S. Dollar Notes are being offered only to qualified institutional buyers pursuant to Rule 144A and outside the United States pursuant to Regulation S, both as promulgated under the Securities Act.
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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.