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 November, 2019

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

San Pedro Garza García, Nuevo León, C.P. 66265, México

(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  ☒            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

We anticipate disclosing to prospective investors certain information that has not been previously publicly reported. This report is neither an offer to purchase nor a solicitation of an offer to sell any securities. We have elected to provide the information in this report for informational purposes.

This report contains forward-looking statements within the meaning of the United States federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the United States federal securities laws. In some cases, these statements can be identified by the use of forward-looking words such as “may,” “assume,” “might,” “should,” “could,” “continue,” “would,” “can,” “consider,” “anticipate,” “estimate,” “expect,” “plan,” “believe,” “foresee,” “predict,” “potential,” “target,” “strategy,” “intend” or other similar words. These forward-looking statements reflect our current expectations and projections about future events based on our knowledge of present facts and circumstances and assumptions about future events. These statements necessarily involve risks and uncertainties that could cause actual results to differ materially from our expectations. Some of the risks, uncertainties and other important factors that could cause results to differ, or that otherwise could have an impact on us or our subsidiaries, include:

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Readers are urged to read this report and carefully consider the risks, uncertainties and other factors that affect our business. The information contained in this report is subject to change without notice, and we are not obligated to publicly update or revise forward-looking statements after the date hereof or to reflect the occurrence of anticipated or unanticipated events or circumstances. Readers should review future reports filed by us with the U.S. Securities and Exchange Commission.

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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.

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EXHIBIT INDEX

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Exhibit 1

The following summarizes certain information, including financial information, that we may disclose to prospective investors. The disclosure set forth below updates the information contained in our annual report on Form 20-F for the year ended December 31, 2018 (the “2018 Annual Report”), filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 25, 2019 and any other documents that we have filed or furnished with the SEC, and should be read in conjunction therewith. Except as the context otherwise may require, references in this report to “CEMEX,” “we,” “us” or “our” refer to CEMEX, S.A.B. de C.V. and its consolidated entities. See note 2 to our 2018 audited consolidated financial statements included in the 2018 Annual Report for a description of our significant accounting policies including our principles of consolidation. References in this report to “U.S.$” and “Dollars” are to U.S. Dollars, references to “€” are to Euros, references to “£” and “Pounds” are to British Pounds, and, unless otherwise indicated, references to “Ps,” “Mexican Pesos” and “Pesos” are to Mexican Pesos. References in this report to “CPOs” are to CEMEX, S.A.B. de C.V.’s Certificados de Participación Ordinarios, and references to “ADSs” are to CEMEX, S.A.B. de C.V.’s American Depositary Shares.

We have approximated certain numbers in this report to their closest round numbers or a given number of decimal places. Due to rounding, figures shown as totals in tables may not be arithmetic aggregations of the figures preceding them.

Unless the context otherwise requires, when we refer to the Perpetual Debentures (as defined below), we also include the dual-currency notes that underlie the Perpetual Debentures.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of the United States federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the United States federal securities laws. In some cases, these statements can be identified by the use of forward-looking words such as “may,” “assume,” “might,” “should,” “could,” “continue,” “would,” “can,” “consider,” “anticipate,” “estimate,” “expect,” “plan,” “believe,” “foresee,” “predict,” “potential,” “target,” “strategy,” “intend” or other similar words. These forward-looking statements reflect our current expectations and projections about future events based on our knowledge of present facts and circumstances and assumptions about future events. These statements necessarily involve risks and uncertainties that could cause actual results to differ materially from our expectations. Some of the risks, uncertainties and other important factors that could cause results to differ, or that otherwise could have an impact on us or our subsidiaries, include:

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Readers are urged to read this report and carefully consider the risks, uncertainties and other factors that affect our business. The information contained in this report is subject to change without notice, and we are not obligated to publicly update or revise forward-looking statements after the date hereof or to reflect the occurrence of anticipated or unanticipated events or circumstances. Readers should review future reports filed by us with the SEC.

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Geographic Breakdown of Revenues for the Nine-Month Period Ended September 30, 2019

The following chart indicates the geographic breakdown of our revenues, before eliminations resulting from consolidation, for the nine-month period ended September 30, 2019.

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Breakdown of Revenues by Product for the Nine-Month Period Ended September 30, 2019

The following chart indicates the breakdown of our revenues by product, after eliminations resulting from consolidation, for the nine-month period ended September 30, 2019:

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RECENT DEVELOPMENTS

Recent Development Relating to Our Indebtedness

Amendments to Our Facilities Agreement

On November 4, 2019, CEMEX amended and restated by an amendment and restatement agreement its facilities agreement, dated as of July 19, 2017 and as amended and restated on April 2, 2019. These amendments include:

a.    amendments providing for an additional basket of up to U.S.$500 million exclusively for share repurchases during the life of the facilities agreement, dated as of July 19, 2017 (as amended and restated by an amendment and restatement agreement, dated April 2, 2019, and an amendment and restatement agreement, dated November 4, 2019, the “Facilities Agreement”);

b.    amendments providing for a new allowance for disposals of minority positions in subsidiaries that are not obligors under the Facilities Agreement of up to U.S.$100 million per calendar year;

c.    amendments relating to the implementation of corporate reorganizations in Mexico, Europe and for the Trinidad Cement Group (as defined in the Facilities Agreement); and

d.    amendments to the consolidated leverage ratio and the consolidated coverage ratio (as defined and calculated in the Facilities Agreement) to increase CEMEX’s flexibility, as follows:

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Recent Developments Relating to Our Investments and Acquisitions

Increased Our Interest in CEMEX Holding Philippines, Inc.

As of December 31, 2018, CEMEX Asian South East Corporation (“CASE”), an indirect subsidiary of CEMEX, S.A.B. de C.V., directly owned 55% of CEMEX Holding Philippines, Inc.’s (“CHP”) outstanding common shares. During 2019, CASE increased its interest in CHP from 55% to 66.78% by conducting open market purchases for a total of U.S.$31.3 million. On October 17, 2019, CHP announced, in anticipation of a potential stock rights offering (“SRO”), that it has initiated the corresponding processes with the Securities and Exchange Commission of the Philippines and the Philippine Stock Exchange so that the SRO can take place. Subject to having the corresponding approvals, CHP expects that the SRO will be finalized during the first quarter of 2020. It is possible that we could further increase our interest in CHP as a result of the SRO.

Forward Contracts on the Stock of GCC

During October 2019, CEMEX amended the forward contracts for shares of Grupo Cementos de Chihuahua, S.A.B. de C.V. (“GCC”), with the purpose of extending the original tenor by an additional 12 months. The forward contracts now mature in March 2021, but may be unwound earlier at CEMEX’s option.

Recent Developments Relating to Our Regulatory Matters and Legal Proceedings

Federal Securities Class Action

On March 16, 2018, a putative securities class action complaint was filed against us and one of our members of the board of directors (CEO) and certain of our officers (CEO and CFO) in the U.S. District Court for the Southern District of New York, on behalf of investors who purchased or otherwise acquired securities of ours between August 14, 2014 to March 13, 2018, inclusive. The complaint alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) based on purportedly issuing press releases and SEC filings that included materially false and misleading statements in connection with alleged misconduct relating to the Maceo Project and the potential regulatory or criminal actions that might arise as a result. On September 14, 2018, we filed a motion to dismiss this lawsuit. During the fourth quarter of 2018, plaintiffs filed an opposition brief to this motion to dismiss and we filed a response to such opposition brief. On July 12, 2019, Judge Valerie Caproni granted our motion to dismiss the action but permitted plaintiffs an opportunity to re-plead. On August 1, 2019, plaintiffs filed a Second Amended Class Action Complaint, again based on purported false and misleading statements in connection with alleged misconduct relating to the Maceo Project and the potential regulatory or criminal actions that might arise as a result. The Second Amended Class Action Complaint altered the class period to now start on April 23, 2015, and added CLH as a party, as well as a cause of action under Section 20(b) of the Exchange Act against CLH. All of the defendants moved to dismiss the action on September 5, 2019, the plaintiffs filed an opposition brief on October 11, 2019 and the defendants filed reply briefs on November 1, 2019. We continue to deny liability and intend to vigorously defend the case. As of November 12, 2019, at this stage of the proceedings, we are not able to assess the likelihood of an adverse result to this lawsuit because of its current status and its preliminary nature, and for the same reasons we are also not able to assess if a final adverse result in this lawsuit would have a material adverse impact on our results of operations, liquidity and financial condition.

Israeli Class Action Litigation

In connection with the application filed on June 21, 2012 for approval of a class action suit against CEMEX Holdings (Israel) Ltd., alleging that concrete supplied to the plaintiffs did not meet Israel’s Standard for Concrete Strength No. 118, and that, as a result, CEMEX Holdings (Israel) Ltd. acted unlawfully toward customers who requested a specific type of concrete, on July 9, 2019, the application for approval of the class action against CEMEX Holdings (Israel) Ltd. was dismissed. No appeals were submitted prior to the October 10, 2019 deadline for appealing the judgment.

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Mexican Trial Emissions Trading Program

On October 2, 2019, the Mexican Ministry of Environment and Natural Resources (Secretaría del Medio Ambiente y Recursos Naturales) (“SEMARNAT”) published the basis for a trial emissions trading program (programa de prueba del sistema de comercio de emisiones). The trial program sets forth an initial 24-month pilot phase for the adoption of the program, beginning January 1, 2020, followed by a 12-month period to transition to the operative stage, which ends on December 31, 2022. The trial program will not have any economic consequences for the participants; but after December 2022, SEMARNAT will establish emission caps per industrial sector in line with Mexico’s greenhouse gas emissions reduction targets. We will have to meet those caps through mitigation measures or acquire emission reduction certificates in the proposed market. As of the date of this filing, we cannot anticipate the impact that this new cap-and-trade scheme and the mandatory emissions caps will have on our operations in Mexico.

Philippines Environmental Class Action

In connection with the environmental class action suit in the Philippines, notified on November 19, 2018, arising from the September 2018 landslide in Naga, Cebu, Philippines, against CHP, APO Land & Quarry Corporation (“ALQC”), APO Cement Corporation (“APO”), the Mines Geosciences Bureau-Department of Environment and Natural Resources Region 7, the City Government of Naga, Cebu and the Provincial Government of Cebu, the Regional Trial Court (Branch 23) of Cebu City (the “Regional Trial Court”) issued an order dated September 30, 2019 (the “September 2019 Order”) which partially granted the affirmative defenses of the private defendants and dismissed the case against CHP and APO for failure to state a cause of action.

The court also ruled that: (i) the 22 plaintiffs who failed to sign the verification and certification against forum shopping are dropped as party plaintiffs; (ii) the subject case is not a proper class action suit, and the remaining 17 plaintiffs can only sue individually for their respective claims, not as representatives of the more than 8,000 alleged victims of the landslide incident; (iii) plaintiffs’ cause of action against ALQC for violation of Section 19(a) of Republic Act No. 10121 is dismissed; (iv) there is a misjoinder of causes of action between the environmental suit and the damage suit; and (v) the damage suit of the remaining plaintiffs will proceed separately upon payment of the required docket fees within 30 days from receipt of the September 2019 Order, otherwise, the case for damages will be dismissed.

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Board of Directors

Set forth below are the names, positions and ages of the members of CEMEX, S.A.B. de C.V.’s board of directors as of September 30, 2019 and their experience as of December 31, 2018.

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RISK FACTORS

We are subject to various risks mainly resulting from changing economic, environmental, political, industry, business, regulatory, financial and climate conditions, as well as risks related to ongoing legal proceedings and investigations. The following risk factors, as well as the risk factors described under “Item 3—Key Information —Risk Factors” of the 2018 Annual Report, are not the only risks we face, and any of the risk factors described below and in the 2018 Annual Report could significantly and adversely affect our business, results of operations or financial condition.

Economic conditions in some of the countries where we operate and in other regions or countries may adversely affect our business, financial condition, liquidity and results of operations.

Our results of operations are highly dependent on the results of our operating subsidiaries worldwide, including those in the United States, Mexico, South, Central America and the Caribbean (“SCA&C”), Europe, Asia, the Middle East and Africa (“AMEA”), as described in “Item 4—Information on the Company—Business Overview” of our 2018 Annual Report. Accordingly, the economic conditions in some of the countries where we operate have had and may continue to have a material adverse effect on our business, financial condition, liquidity and results of operations worldwide.

For a geographic breakdown of our revenues for the nine-month period ended September 30, 2019, see “Geographic Breakdown of Revenues for the Nine-Month Period Ended September 30, 2019” above.

Following a broad-based upswing in cyclical growth that lasted nearly two years, the global economy grew 3.8% in 2017 and 3.6% in 2018 according to the International Monetary Fund (“IMF”), and global economic growth decelerated in the second half of 2018. We believe that as of the date hereof, the slowdown in economic activity was primarily due to an increase in trade tensions and tariff hikes between the United States and China, a decline in business confidence, a tightening of financial conditions and higher policy uncertainty across many economies. In this context, a combination of country and sector specific factors further reduced economic momentum.

According to the IMF, growth of the global economy is now forecasted at 3% for 2019. We believe that as of the date hereof, the possible main downside concerns include: (i) continuing escalation of trade tensions between the United States and China and the resulting shift toward protectionist policies; (ii) a sharper-than-expected slowdown of financial conditions in China; (iii) economic vulnerability of emerging market economies; (iv) deflation risk, revived by slower global growth and the drop in core inflation across advanced and emerging market economies; (v) the recent expansionary monetary policy of the United States Federal Reserve (the “Fed”) and European Central Bank (the “ECB”) that could foster financial vulnerabilities in advanced economies, increase risk aversion with respect to emerging markets, increase volatility in financial markets and affect foreign exchange markets; (vi) economic and political uncertainty in Latin America; (vii) the Brexit process and Germany’s slowdown in Europe; and (viii) geopolitical risks in the Middle East, Persian Gulf and other regions experiencing political turmoil, including the current situation in Syria. The materialization of any of these concerns may have a material adverse effect on our business, financial condition, liquidity and results of operations.

Furthermore, the trade dispute between the United States and China continues to escalate, with the United States recently increasing tariffs by 10% on an additional $300 billion worth of imports from China and China’s devaluation of the Yuan, resulting in financial volatility. A worsening of trade conditions could not only increase uncertainty and have a direct impact on trade and investment, but also on global economic growth and financial conditions. In addition, the United States’ trade war could extend to Europe and negatively affect economic growth in Europe.

In July 2019, as economic conditions appear to have deteriorated and measures of core inflation decelerated, the Fed reduced short-term interest rates for the first time since the current expansion began. There is a risk that delays in further reductions of short-term interest rates could rattle financial markets, which could result in an economic deceleration. The yield curve inversion has put many market participants on notice, as many models have recorded significant increases in the probability of a recession in 2020. In addition, a tightening of lending standards could hurt investments, and therefore have an impact on the construction and housing sectors. The United States

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housing sector supply constraints, associated in part with labor shortages, could be exacerbated by a slower pace of growth in housing starts, which would have an impact in our sales. Conversely, if growth improved rapidly, there is a risk that a slower than expected pace of increase in interest rates could result in inflation acceleration and the de-anchoring of inflation expectations, possibly leading to swift monetary policy tightening and a potential recession in the United States.

In the United States, the recent budget agreement for the fiscal years 2020 and 2021, and the suspension of the debt ceiling caps until 2021, is a positive development that is expected to provide certainty during an otherwise extremely polarized election cycle during 2020. The lack of agreement on an infrastructure plan casts concerns over reauthorization of the Fixing America’s Surface Transportation Act, and though some positive steps have been taken, such as the introduction of America’s Transportation Infrastructure Act in the Senate, the issue adds downside risk to post-2020 cement sales. Furthermore, multiple other policy-related items, such as the possible commencement of impeachment proceedings against President Trump, the fiscal deficit and national debt, taxes and foreign relations, among others, could undermine consumer confidence and investment prospects in the United States. Combined, these uncertainties could have a material adverse impact not only on our financial condition, business and results of operations in the United States, but also on our operations worldwide.

In China, the negative effects of escalating tariffs and a slowdown in demand have added pressure to an economy already in the midst of a structural slowdown and in need of regulatory strengthening to rein in high dependence on debt. In response to the 2018 slowdown, the extent of financial regulatory tightening was limited, although there was an injection of liquidity through cuts in bank reserve requirements and a reduction of personal income tax and value-added tax for small and medium sized companies. Nevertheless, if trade tensions fail to ease, economic activity may fall short of expectations. Furthermore, excessive stimulus to support near-term growth through a loosening of credit standards or a resurgence of shadow banking activity and off-budget infrastructure spending, would heighten financial vulnerabilities, reduce the availability of monetary policy tools in the future and raise downside risk to medium-term growth. The consequences of weaker economic performance and increased policy uncertainty in China, could affect our financial condition, business, liquidity and results of operations.

Many emerging market economies have experienced periods of high financial volatility over the past few years. Some large commodity exporters and stressed economies also experienced substantial exchange rate movement. Many countries in this group remain vulnerable to sudden shifts in global market sentiment. The risk of new episodes of market volatility, increased risk aversion and capital outflows from emerging markets continues, which could cause emerging markets’ currencies to further depreciate. The high level of U.S. Dollar-denominated corporate indebtedness in emerging markets constitutes an additional source of instability. Also, emerging markets would face higher global risk premiums and substantial capital outflows, putting particular pressure on economies with domestic debt imbalances. The risk of contagion effect across emerging markets could be significant and have an adverse effect on our business and on our financial condition, liquidity and results of operations.

Slower global growth and the drop in core inflation across advanced and emerging market economies have revived concerns about disinflationary spirals. Lower inflation and entrenched lower inflation expectations could increase debt service difficulties for borrowers, weigh on corporate investment spending, and limit the monetary policy tools available to central banks to counter economic downturns, meaning that growth could be persistently lower for any given adverse shock. The materialization of any of these concerns may have an adverse effect on our business and on our financial condition, liquidity and results of operations.

As a result of a general election in Mexico in 2018, a new federal government and Mexican National Congress led by the new president’s political party have taken office. As is the case with most changes in administration, there is uncertainty regarding the impact of this new government’s economic and public policies and the impact any policies could have on the economy of Mexico, including on interest rates and exchange rates, in attracting or maintaining foreign investment in Mexico and in the regulatory and institutional framework of the country, which could affect our financial condition, business, liquidity and results of operations, particularly in Mexico.

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In Mexico, economic activity has been significantly weaker than expected during the first half of 2019. The Mexican economy has been largely held back by falling private investment, mainly caused by a decline in business confidence due to external and domestic uncertainties, industrial activity weakness due to a sharp slowdown in the mining and construction sectors, stagnation of the manufacturing sector and a further slowdown of private consumption. In addition, the disbursement of the 2019 public budget has been lower than expected, resulting in low public investment, particularly in the construction sector.

Mexico faces significant risks due to a challenging economic outlook for the remainder of 2019 and for 2020, with the main short-term risks for Mexico’s economic outlook being: (i) further declines in oil production, which could affect the mining sector and tax revenues; (ii) a downgrade of PEMEX’s debt rating or a requirement to restructure PEMEX, which could undermine fiscal stability and Mexico´s sovereign debt rating; (iii) no increases of private investment due to uncertainty in government policies; (iv) further decreases in private consumption as a consequence of a slowdown in job creation and remittance inflows; and (v) a further contraction of construction activity, as a result of a reallocation of public funds from the infrastructure sector to the energy sector, changes to the Mexican Housing Program (Programa Nacional de Vivienda), and a larger than expected decrease in domestic demand for our products. In addition, Mexico’s economic outlook could be affected if any of the following external factors materialize: (i) any deterioration of the United States growth outlook; (ii) escalation of global trade protectionism, including the risk of tariff impositions; and (iii) further delays of the United States-Mexico-Canada Agreement (the “USMCA”) ratification by Canada and the United States. The materialization of any of these risks could have an adverse effect on our business, financial condition, liquidity and results of operations.

The laws and regulations to which we are subject in Mexico, and interpretations thereof, may change, sometimes dramatically, as a result of a variety of factors beyond our control, including political, economic, regulatory or social events. In May 2019, the Mexican Federal Labor Law (Ley Federal del Trabajo) and other related regulations were amended and repealed in matters of labor justice, right of the employees to organize and collective bargaining agreements. Pursuant to such amendments, among others, new labor authorities and courts were created, new bargaining procedures were implemented and provisions related to the employees’ freedom of association and organization, collective bargaining agreements, and rules against labor discrimination were issued or amended. We cannot assure you that these changes will not adversely affect our business, financial condition, results of operations and prospects. Additionally, in August 2019, the new Mexican Law for the Termination of Ownership (Ley de Extinción de Dominio) was enacted. This new law is applicable in the whole country and it grants the authority to the Mexican federal government to terminate the ownership of real estate property if illicit activities are performed on such real estate properties. Therefore, if any illicit activities are performed on our real estate property (even without our knowledge or control), we could be deprived of our ownership rights and would not be compensated accordingly.

In Colombia, economic activity is recovering at a modest pace, supported by low inflation, stable interest rates and a solid financial system. However, increasing unemployment and negative consumer confidence have weighed on the recovery of personal consumption. Public investment is expected to remain subdued in coming years, as the Fiscal Law’s deficit goal is set as 1% of gross domestic product (“GDP”) by 2024, from 2.7% of GDP in 2019. A new tax reform will be required to achieve the deficit target, as government tax revenues are expected to decrease for 2020. Externally, lower than expected global growth, amid rising protectionism, have weighed on export growth. According to the Central Bank of Colombia, during 2019, the current account deficit is expected to increase above 4.0%, a level that leaves the country vulnerable to large capital outflows. As of September 30, 2019, the recent depreciation of the Colombian peso, the uncertainty linked to tax reform and the announcement of a new armed offensive by former members of the Revolutionary Armed Forces of Colombia (“FARC”), may negatively affect business sentiment and investment.

In Nicaragua, the political crisis that started in April 2018 has resulted in a significant decrease in private investments and in regular outbreaks of violence, which have generated a major negative impact on the economic activity of the country. As a result of reduced economic activity, the government passed a fiscal reform to compensate for its low tax revenues. As of September 30, 2019, the reform has had a contractionary effect on the economy, as it resulted in an increase in overall taxes and a significant reduction in public expenditures. Additionally, the Nicaragua

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Investment Conditionality Act signed by the president of the United States has placed limitations on foreign aid and financing to Nicaragua, further deteriorating the country’s economy. During 2019, the Central Bank has propped up the value of the Nicaraguan Córdoba through contractionary monetary policy, hampering the local economy and reducing the country’s international reserves, thus increasing the possibility of a balance of payments crisis. The prolonged social instability and political crisis in Nicaragua has translated into a severe economic downturn. A continuation of this situation may further deteriorate the country’s economy, which could negatively affect our operations and results of operations in Nicaragua.

According to the IMF, GDP growth in the Eurozone is decreasing from 1.9% in 2018 to 1.3% in the projection for 2019. Most of the weakness in the Eurozone seems to be accounted for by Germany. As of September 30, 2019, the contagion of the manufacturing crisis to other sectors of Germany’s economy has remained limited, as the services sector has remained resilient. However, the risk of contagion from the manufacturing sector and external shocks to private consumption and services is not negligible, nor is the risk of a longer stagnation or even an economic recession in Germany. A potential recession in Germany could drag economic growth in Europe and particularly in the Eurozone. In addition, as of September 30, 2019, there are concerns about Italy’s economic outlook due to the uncertain fiscal outlook which is taking a toll on investment and domestic demand and having a negative impact on sovereign spreads. In Spain, as of September 30, 2019, the lack of a new government after April’s general elections could eventually affect the construction sector’s performance, as it did in 2016.

Significant trade links with Western Europe leave some Eastern European countries susceptible to economic and political pressures from Western Europe. Labor shortages in Central European countries are expected to become more acute, which could undercut competitiveness in the region. Additionally, Central European countries might experience a reduction in the proceeds they receive from the European Union’s (the “EU”) structural funds over the coming years, which could hinder infrastructure investment in such countries and adversely affect our financial condition, business, liquidity and results of operations, particularly with regard to our operations in Europe.

The ECB extended its forward guidance in July 2019 to keep interest rates at current levels until mid-2020. Recent underperforming economic data, coupled with sluggish inflation, strengthens expectations that the ECB will further cut its deposit rate. The ECB also decided to restart bond purchases under the Governing Council’s Asset Purchase Programme at a monthly pace of €20 billion beginning on November 1, 2019. The environment of negative deposit rates is distorting financial markets and creating uncertain consequences for the banking sector. There is a risk that negative rates may erode bank profitability and curb lending across Eurozone borders, creating other systemic risks to European economies. Uncertainty about the Euro’s performance remains, which could affect our operations in EU member states.

All these factors could impact market confidence and could limit the benefit of monetary policy stimulus for Europe and possibly worldwide, which in turn could adversely affect our results of operations, business, liquidity and financial position, particularly in Europe.

In the United Kingdom, uncertainty over Brexit continues. The final terms of the United Kingdom’s withdrawal from the EU and the future of the relationship between the United Kingdom and the EU have not been defined. Brexit is already having an impact on the United Kingdom’s economic activity and financial conditions, which includes a decline in business investment, consumer confidence and British Pound depreciation. On April 11, 2019, with no withdrawal agreement in place, the EU granted the United Kingdom a further extension to the Brexit date until October 31, 2019, subject to certain conditions. Another extension was subsequently agreed between the EU and the United Kingdom until January 31, 2020. It remains unclear how and in what timeframe Brexit withdrawal negotiations will proceed and what the potential consequences may be. The overall economic impact of the process surrounding the United Kingdom’s departure from the EU, including, if it occurs, a “no-deal Brexit,” may contribute to greater instability in the global financial markets and could reduce consumer spending in the United Kingdom and the EU, which could result in decreased demand for our products and has the potential to have a material adverse effect on our financial condition, business, liquidity and results of operations, particularly in the United Kingdom.

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In the Middle East, political risk could impact economic growth and adversely affect construction investments. The United States’ recognition of Jerusalem as Israel’s capital has increased tensions between Israelis and Palestinians. The conflict between Israel and Palestine continues to generate instability, and the overall situation in Syria could worsen. Any escalation of this conflict or social unrest in this region may affect our financial condition, business, liquidity and results of operations, particularly in this region. On the economic front, the Israeli economy is growing at potential, but global trade tensions may eventually slow their economic growth. Furthermore, the high public deficit may eventually require fiscal austerity in the form of increased taxes or reduced subsidies, which could partly jeopardize economic growth. In addition, after the snap legislative elections held in Israel on September 17, 2019, there was a tie between Prime Minister Netanyahu and the new party Blue and White. A government has yet to be formed, and if political gridlock continues, a third election is possible. This situation has increased political uncertainty, which could affect our sector, as many public construction projects could be delayed.

In Egypt, though reforms undertaken by the government, including the IMF’s reform program, have been successful and contributed to improve economic disequilibria, labor market stagnation, the lack of investment’s recovery, and a high fiscal deficit and debt, are among some of the economic fronts that must improve. We cannot be certain if the government will continue to successfully implement the reforms needed to bring political and economic stability to the country. Any premature easing of monetary policy before inflation expectations are fully anchored, an abrupt appreciation/depreciation of the Egyptian Pound, or opposition to reforms by vested interests, could undermine stabilization efforts in Egypt. External risks relate to a worsening of the security situation that could slow the recovery of tourism, a sustained rise of global oil prices, lower growth in Egypt’s main trading partners and unexpected tightening of global financial conditions. If any of these risks materialize, it could adversely affect our operations and results of operations in Egypt.

In the Philippines, economic and construction industry performance decelerated during the first half of 2019, mainly due to the delay in approval of a national budget, elections and weak consumer confidence due to business uncertainties and the residual effects of the previous year’s high inflation and interest rate increase. The government is implementing a recovery plan, but a recovery could be limited by weather disruptions and supply constraints. Demand is expected to spillover to 2020. Economic and construction industry growth will moderate this year due to transitory factors. However, the resurgence in inflation due to weather-related supply disruptions and higher-than-expected increases in international oil prices, export declines related to global trade tensions, and a potential worsening of the security situation in Mindanao, could adversely affect the country’s economy. The current government’s foreign policy is erratic and could have a negative political effect on the country. Those risks could jeopardize the country’s infrastructure development plan and dampen investment, which could eventually affect economic growth. If any of these risks materialize, it could adversely affect our financial condition, business, liquidity and results of operations, particularly in the Philippines.

In general, demand for our products and services is strongly related to construction levels and depends, in large part, on residential and commercial construction activity, as well as private and public infrastructure spending in almost all of the countries where we operate. Public and private infrastructure spending in countries dependent on revenue generated by the energy sector is exposed to decreases in energy prices. Therefore, decreases in energy prices could affect public and private infrastructure spending which, in turn, could affect the construction industry. This could ultimately affect our financial condition, business, liquidity and results of operations.

Declines in the construction industry are usually correlated with declines in general economic conditions.

As a result, deterioration of economic conditions in the countries where we operate could have a material adverse effect on our business, financial condition, liquidity and results of operations. In addition, we cannot assure you that growth in the gross domestic product of the countries where we operate will translate into a correlated increase in demand for our products.

We are subject to effects of general global economic and market conditions that are beyond our control. If these conditions remain challenging or deteriorate, our business, financial condition, liquidity and results of operations could be adversely affected. Possible consequences from macroeconomic global challenges could have an adverse impact on our business, financial condition, liquidity and results of operations.

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We operate in highly competitive markets and if we do not compete effectively, our results of operations may be harmed.

The markets in which we operate are highly competitive and are served by a variety of established companies with recognized brand names, as well as new market entrants and increasing imports. Companies in these markets compete based on a variety of factors, often employing aggressive pricing strategies to gain market share. Our ability to increase our revenues depends, in part, on our ability to compete effectively. We compete with different types of companies based on different factors in each market. For example, in the relatively consolidated cement and ready-mix concrete industries, we generally compete based on quality and value proposition available to our clients. In the more fragmented market for aggregates, we generally compete based on capacity and price for our products. In certain areas of the markets in which we compete, some of our competitors may be more established, benefit from greater brand recognition or have greater production and import capacity and distribution channels and other resources than we do. In addition, if our competitors were to combine, they may be able to compete more effectively with us. They may also dispose of assets, which could lead to new market entrants, creating increased competition in our markets, or optimize these assets which could result in an operational cost advantage. For example, Lafarge, S.A. (“Lafarge”) and Holcim Ltd. (“Holcim”) finalized their merger in 2015, and Ireland’s CRH plc (“CRH”) acquired the vast majority of the assets disposed by Lafarge and Holcim pursuant to the requirements of regulators. Another example is HeidelbergCement AG’s (“Heidelberg”) acquisition of Italcementi S.p.A., which was completed in July 2016. Likewise, in May 2019, in the Philippines, San Miguel Corporation, through one of its subsidiaries, submitted a bid to purchase all of Holcim Philippines Inc.’s assets. It is unclear how the competitive dynamics could change if this transaction is completed.

Some competitors may use aggressive competitive strategies based on imports and pricing that could be damaging to the industry’s profitability and, as a consequence, to our results of operations.

If we are not able to compete effectively, we may lose substantial market share, our revenues could decline or grow at a slower rate and our business and results of operations would be harmed, which could have a material adverse effect on our business, financial condition, liquidity and results of operations.

We are an international company and are exposed to risks in the countries in which we have operations or interests.

We are dependent, in large part, on the economies of the countries in which we market our products and services. The economies of these countries are in different stages of socioeconomic and political development. Consequently, like many other companies with significant international operations, we are exposed to risks from, among other things, changes in economic growth, foreign currency rates, interest rates, inflation, trade policy, government spending and overall fiscal policy, regulatory framework, rule of law, social instability and other political, economic or social developments that may materially affect our business, financial condition, liquidity and results of operations.

As of September 30, 2019, our operations were mostly in Mexico, the United States, certain countries in Europe, SCA&C, Asia and the Middle East and Africa (as described in “Item 4—Information on the Company— Business Overview” of our 2018 Annual Report).

For a geographic breakdown of our revenues for the year ended December 31, 2018, see “Item 4— Information on the Company—Geographic Breakdown of Revenues for the Year Ended December 31, 2018” in our 2018 Annual Report.

In recent years, concerns over global economic conditions, protectionist trade policies, energy costs, geopolitical issues, political uncertainty, social instability, the availability and cost of credit and the international financial markets have contributed to economic uncertainty and reduced expectations for the global economy.

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Our operations in Egypt, the United Arab Emirates (the “UAE”) and Israel have experienced instability as a result of, among other things, civil unrest, terrorism, extremism, deterioration of general diplomatic relations and changes in the geopolitical dynamics in the region, in addition to domestic political uncertainty, especially in Israel. There can be no assurances that political turbulence in Egypt, Iran, Iraq, Syria, Libya, Yemen and other countries in Africa, the Middle East and Asia will abate in the near future or that neighboring countries will not be drawn into conflict or experience instability. In addition, some of our operations are or may be subject to political risks, such as confiscation, expropriation and/or nationalization, as for example was the case of our past operations in Venezuela and is currently the case in Egypt in a pending legal dispute. See “Item 4— Information on the Company—Regulatory Matters and Legal Proceedings—Other Legal Proceedings—Egypt Share Purchase Agreement.”

Since 2011, our operations in Egypt have been exposed to political and social turmoil in the country. In March 2018, Egypt held a new presidential election and President Abdel Fattah el-Sisi was re-elected for a second term (2018–2022). CEMEX’s operations in Egypt have been adversely affected in the past by the turbulence in Egypt. The current regime has not been able to avoid political and social turbulence. New waves of dissent resulting in clashes between government forces and opposition protesters could further destabilize the nation. As of the date hereof, CEMEX continues with its cement production, dispatch and sales activities. Risks to CEMEX’s operations in Egypt include a potential reduction in overall economic activity, political and social unrest, exchange rate volatility, cement oversupply, increased cost of energy, increased fiscal burden and regulatory costs and the threat of terrorist attacks, which could have a material adverse effect on our operations in the country.

Our operations are also exposed to the Israeli-Palestinian conflict. Confrontations between the Israeli Defense Forces and Palestinians in the Gaza Strip have continued generating sporadic events of violence in the region. Progress on peace is stalled, as neither side has shown intentions to make concessions, and the country continues to be immersed in political paralysis. If the conflict escalates, it could have a negative impact on the geopolitics and economy in the region, which in turn could adversely affect our operations, financial condition, liquidity and results of operations.

Military activities in Ukraine and on its borders, including Russia effectively taking control of Crimea, followed by Crimea’s independence vote and absorption by Russia, have combined with Ukraine’s weak economic conditions to create uncertainty in Ukraine and global markets. In response to the annexation of the Crimean region of Ukraine by Russia and Russia’s intervention in the conflicts in Syria, Russia has been subject to sanctions from other countries, including the U.S., which may continue to impose economic sanctions on Russia. While not directly impacting territories in which we had operations as of September 30, 2019, this dispute could negatively affect the economies of the countries in which we operate and their access to Russian energy supplies. In addition, the dispute could negatively impact the global economy as a whole. Furthermore, potential responses by Russia to those sanctions could adversely affect European economic conditions, which could have a material adverse effect on our operations, mainly in Europe. If conflicts with Russia escalate to military conflict, it could also have a material adverse effect on our business, financial condition, liquidity and results of operations.

In the Middle East, during 2017, the Gulf Cooperation Council split after Saudi Arabia, the UAE and Bahrain launched a boycott of Qatar in June 2017, alleging Qatar’s support to Islamist groups. The end of the conflict does not appear to be imminent, as Qatar refuses to accept demands from Gulf Cooperation Council countries. The Qatar-Gulf crisis may have a negative economic impact on the region. Additionally, as previously mentioned, the civil war in Syria could escalate tensions between the U.S. and Russia and Turkey, Israel and Iran, and their corresponding allies. Increased tensions among these countries could lead to a risk of a military action that could potentially have a material adverse effect on our business, financial condition, liquidity and results of operations.

In Asia, there is geopolitical tension related to Taiwan’s status in relation to China, South Korea’s disputes with North Korea, and the United States and North Korea’s failure to reach an agreement on denuclearization. Similarly, mutually exclusive territorial disputes among several Southeast Asian countries with China in the South China Sea contribute to regional hostility and uncertainty. A major outbreak of hostilities or political upheaval in China, Taiwan, North Korea or South Korea could adversely affect the global economy, which could

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have a material adverse effect on our business, financial condition, liquidity or results of operations. A potential sharp and unexpected reduction of economic growth in China, or an economic contraction, due to trade and technology tensions with the U.S., among other factors, could affect the global economy to an extent that could have a material adverse effect on our business, financial condition, liquidity and results of operations.

Other regions are also exposed to political turmoil, including the continued political unrest in Venezuela and Nicaragua, and social and security risks in Colombia as rebel groups (such as FARC) call for a return to arms and migration from Venezuela continues. These may similarly affect the results of our operations in those regions.

There have been terrorist attacks and ongoing threats of future terrorist attacks in countries in which we maintain operations. We cannot assure you that there will not be other attacks or threats that will cause any damage to our operating units and facilities or locations, or harm any of our employees, including members of CEMEX, S.A.B. de C.V.’s board of directors or senior management, or lead to an economic contraction or erection of material barriers to trade in any of our markets. An economic contraction in any of our major markets could affect domestic demand for our products, which could have a material adverse effect on our business, financial condition, liquidity and results of operations.

As part of our risk governance approach, from time to time we evaluate the need to address the financial consequences of political or social risk through the purchase of insurance. As a result, we purchase certain types of political risk insurance policies for selected countries where we operate, and which are exposed to political turmoil, geopolitical issues or political uncertainty. These insurance policies are designed to offer some assistance to our financial flexibility to the extent that the specifics of a political incident could give rise to a financial liability. However, we cannot assure you that a given social or political event and possible changes in government policies will be covered by the political risk insurance policies we have in place, or that the amount of such insurance will be sufficient to offset the liability arising from such applicable events. Any such liability could have a material adverse effect on our business, financial condition, liquidity and results of operations.

We are increasingly dependent on information technology and our systems and infrastructure, as well as those provided by third-party service providers, face certain risks, including cyber-security risks.

We increasingly rely on a variety of information technology, on a fully digital customer integration platform, such as CEMEX Go, and on automated operating systems to manage and support our operations, as well as to offer our products to our customers. The proper functioning of this technology and these systems is critical to the efficient operation and management of our business, as well as for the sales generated by our business. Our systems and technologies may require modifications or upgrades as a result of technological changes, growth in our business and to enhance our business security. These changes may be costly and disruptive to our operations, and could impose substantial demands on our systems and increase system outage time. Our systems and technology, as well as those provided by our third-party service providers, such as IBM, one of our main information technology and service providers, may be vulnerable to damage, disruption or intrusion caused by circumstances beyond our control, such as physical or electronic break-ins, catastrophic events, power outages, natural disasters, computer system or network failures, viruses or malware, unauthorized access and cyber-attacks. For example, our digital solutions to improve sales, customer experience, enhance our operations and increase our business efficiencies could be impeded by such damages, disruptions or intrusions. To try to minimize such risks, we safeguard our systems and electronic information through a set of cyber- security controls, processes and a proactive monitoring service to attend to potential breaches. In addition, we also have disaster recovery plans in case of incidents that could cause major disruptions to our business. However, these measures may not be sufficient, and our systems have in the past been subject to certain minor intrusions. Even though CEMEX, S.A.B. de C.V. is certified under and compliant with ISO 27001:2013 standards for information security management systems to preserve the confidentiality, integrity and availability of data, we cannot assure that we will always be able to retain or renew this certification or that our systems will not be subject to certain intrusions.

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In relation to our overall operations, particularly due to our digital transformation initiatives and the implementation of CEMEX Go, CEMEX, S.A.B. de C.V.’s audit committee is informed of the cyber-security threats we face and is involved in approving general steps to try to mitigate any such cyber-security threats. As of September 30, 2019, CEMEX Go has more than 35,000 users across the countries in which we do business, and through CEMEX Go we receive approximately 58% of our main products orders. As of September 30, 2019, we have not detected, and our third-party service providers have not informed us of, any relevant event that has materially damaged, disrupted or resulted in an intrusion of our systems. Any significant information leakages or theft of information, or any unlawful processing of personal data, could affect our compliance with data privacy laws and make us subject to regulatory action, including substantial fines and private litigation with potentially large costs, and could damage our relationship with our employees, customers and suppliers, which could have a material adverse impact on our business, financial condition, liquidity and results of operations.

As of September 30, 2019, our current 13-month insurance program, which ends on June 25, 2020, includes insurance coverage that, subject to its terms and conditions, is intended to address costs associated with certain aspects of cyber incidents, network failures and data privacy-related concerns. Nevertheless, this insurance coverage may not, depending on the specific facts and circumstances surrounding an incident, cover all losses or types of claims that may arise from an incident or the damage to our reputation or brands that may result from an incident. However, any significant disruption to our systems could have a material adverse effect on our business, financial condition, liquidity and results of operations, and could also harm our reputation.

Our insurance coverage may not cover all the risks to which we may be exposed.

Among others, we face the risks of fatalities and injury of our employees and contractors, loss and damage to our products, property and machinery due to, among other things, fire, theft and natural disasters such as floods, and also face risks related to cyber-security related matters. Such events may cause a disruption to, or cessation of, our operations and business. While we believe that we have adequate and sufficient coverage, in line with industry practices, in some instances our insurance coverage may not be sufficient to cover all of our potential unforeseen losses and liabilities. If our losses exceed our insurance coverage, or if we are not covered by the insurance policies we have taken up, we may be liable to cover any shortfall or losses. Our insurance premiums may also increase substantially because of such claims. Such circumstances could have a material adverse effect on our business, liquidity, financial condition and results of operations.

We have a substantial amount of debt and other financial obligations maturing in the next several years. If we are unable to secure refinancing on favorable terms or at all, we may not be able to comply with our upcoming payment obligations. Our ability to comply with our principal maturities and financial covenants may depend on us implementing certain initiatives, which may include making asset sales, and there is no assurance that we will be able to implement any such initiatives or execute such sales, if needed, on terms favorable to us or at all.

As of September 30, 2019, our total debt plus other financial obligations were U.S.$11,482 million (principal amount U.S.$11,547 million), which does not include U.S.$441 million, which represents the nominal amount of the Perpetual Debentures. Of such total debt plus other financial obligations amount, U.S.$659 million (principal amount U.S.$658 million) matures during 2019; U.S.$1,096 million (principal amount U.S.$1,099 million) matures during 2020; U.S.$876 million (principal amount U.S.$876 million) matures during 2021; U.S.$1,596 million (principal amount U.S.$1,610 million) matures during 2022; and U.S.$7,255 million (principal amount U.S.$7,304 million) matures after 2022. As a result of the April 2019 Facilities Agreement Amendments, U.S.$521 million and U.S.$521 million, payable under the Facilities Agreement in July 2020 and January 2021, respectively, will now mature in July 2023 and January 2024, respectively, and U.S.$47 million and U.S.$47 million remains payable under the Facilities Agreement in July 2020 and January 2021, respectively.

If we are unable to comply with our principal maturities under certain of our indebtedness, or refinance or extend maturities of certain of our indebtedness, substantially all of our debt could be accelerated. Acceleration of our debt would have a material adverse effect on our business, financial condition, liquidity and results of

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operations. As a result of the restrictions under the Facilities Agreement, the indentures that govern our outstanding Senior Secured Notes and other debt instruments, the current global economic environment and uncertain market conditions, we may not be able to, if we need to do so to repay our indebtedness, complete asset sales on terms that we find economically attractive or at all. Volatility in the credit and capital markets could significantly affect us due to its effect on the availability of funds to potential acquiring parties, including industry peers. In addition, high levels of consolidation in our industry in some jurisdictions may further limit potential assets sales to interested parties due to antitrust considerations. If we need to sell assets to repay our indebtedness but are unable to complete asset sales and our cash flow or capital resources prove inadequate, we could face liquidity problems and may not be able to comply with financial covenants and payment obligations under our indebtedness, which would have a material adverse effect on our business, financial condition, liquidity and results of operations.

In addition, our levels of debt, contractual restrictions and our need to deleverage may limit our planning flexibility and our ability to react to changes in our business and the industry and may place us at a competitive disadvantage compared to competitors who may have no need to deleverage or who may have lower leverage ratios and fewer contractual restrictions. There can also be no assurance that, because of our leverage ratio and contractual restrictions, we will be able to improve or maintain our operating margins and deliver financial results comparable to the results obtained in the past under similar economic conditions. Also, there can be no assurance that we will be able to implement our business strategy and improve our results and sales, which could affect our ability to comply with our payment obligations under our debt agreements and instruments.

We may not be able to generate sufficient cash to service all of our indebtedness or satisfy our short-term liquidity needs, and we may be forced to take other actions to satisfy our obligations under our indebtedness and our short-term liquidity needs, which may not be successful.

Historically, we have addressed our liquidity needs, including funds required to make scheduled principal and interest payments, refinance debt, and fund working capital and planned capital expenditures, with operating cash flow, borrowings under credit facilities and receivables and inventory financing facilities, proceeds of debt and equity offerings and proceeds from asset sales.

As of September 30, 2019, we had U.S.$587 million funded under our securitization programs in Mexico, the United States, France and the United Kingdom. We cannot assure you that, going forward, we will be able to, if needed, roll over or renew these programs, which could adversely affect our liquidity.

The weakness of the global economic environment and its adverse effects on our operating results may negatively affect our credit rating and the market value of CEMEX, S.A.B. de C.V.’s CPOs and ADSs. If current economic pressures continue or worsen, we may be dependent on the issuance of equity as a source to repay our existing or future indebtedness. Although we have been able to raise debt, equity and equity-linked capital in the recent past, conditions in the capital markets could be such that traditional sources of capital may not be available to us on reasonable terms or at all. As a result, we cannot assure you that we will be able to successfully raise additional debt and/or equity capital on terms that are favorable to us or at all.

We have historically, when needed, sought and obtained waivers and amendments to several of our debt instruments relating to a number of financial ratios. Our ability to comply with these ratios could be affected by global economic conditions and volatility in foreign exchange rates and the financial and capital markets, among other factors. If necessary, we may need to seek waivers or amendments to one or more of our debt agreements or debt instruments in the future. However, we cannot assure you that any future waivers or amendments, if requested, will be obtained. If we are unable to comply with the provisions of our debt agreements or debt instruments, and are unable to obtain a waiver or amendment, the indebtedness outstanding under such debt agreements and/or instruments could be accelerated. Acceleration of these debt agreements and/or instruments would have a material adverse effect on our business, liquidity and financial condition.

If the global economic environment deteriorates and our operating results worsen significantly, if we are unable to complete debt or equity offerings or, if needed, any divestitures, and/or our cash flow or capital resources prove inadequate, we could face liquidity problems and may not be able to comply with our principal payments under our indebtedness or refinance our indebtedness.

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The indentures governing our outstanding Senior Secured Notes and the terms of our other indebtedness impose significant operating and financial restrictions, which may prevent us from capitalizing on business opportunities and may impede our ability to refinance our debt and the debt of our subsidiaries.

As of September 30, 2019, there were U.S.$3,811 million and €1,450 million aggregate principal amount of then-outstanding Senior Secured Notes under the indentures governing such notes. Mostly all of the indentures governing our outstanding Senior Secured Notes and the other instruments governing our consolidated indebtedness impose significant operating and financial restrictions on us. These restrictions will limit our ability, among other things, to: (i) incur debt, including restrictions on incurring debt at our subsidiaries, which are not parties to the indentures governing the Senior Secured Notes; (ii) pay dividends on stock; (iii) redeem stock or redeem subordinated debt; (iv) make investments; (v) sell assets, including capital stock of subsidiaries; (vi) guarantee indebtedness; (vii) enter into agreements that restrict dividends or other distributions from restricted subsidiaries; (viii) enter into transactions with affiliates; (ix) create or assume liens; (x) engage in mergers or consolidations; and (xi) enter into a sale of all or substantially all of our assets.

These restrictions could limit our ability to seize attractive growth opportunities for our businesses that are currently unforeseeable, particularly if we are unable to incur financing or make investments to take advantage of these opportunities.

These restrictions may significantly impede our ability to develop and implement refinancing plans with respect to our debt.

Most of the covenants are subject to a number of important exceptions and qualifications. The breach of any of these covenants could result in a default under the indentures governing our outstanding Senior Secured Notes, as well as certain other existing debt obligations, as a result of the cross-default provisions contained in the instruments governing such debt obligations. In the event of a default under any of the indentures governing our outstanding Senior Secured Notes, holders of our outstanding Senior Secured Notes could seek to declare all amounts outstanding under such Senior Secured Notes, together with accrued and unpaid interest, if any, to be immediately due and payable. If the indebtedness under our outstanding Senior Secured Notes, or certain other existing debt obligations were to be accelerated, we cannot assure you that our assets would be sufficient to repay in full such accelerated indebtedness or our other indebtedness.

Furthermore, upon the occurrence of any event of default under the Facilities Agreement, the indentures governing our outstanding Senior Secured Notes or any of our other debt, the lenders could elect to declare all amounts outstanding thereunder, together with accrued interest, to be immediately due and payable. If the lenders accelerate payment of those amounts, we cannot assure you that our assets would be sufficient to repay those amounts in full or to satisfy our other liabilities.

In addition, in connection with the entry into new financings or amendments to existing financing arrangements while our debt rating remains below investment grade, our financial and operational flexibility may be further reduced as a result of more restrictive covenants, requirements for security and other terms that are often imposed on sub-investment grade entities.

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We have to service our debt and other financial obligations denominated in Dollars with revenues generated in Mexican Pesos or other currencies, as we do not generate sufficient revenue in Dollars from our operations to service all our debt and other financial obligations denominated in Dollars. This could adversely affect our ability to service our obligations in the event of a devaluation or depreciation in the value of the Mexican Peso, or any of the other currencies of the countries in which we operate, compared to the U.S. Dollar. In addition, our consolidated reported results and outstanding indebtedness are significantly affected by fluctuations in exchange rates between the Mexican Peso and other currencies.

A substantial portion of our total debt plus other financial obligations is denominated in Dollars. As of September 30, 2019, our debt plus other financial obligations denominated in Dollars represented 67% of our total debt plus other financial obligations, which does not include U.S.$371 million of the Perpetual Debentures. Our Dollar-denominated debt must be serviced with funds generated by CEMEX, S.A.B. de C.V.’s direct and indirect subsidiaries. Although we have substantial operations in the U.S., we continue to strongly rely on our non-U.S. assets to generate revenues to service our Dollar-denominated debt. Consequently, we have to use revenues generated in Mexican Pesos, Euros or other currencies to service our Dollar-denominated obligations. See “Item 5—Quantitative and Qualitative Market Disclosure—Operating and Financial Review and Prospects—Interest Rate Risk, Foreign Currency Risk and Equity Risk—Foreign Currency Risk.” A devaluation or depreciation in the value of the Mexican Peso, Euro, British Pound, Colombian Peso, Philippine Peso or any of the other currencies of the countries in which we operate, compared to the U.S. Dollar, could adversely affect our ability to service our Dollar-denominated debt. For the nine-month period ended September 30, 2019, our operations in Mexico, the United Kingdom, France, Germany, Spain, the Rest of Europe (as described in “Item 4—Information on the Company—Business Overview” in our 2018 Annual Report), Colombia, Panama, Caribbean TCL, the Dominican Republic, Rest of South, Central America and the Caribbean region, the Philippines, Israel and the Rest of Asia, Middle East and Africa region (as described in “Item 4—Information on the Company—Business Overview”), which are our main non-Dollar-denominated operations, together generated 66% of our total revenues (20%, 7%, 6%, 3%, 2%, 5%, 4%, 1%, 2%, 2%, 4%, 3%, 5%, and 2% , respectively) before eliminations resulting from consolidation.

During the nine-month ended September 30, 2019, the Mexican Peso depreciated 0.4% against the U.S. Dollar, the Euro depreciated 4.9% against the U.S. Dollar and the British Pound depreciated 3.6% against the U.S. Dollar. Currency hedges that we may be a party to or may enter in the future may not be effective in covering all our currency-related risks. Our consolidated reported results for any period and our outstanding indebtedness as of any date are significantly affected by fluctuations in exchange rates between the Mexican Peso and other currencies, as those fluctuations influence the amount of our indebtedness when translated into Mexican Pesos and also result in foreign exchange gains and losses as well as gains and losses on derivative contracts, including those entered into to hedge our exchange rate exposure. For a description of these impacts, see—“Our use of derivative instruments has negatively affected, and any new derivative financial instruments could negatively affect, our operations, especially in volatile and uncertain markets.”

In addition, as of September 30, 2019, our Euro-denominated total debt plus other financial obligations represented 23% of our total debt plus other financial obligations, which does not include the €64 million aggregate principal amount of the Perpetual Debentures.

Our use of derivative financial instruments has negatively affected, and any new derivative financial instruments could negatively affect, our operations, especially in volatile and uncertain markets.

We have used, and may continue to use, derivative financial instruments to manage the risk profile associated with interest rates and currency exposure of our debt, to reduce our financing costs, to access alternative sources of financing and to hedge some of our financial and operating risks. However, we cannot assure you that our use of such instruments will allow us to achieve these objectives due to the inherent risks in any derivatives transaction.

As of September 30, 2019, our derivative financial instruments consisted of equity forwards on third-party shares, foreign exchange forward contracts, interest rate derivatives related to energy projects, fuel price hedging and interest-rate swap instruments related to bank loans, which had an impact on our financial position. The fair value changes of our derivative financial instrument, except for the derivative financial instruments designates as a cash flow hedge, are reflected in our income statement, which could introduce volatility in our controlling interest net income and our related ratios. For the nine-month period ended September 30, 2019 and 2018, the recognition of changes in the fair value of derivative financial instruments during the applicable period represented net losses of less than U.S.$1 million and net gains of U.S.$64 million, respectively.

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For the majority of the last ten years, CEMEX has significantly decreased its use of both currency and interest rate derivatives related to debt, thereby reducing the risk of cash margin calls. However, with respect to our existing financial derivatives, we may incur net losses and be subject to margin calls that do not require a substantial amount of cash to cover such margin calls. If we enter into new derivative financial instruments, we may incur net losses and be subject to margin calls in which the cash required to cover margin calls may be substantial and may reduce the funds available to us for our operations or other capital needs. In addition, as with any derivative position, CEMEX assumes the creditworthiness risk of the counterparty, including the risk that the counterparty may not honor its obligations to us.

Changes to, or replacement of the LIBOR Benchmark Interest Rate, could adversely affect our business, financial condition, liquidity and results of operations.

In July 2017, the United Kingdom’s Financial Conduct Authority (“FCA”), a regulator of financial services firms and financial markets in the United Kingdom, stated that they will plan for a phase out of regulatory oversight of the London InterBank Offered Rate (“LIBOR”) interest rate indices. The FCA has indicated they will support the LIBOR indices through 2021 to allow for an orderly transition to an alternative reference rate. LIBOR indices, in particular the U.S. Dollar LIBOR, are commonly used as a benchmark for our financing agreements and derivatives, which systematically catalogue relevant LIBOR provisions, including uniform trigger provisions intended to identify a test for when LIBOR no longer governs the agreement and/or uniform fallback provisions intended to identify an alternative reference rate, or there may be vast, or slight, differences in those provisions. It is uncertain at this time whether LIBOR will change or cease to exist or the extent to which those entering into financial agreements will transition to any other particular benchmark. Other benchmarks may perform differently than LIBOR or have other consequences that cannot currently be anticipated. As of September 30, 2019, 25% of our foreign currency-denominated long-term debt bears floating rates at a weighted average interest rate of LIBOR plus 269 basis points. A transition away from and/or changes to the LIBOR benchmark interest rate could adversely affect our business, financial condition, liquidity and results of operations.

We pledged the capital stock of some of our subsidiaries that represent substantially all of our business as collateral to secure our payment obligations under the Facilities Agreement, the indentures governing our outstanding Senior Secured Notes and other financing arrangements.

In connection with the Facilities Agreement, we pledged or transferred to trustees under a security trust, the Collateral (as defined below) and all proceeds of the Collateral, to secure our obligations under the Facilities Agreement, our Senior Secured Notes (as defined below) and under a number of other financing arrangements for the benefit of the creditors and holders of debt and other obligations that benefit from provisions in their agreements or instruments requiring that their obligations be equally and ratably secured.

As of September 30, 2019, the Collateral and all proceeds of such Collateral secured were (i) U.S.$8,368 million (principal amount U.S.$8,432 million) aggregate principal amount of debt under the Facilities Agreement, our Senior Secured Notes and other financing arrangements and (ii) U.S.$441 million aggregate principal amount of the Perpetual Debentures. The subsidiaries whose shares are part of the Collateral collectively own, directly or indirectly, substantially all of our operations worldwide. Provided that no default has occurred which is continuing under the Facilities Agreement, the Collateral will be released automatically if we meet specified financial covenant targets in accordance with the terms of the Intercreditor Agreement (as defined below).

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SELECTED CONSOLIDATED FINANCIAL INFORMATION

The financial data set forth below as of September 30, 2019, and for the nine-month periods September 30, 2018 and 2019, have been derived from, and should be read in conjunction with, and are qualified in their entirety by reference to, our unaudited condensed consolidated financial statements as of September 30, 2019 and for the nine-month periods ended September 30, 2018 and 2019 and the notes thereto included herein. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring items) that are necessary to properly present, in all material respects, the results for the interim periods. The interim results of operations for the nine-month period ended September 30, 2019 are not indicative of operating results to be expected for the entire year.

The operating results of newly acquired businesses are consolidated in our financial statements beginning on the acquisition date. Therefore, all periods presented do not include operating results corresponding to newly acquired businesses before we assumed control. As a result, and due to changes in the presentation currency, the adoption of IFRS 16, Leases (“IFRS 16”) and the effects of discontinued operations described below and in notes 2A and 3A to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein, the financial data for the nine-month periods ended September 30, 2018 and 2019 may not be comparable to that of prior periods.

Our unaudited condensed consolidated financial statements as of September 30, 2019 and for the nine-month periods ended September 30, 2018 and 2019 included herein are prepared on a basis consistent with the accounting policies used in the preparation and presentation of our audited consolidated financial statements included in the 2018 Annual Report, except as noted below.

In 2018, CEMEX adopted IFRS 9, Financial Instruments (“IFRS 9”) beginning January 1, 2018, which sets forth the guidance relating to the classification and measurement of financial assets and financial liabilities, the accounting for expected credit losses of financial assets and commitments to extend credits, as well as the requirements for hedge accounting, and replaced IAS 39, Financial instruments: recognition and measurement (“IAS 39”). CEMEX applied IFRS 9 prospectively. The Company’s accounting policies were changed to comply with IFRS 9. Beginning January 1, 2019, IFRS 16 introduced a single lessee accounting model that requires a lessee to recognize, for all leases, except leases with a term of less than 12 months or when the underlying asset is of low value, assets for the right-of-use to the underlying asset against a corresponding financial liability, representing the net present value of estimated lease payments under the contract. Under this model, the lessee recognizes in the income statement amortization of the right-of-use asset and interest on the lease liability. After concluding the inventory and measurement of its leases, CEMEX adopted IFRS 16 using the full retrospective approach by means of which it determined an opening cumulative effect in its statement of changes in stockholders’ equity as of January 1, 2017.

CEMEX has informed the Mexican Stock Exchange and the Mexican Banking and Exchange Commission that beginning with the three-month period ended March 31, 2019, and for all subsequent and comparative periods, based on International Accounting Standard 21, The Effects of Changes in Foreign Exchange Rates (“IAS 21”) under International Financial Reporting Standards (“IFRS”), and with the authorization of CEMEX, S.A.B. de C.V.’s Board of Directors and considering the favorable opinion of its Audit Committee, CEMEX changed its presentation currency from the Mexican Peso to the U.S. Dollar, which CEMEX considers preferable for the reasons set forth below:

•            For a consolidated group that comprises operations with a number of functional currencies, it is the decision of each entity to select its presentation currency under IAS 21, which may be the currency that management uses when controlling and monitoring the performance and financial position of such group. In the case of CEMEX, management uses the U.S. Dollar for these purposes;

•            The Company believes that presenting its consolidated financial information using the U.S. Dollar will improve and facilitate the analysis to a broad range of users (rating agencies, analysts, investors and lenders, among others) of the Company’s consolidated financial statements; and

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•            The use of the U.S. Dollar as presentation currency will also improve the comparison of CEMEX’s consolidated financial statements with those of other global entities.

As described in the next paragraph, the financial information, including comparative amounts, are presented as if the new presentation currency had always been CEMEX’s presentation currency. The change in presentation currency does not affect the impact of CEMEX’s transactions in its financial statements, does not affect negatively or positively our financial position, does not constitute any form of foreign exchange hedge for balances denominated or transactions incurred in U.S. Dollars or other currencies and does not change in any form the several functional currencies used in each unit within CEMEX. Comparative financial statements and their related notes were restated for the change in presentation currency.

The financial statements of foreign subsidiaries, as determined using their respective functional currency, are translated to U.S. Dollars at the closing exchange rate for statement of financial position accounts and at the closing exchange rates of each month within the period for income statement accounts. The corresponding translation effect is included within “Other equity reserves” and is presented in the condensed consolidated statement of other comprehensive income for the period as part of the foreign currency translation adjustment until the disposal of the net investment in the foreign subsidiary.

Our audited consolidated financial statements included in the 2018 Annual Report have been prepared in accordance with IFRS, which differ in significant respects from United States Generally Accepted Accounting Principles (“U.S. GAAP”). The regulations of the SEC do not require foreign private issuers that prepare their financial statements on the basis of IFRS (as published by the International Accounting Standards Board) to reconcile such financial statements to U.S. GAAP.

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CEMEX, S.A.B. DE C.V. AND SUBSIDIARIES

Selected Consolidated Financial Information

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with, and is qualified in its entirety by reference to, our unaudited condensed consolidated financial statements as of September 30, 2019 and for the nine-month periods ended September 30, 2018 and 2019 included herein. Our significant accounting policies are described in note 2 to our audited consolidated financial statements included in our 2018 Annual Report.

On October 24, 2019, we announced our results for the nine-month period ended September 30, 2019. The interim results of operations for the nine-month period ended September 30, 2019 are not indicative of operating results to be expected for the entire year or any subsequent interim period. The following is a discussion of our results for the nine-month period ended September 30, 2019 as compared to the same period in the prior year.

Our unaudited condensed consolidated financial statements included herein include those subsidiaries in which we hold a controlling interest or which we otherwise control. Control exists when we have the power, directly or indirectly, to govern the administrative, financial and operating policies of an entity in order to obtain benefits from its activities.

Investments in associates are accounted for by the equity method, when we have significant influence, which is generally presumed with a minimum equity interest of 20% unless it is proven that we have significant influence with a lower percentage. Under the equity method, after acquisition, the investment’s original cost is adjusted for the proportional interest of the holding company in the associate’s equity and earnings.

All balances and transactions between group subsidiaries have been eliminated in consolidation.

Discontinued operations

Considering the disposal of entire reportable operating segments, our income statements present in the single line item of “Discontinued operations,” the results of our operations that have been sold as described below, for the nine-month period ended September 30, 2018 and 2019. Discontinued operations are presented net of income tax. See note 3A to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein

For the nine-month periods ended September 30, 2018 and 2019, our consolidated results reflect the following transactions, which had an impact on the comparability of our results in such periods:

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Selected Consolidated Income Statement Data

The following table sets forth selected consolidated income statement data for each of the nine-month periods ended September 30, 2018 and 2019 expressed as a percentage of revenues.

Nine-month Period Ended September 30, 2018 Compared to Nine-month Period Ended September 30, 2019

Summarized in the table below are the percentage (%) increases (+) and decreases (-) for the nine-month period ended September 30, 2019 compared to the nine-month period ended September 30, 2018, in our domestic cement and ready-mix concrete sales volumes, as well as export sales volumes of cement and domestic cement and ready-mix concrete average sales prices for each of our reportable segments.

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The table below and the other volume data presented by reportable segment in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section are presented before eliminations resulting from consolidation (including those shown in note 3B to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein).

On a consolidated basis, our cement sales volumes decreased approximately 8%, from 51.9 million tons for the nine-month period ended September 30, 2018 to 48.0 million tons for the same period in 2019, and our ready-mix concrete sales volumes decreased approximately 3%, from 39.3 million cubic meters for the nine-month period ended September 30, 2018 to 38.1 million cubic meters for the same period in 2019. Our revenues decreased 4%, from U.S.$10,608 million for the nine-month period ended September 30, 2018 to U.S.$10,192 million for the same period in 2019, and our operating earnings before other expenses, net, decreased 19%, from U.S.$1,334 million for the nine-month period ended September 30, 2018 to U.S.$1,079 million for the same period in 2019.

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The following tables present selected financial information of revenues and operating earnings before other expenses, net, for each of our reportable segments for the nine-month periods ended September 30, 2018 and 2019. The revenues information in the table below is presented before eliminations resulting from consolidation shown on note 3B to of our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein. Variations in revenues determined on the basis of U.S. Dollars include the appreciation or depreciation which occurred during the period between the local currencies of the countries in the regions vis-à-vis the U.S. Dollar; therefore, such variations differ substantially from those based solely on the countries’ local currencies:

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Revenues. Our consolidated revenues decreased 4%, from U.S.$10,608 million for the nine-month period ended September 30, 2018 to U.S.$10,192 million for the same period in 2019. The decrease was primarily attributable to lower volumes mainly in Mexico and our Asia, Middle East and Africa region partially offset by higher prices for our products, in local-currency terms. Set forth below is a quantitative and qualitative analysis of the various factors affecting our revenues on a reportable segment basis. The discussion of volume data and revenues information below is presented before eliminations resulting from consolidation shown in note 3B to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

Mexico

As of September 30, 2019, our operations in Mexico represented 13% of our total assets. Our revenues from our operations in Mexico represented 20% of our total revenues for the nine-month period ended September 30, 2019 in U.S. Dollar terms, before eliminations resulting from consolidation. Our domestic cement sales volumes from our operations in Mexico decreased 16% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased 15% over the same period. The decrease in our domestic cement sales volumes and our ready-mix concrete sales volumes was primarily attributable to a decline in construction of social housing, which has been impacted by the elimination of subsidies. In addition, the self-construction sector also experienced a decline due in part to lower demand for bagged cement from government housing programs and a slowdown in job creation. While infrastructure activity has improved, it continues to be affected by the post-election transition process. Our cement export volumes from our operations in Mexico, which represented 9% of our Mexican cement sales volumes for the nine-month period ended September 30, 2018, increased approximately 22% for the nine-month period ended September 30, 2019 compared to the same period in 2018. Of our total cement export volumes from our operations in Mexico during the nine-month period ended September 30, 2019, 67% was shipped to the United States and 33% to South, Central America and the Caribbean. Our average sales price of domestic cement from our operations in Mexico increased approximately 2%, in Mexican Peso terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased approximately 3%, in Mexican Peso terms, over the same period.

As a result of decreases in domestic cement and ready-mix concrete sales volumes, partially offset by increases in domestic cement and ready-mix sales prices, our revenues in Mexico, in Mexican Peso terms, decreased 12% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

United States

As of September 30, 2019, our operations in the United States represented 50% of our total assets. Our revenues from our operations in the United States represented 27% of our total revenues for the nine-month period ended September 30, 2019 in U.S. Dollar terms, before eliminations resulting from consolidation. Our domestic cement sales volumes from our operations in the United States decreased 3% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our ready-mix concrete sales volumes increased 2% over the same period. The decrease in our domestic cement sales volumes was primarily attributable to disruptions to our Southeast operations from hurricane preparation. In addition, we faced unfavorable competitive dynamics in Florida. In the industrial-and-commercial sector, a decline in commercial construction was offset by growth in offices and lodging. Our average domestic cement sales prices of our operations in the United States increased 4% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average ready-mix concrete sales price increased 3% over the same period.

As a result of increases in ready-mix concrete sales prices and sales volumes and the increase in domestic cement sales prices, partially offset by a decrease in domestic cement sales volumes, revenues from our operations in the United States increased by 4% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

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Europe

For the nine-month period ended September 30, 2019, our operations in the Europe region consisted of our operations in the United Kingdom, France, Germany and Spain, which represent the most significant operations in this region, in addition to the Rest of Europe, which refers primarily to operations in Poland, the Czech Republic, Croatia, including assets in Bosnia, Herzegovina, Montenegro and Serbia. Our revenues from our operations in the Europe region represented 23% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. As of September 30, 2019, our operations in the Europe region represented 17% of our total assets. Our performance was affected in part by delays in infrastructure projects in Poland, as well as continued Brexit-related uncertainty in the United Kingdom. The infrastructure and the industrial and commercial sectors were the main demand drivers of volumes in the region, with large infrastructure projects in Germany, France, and the United Kingdom, as well as growth in industrial-and-commercial activity in Poland, France, Germany, and Spain. Set forth below is a quantitative and qualitative analysis of the effects of the various factors affecting our revenues for our main operations in the Europe region.

United Kingdom

Our domestic cement sales volumes from our operations in the United Kingdom decreased 2% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our ready-mix concrete sales volumes increased 1% over the same period. Our operations in the United Kingdom represented 7% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in the United Kingdom increased 4%, in Pound terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased 2%, in Pound terms, over the same period.

As a result of increases in ready-mix concrete sales volumes and sales prices and domestic cement sales prices, partially offset by decreases in domestic cement sales volumes, revenues from our operations in the United Kingdom, in Pound terms, increased 3% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

France

Our ready-mix concrete sales volumes from our operations in France increased 3% for the nine-month period ended September 30, 2019 compared to the same period in 2018. Our operations in France represented 6% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of ready-mix concrete of our operations in France increased 3%, in Euro terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018.

As a result of increases in ready-mix concrete sales volumes and sales prices, revenues from our operations in France, in Euro terms, increased 5% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Germany

Our domestic cement sales volumes from our operations in Germany remained flat for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased approximately 9% over the same period. Our operations in Germany represented 3% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in Germany, which represented approximately 26% of our cement sales volumes in Germany for the nine-month period ended September 30, 2019, increased 9% for the nine-month period ended September 30, 2019 compared to the same period in 2018. Our average sales price of domestic cement from our operations in Germany increased 5%, in Euro terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased 6%, in Euro terms, over the same period.

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As a result of increases in domestic cement and ready-mix concrete sales prices, partially offset by a decrease in ready-mix concrete sales volumes, revenues from our operations in Germany, in Euro terms, increased 6% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Spain

Our domestic cement sales volumes from our operations in Spain increased 5% for the nine-month period ended September 30, 2019 compared to the same period in 2018, while ready-mix concrete sales volumes increased 37% over the same period. Our operations in Spain represented 2% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in Spain, which represented 17% of our Spain cement sales volumes for the nine-month period ended September 30, 2019, decreased 54% for the nine-month period ended September 30, 2019 compared to the same period in 2018. Our average sales price of domestic cement of our operations in Spain increased 5%, in Euro terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased 1%, in Euro terms, over the same period.

As a result of increases in domestic cement and ready-mix concrete sales volumes and sales prices, revenues from our operations in Spain, in Euro terms, increased 3% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Rest of Europe

Our domestic cement sales volumes from our operations in the Rest of Europe decreased 2% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased 7% over the same period. Our cement export volumes from our operations in the Rest of Europe segment, which represented 6% of our Rest of Europe cement sales volumes for the period ended September 30, 2019, decreased 34% for the nine-month period ended September 30, 2019 compared to the same period in 2018. Our revenues from our operations in the Rest of Europe represented 5% of our total revenues for the period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in the Rest of Europe increased 7%, in Euro terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased 6%, in Euro terms, over the same period.

As a result of decreases in domestic cement and ready-mix concrete sales volumes, partially offset by increases in domestic cement and ready-mix concrete sales prices, revenues in the Rest of Europe, in Euro terms, decreased 2% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

South, Central America and the Caribbean

For the nine-month period ended September 30, 2019, our operations in the SCA&C region consisted of our operations in Colombia, Panama, the Dominican Republic, as well as our Caribbean TCL operations, mainly in Trinidad and Tobago, Jamaica, Guyana and Barbados, which represents our most significant operations in this region, and the Rest of SCA&C, which refers primarily to operations in Costa Rica, Puerto Rico, Nicaragua, Jamaica, the Caribbean, Guatemala and El Salvador, excluding the acquired operations of the Caribbean TCL. Our revenues from our operations in the SCA&C region represented 13% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. As of September 30, 2019, our operations in the SCA&C region represented 9% of our total assets. In Colombia, we have some recovery in volumes, due to a strong performance in the infrastructure sector and other regional projects, as well as favorable activity in residential self-construction. In the Dominican Republic, our cement volume performance was supported by tourism-related projects around Punta Cana, and residential activity, with government investment in social housing and growth in the high-end residential sector in Santo Domingo. Set forth below is a quantitative and qualitative analysis of the effects of the various factors affecting our revenues for our main operations in the SCA&C region.

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Colombia

Our domestic cement sales volumes from our operations in Colombia increased 11% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes increased 6% over the same period. Our revenues from our operations in Colombia represented 4% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in Colombia increased 3%, in Colombian Peso terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete remained flat in Colombian Peso terms, over the same period.

As a result of increases in domestic cement sales volumes and sales prices and ready-mix concrete sales volumes, revenues of our operations in Colombia, in Colombian Peso terms, increased 7% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Panama

Our domestic cement sales volumes from our operations in Panama decreased 14% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased 26% over the same period. Our revenues from our operations in Panama represented 1% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in Panama decreased 6%, in Dollar terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete decreased 2%, in Dollar terms, over the same period.

As a result of decreases in domestic cement and ready-mix concrete sales volumes and sales prices, revenues of our operations in Panama, in Dollar terms, decreased 15% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Caribbean TCL

Our domestic cement sales volumes from our operations in Caribbean TCL decreased 5% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased 14% over the same period. Our revenues from our operations in Caribbean TCL represented 2% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in Caribbean TCL segment represented 11% of our Caribbean TCL cement sales volumes for the nine-month period ended September 30, 2019, increased 18% in 2019 compared to the same period in 2018. Our average sales price of domestic cement from our operations in Caribbean TCL increased 1%, in Trinidad and Tobago Dollar terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased 6%, in Trinidad and Tobago Dollar terms, over the same period

As a result of decreases in domestic cement and ready-mix concretes sales volumes partially offset by increases in domestic cement and ready-mix concrete sales prices, revenues of our operations in Caribbean TCL, in Trinidad and Tobago Dollar terms, decreased 1% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Dominican Republic

Our domestic cement sales volumes from our operations in the Dominican Republic increased 5% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased 4% over the same period. Our operations in the Dominican Republic represented 2% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in the Dominican Republic, which represented 3% of our Dominican Republic cement sales volumes for the nine-month period ended September 30, 2019, decreased 20% for the nine-month period ended September 30, 2019 compared to the same period in 2018. Of our

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total cement exports from our operations in the Dominican Republic during 2019, 99% were to the Rest of South, Central America and the Caribbean region and 1% were to the Rest of Europe region. Our average sales price of domestic cement from our operations in the Dominican Republic increased 9%, in Dominican Peso terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased 9%, in Dominican Peso terms, over the same period.

As a result of increases in domestic cement sales volumes and sales prices and ready-mix concrete sales prices, partially offset by a decrease in ready-mix concrete sales volumes, revenues of our operations in the Dominican Republic, in Dominican Peso terms, increased 16% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Rest of South, Central America and the Caribbean

Our domestic cement volumes from our operations in the Rest of South, Central America and the Caribbean decreased 12% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased 27% over the same period. Our cement export volumes from our operations in the Rest of South, Central America and the Caribbean segment, which represented 6% of our Rest of South, Central America and the Caribbean cement sales volumes for the nine-month period ended September 30, 2019, remained flat for the nine-month period ended September 30, 2019 compared to the same period in 2018. Of our total cement export volumes from our operations in Rest of South, Central America and the Caribbean during 2018, 99% were within the same region and 1% were to the Rest of Europe region. Our revenues from our operations in the Rest of South, Central America and the Caribbean represented 4% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in the Rest of South, Central America and the Caribbean remained flat in Dollar terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and our average sales price of ready-mix concrete increased 7%, in Dollar terms, over the same period.

As a result of decreases in domestic cement and ready-mix concrete sales volumes, partially offset by an increase in ready-mix concrete sales prices, revenues of our operations in the Rest of South, Central America and the Caribbean, in Dollar terms, decreased 13% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Asia, Middle East and Africa

For the nine-month period ended September 30, 2019, our operations in the Asia, Middle East and Africa region consisted of our operations in the Philippines and Israel, which represent the most significant operations in this region, in addition to the Rest of Asia, Middle East and Africa, which refers primarily to operations in Egypt and the UAE. Our revenues from our operations in the Asia, Middle East and Africa region represented 10% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. As of September 30, 2019, our operations in the Asia, Middle East and Africa region represented 6% of our total assets. Set forth below is a quantitative and qualitative analysis of the effects of the various factors affecting our revenues for our main operations in the Asia, Middle East and Africa region.

The Philippines

Our domestic cement volumes from our operations in the Philippines decreased 3% for the nine-month period ended September 30, 2019 compared to the same period in 2018. The decrease in domestic cement volumes is due to lower construction activity, mainly related to a reduction in public infrastructure investments. Our cement export volumes from our operations in the Philippines, represented less than 1% of our Philippines cement sales volumes. Our revenues from our operations in the Philippines represented 3% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in the Philippines increased 5% in Philippine Peso terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018.

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As a result of an increase in domestic cement sales price, partially offset by a decrease in domestic cement sales volumes, revenues of our operations in the Philippines, in Philippine Peso terms, increased 1% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Israel

Our ready-mix concrete sales volumes from our operations in Israel increased 5% for the nine-month period ended September 30, 2019 compared to the same period in 2018. Our operations in Israel represented 5% of our total revenues for the nine-month period ended September 30, 2019 in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of price of ready-mix concrete from our operations in Israel decreased 1%, in Israeli New Shekel terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018.

As a result of increases in ready-mix concrete sales volumes partially offset by a decrease in ready-mix concrete sales prices, revenues of our operations in Israel, in Israeli New Shekel terms, increased 3% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Rest of Asia, Middle East and Africa

Our domestic cement sales volumes from our operations in the Rest of Asia, Middle East and Africa decreased 28% for the nine-month period ended September 30, 2019 compared to the same period in 2018, and ready-mix concrete sales volumes decreased 21% over the same period. Our cement export volumes from our operations in Rest of Asia, Middle East and Africa, represented less than 1% of our Rest of Asia, Middle East and Africa cement sales volumes for the nine-month period ended September 30, 2019. Our revenues from our operations in our Rest of Asia, Middle East and Africa segment represented 2% of our total revenues for the nine-month period ended September 30, 2019, in U.S. Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement increased 5%, in Dollar terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018, and the average sales price of ready-mix concrete increased in 3%, in Dollar terms, over the same period.

As a result of decreases in domestic cement and ready-mix concrete sales volumes, partially offset by an increase in domestic cement and ready-mix concrete sales prices, revenues from our operations in the Rest of Asia, Middle East and Africa, in Dollar terms, decreased 21% for the nine-month period ended September 30, 2019 compared to the same period in 2018.

Others

Our Others segment refers to: (i) cement trade maritime operations (ii) our information technology solutions business (Neoris N.V.), (iii) CEMEX, S.A.B. de C.V. and other corporate entities and finance subsidiaries, (iv) other minor subsidiaries with different lines of business. Revenues from our Others segment decreased 13% before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable, for the nine-month period ended September 30, 2019 compared to the same period in 2018, in U.S. Dollar terms.

Cost of Sales. Our cost of sales, including depreciation, decreased 2% from U.S.$6,970 million for the nine-month period ended September 30, 2018 to U.S.$6,849 million for the same period in 2019. As a percentage of revenues, cost of sales increased from 65.7% for the nine-month period ended September 30, 2018 to 67.2% for the same period in 2019. The increase in cost of sales as a percentage of revenues was mainly driven by higher costs of raw materials partially offset by lower energy costs. Our cost of sales includes freight expenses of raw materials used in our producing plants.

Gross Profit. For the reasons explained above, our gross profit decreased 8% from U.S.$3,638 million for the nine-month period ended September 30, 2018 to U.S.$3,343 million for the same period in 2019. As a percentage of revenues, gross profit decreased from 34.3% for the nine-month period ended September 30, 2018 to 32.8% for the same period in 2019. In addition, our gross profit may not be directly comparable to those of other

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entities that include all their freight expenses in cost of sales. As described below, we include freight expenses of finished products from our producing plants to our points of sale and from our points of sale to our customers’ locations within operating expenses as part of distribution and logistics expenses.

Operating expenses. Our operating expenses, which are represented by administrative, selling and distribution and logistics expenses, decreased 2%, from U.S.$2,304 million for the nine-month period ended September 30, 2018 to U.S.$2,264 million for the same period in 2019. As a percentage of revenues, operating expenses increased from 21.7% for the nine-month period ended September 30, 2018 to 22.2% for the same period in 2019. Our operating expenses include expenses related to personnel, equipment and services involved in sales activities and storage of product at points of sale, which are included as part of the operating expenses, as well as freight expenses of finished products between plants and points of sale and freight expenses between points of sale and the customers’ facilities, which are included as part of the line item “Distribution and logistics expenses”. For the nine-month periods ended September 30, 2018 and 2019, selling expenses included as part of the line item “Operating expenses” amounted to U.S.$243 million and U.S.$283 million, respectively. As a percentage of revenues, selling expenses increased from 2% for the nine-month period ended September 30, 2018 to 3% for the same period in 2019. As discussed above, we include freight expenses of finished products from our producing plants to our points of sale and from our points of sale to our customers’ locations within distribution and logistics expenses, which in the aggregate represented costs of U.S.$1,086 million for the nine-month period ended September 30, 2018 and U.S.$1,035 million for the same period in 2019. As a percentage of revenues, distribution and logistics expenses remained flat at 10% for the nine-month period ended September 30, 2018 and 2019.

Operating Earnings Before Other Expenses, Net

For the reasons mentioned above, our operating earnings before other expenses, net, decreased 19% from U.S.$1,334 million for the nine-month period ended September 30, 2018 to U.S.$1,079 million for the same period in 2019. As a percentage of revenues, operating earnings before other expenses, net, decreased from 12.6% for the nine-month period ended September 30, 2018 to 10.6% for the same period in 2019. Additionally, set forth below is a quantitative and qualitative analysis of the effects of the various factors affecting our operating earnings before other expenses, net, on a reportable segment basis.

Mexico

Our operating earnings before other expenses, net, from our operations in Mexico decreased 24%, in Mexican Peso terms. Our operating earnings before other expenses, net, from our operations in Mexico represented 58% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The increase resulted primarily from a decrease in Mexican operation revenues.

United States

Our operating earnings before other expenses, net, from our operations in the United States decreased 18% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Dollar terms. Our operating earnings before other expenses, net, from our operations in the United States represented 20% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The decrease resulted primarily from an increase in operating cost as a percentage of revenues.

Europe

United Kingdom. Our operating earnings before other expenses, net, from our operations in the United Kingdom increased 14% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Pound terms. Our operating earnings before other expenses, net, from our operations in the United Kingdom represented 5% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The increase resulted primarily from an increase in revenues.

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France. Our operating earnings before other expenses, net, from our operations in France increased 21% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Euro terms. Our operating earnings before other expenses, net, from our operations in France represented 4% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The increase resulted primarily from an increase in revenues.

Germany. Our operating earnings before other expenses, net, from our operations in Germany increased 177% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Euro terms. Our operating earnings before other expenses, net, from our operations in Germany represented 2% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The increase resulted primarily from an increase in revenues and a decrease in cost of sales and operating expenses.

Spain. Our operating loss before other expenses, net, from our operations in Spain decreased 19% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Euro terms. Our operating loss before other expenses, net, from our operations in Spain represented a negative impact of 2% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The decrease in operating loss before other expenses, net, resulted primarily from an increase in revenues.

Rest of Europe. Our operating earnings before other expenses, net, from our operations in the Rest of Europe increased 30% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Euro terms. Our operating earnings before other expenses, net, from our operations in the Rest of Europe represented 5% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms.

South, Central America and the Caribbean

Colombia. Our operating earnings before other expenses, net, from our operations in Colombia decreased 15% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Colombian Peso terms. Our operating earnings before other expenses, net, from our operations in Colombia represented 4% of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2019 in U.S. Dollar terms.

Panama. Our operating earnings before other expenses, net, from our operations in Panama decreased 38% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Dollar terms. Our operating earnings before other expenses, net, from our operations in Panama represented 2% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The decrease resulted primarily from a decrease in revenues.

Caribbean TCL. Our operating earnings before other expenses, net, from our operations in Caribbean TCL remained flat for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Trinidad and Tobago Dollar terms. Our operating earnings before other expenses, net, from our operations in Caribbean TCL represented 3% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms.

Dominican Republic. Our operating earnings before other expenses, net, from our operations in the Dominican Republic increased 48% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Dominican Peso terms. Our operating earnings before other expenses, net, from our operations in the Dominican Republic represented 5% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in US. Dollar terms.

Rest of South, Central America and the Caribbean. Our operating earnings before other expenses, net, from our operations in the Rest of South, Central America and the Caribbean decreased 26% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in U.S. Dollar terms. Our operating earnings before other expenses, net, from our operations in the Rest of South, Central America and the Caribbean region represented 6% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms.

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Asia, Middle East and Africa

The Philippines. Our operating earnings before other expenses, net, from our operations in the Philippines increased 33% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Philippine Peso terms. Our operating earnings before other expenses, net, from our operations in the Philippines represented 6% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The increase resulted primarily from an increase in revenues.

Israel. Our operating earnings before other expenses, net, from our operations in Israel remained flat in Israeli New Shekel terms. Our operating earnings before other expenses, net, from our operations in Israel represented 5% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms. The increase resulted primarily from an increase in revenues and was offset by increases in operating costs.

Rest of Asia, Middle East and Africa. Our operating loss before other expenses, net, from our operations in the Rest of Asia, Middle East and Africa decreased 140%, for the nine-month period ended September 30, 2019 compared to the same period in 2018, in Dollar terms, for the nine-month period ended September 30, 2019 compared to the same period in 2018. Our operating loss before other expenses, net, from our operations in the Rest of AMEA represented 1% of our total operating earnings before other expenses, net, for the nine-month period ended September 30, 2019 in U.S. Dollar terms.

Others. Our operating loss before other expenses, net, from our operations in our Others segment decreased 8% for the nine-month period ended September 30, 2019 compared to the same period in 2018, in U.S. Dollar terms.

Other Expenses, Net. Our other expenses, net, increased 61%, in U.S. Dollar terms, from U.S.$82 million for the period ended September 30, 2018 to U.S.$132 million for the same period in 2019. The increase in the nine-month period ended September 30, 2019, resulted primarily from the results from the sale of assets and others, net and for the restructuring cost. See note 5 to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

The most significant items included under this caption for the nine-month periods ended September 30, 2018 and 2019 are as follows:

Financial expense. Our financial expense decreased 5% from U.S.$551 million for the period ended September 30, 2018 to U.S.$526 million for the same period in 2019, primarily attributable to lower interest rates on our financial debt as well as a decrease in our financial debt during the nine-month periods ended September 30, 2019 compared to September 30, 2018.

Financial income and other items, net. Our financial income and other items, net, in U.S. Dollar terms, decreased significantly from an income of U.S.$28 million for the period ended September 30, 2018 to an expense of U.S.$38 million for the same period in 2019, mainly as a result of the income from financial instruments. See notes 6 and 13C to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

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The most significant items included under this caption for the nine-month periods ended September 30, 2018 and 2019 are as follows:

Income Taxes. Our income tax effect in the income statements, which is primarily comprised of current income taxes plus deferred income taxes, decreased 19% from an expense of U.S.$186 million for the nine-month period ended September 30, 2018 to an expense of U.S.$151 million for the same period in 2019. The decrease was primarily attributable to the recognition of loss carryforwards during the nine-month period ended September 30, 2019.

Net Income from continuing operations. For the reasons described above, our net income from continuing operations for the nine-month period ended September 30, 2019 decreased 53%, from a net income from continuing operations of U.S.$564 million for the nine-month period ended September 30, 2018 to a net income from continuing operations of U.S.$263 million for the same period in 2019. As a percentage of revenues, net income from continuing operations decreased from 5.3% for the nine-month period ended September 30, 2018 to 2.6% for the same period in 2019.

Discontinued operations. For the nine-month periods ended September 30, 2018 and 2019, our discontinued operations included in our consolidated income statements amounted to U.S.$40 million and U.S.$148 million, respectively. As a percentage of revenues, discontinued operations represented 0.4% for the nine-month period ended September 30, 2018, and 1.4% for the same period in 2019. See note 3A to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019 included herein.

Consolidated Net Income. For the reasons described above, our consolidated net income (before deducting the portion allocable to non-controlling interest) for the nine-month period ended September 30, 2019 decreased 32% from a consolidated net income of U.S.$604 million for the nine-month period ended September 30, 2018 to a consolidated net income of U.S.$411 million for the same period in 2019. As a percentage of revenues, consolidated net income represented 5.7% for the nine-month period ended September 30, 2018, and 4.0% for the same period in 2019.

Non-controlling Interest Net Income. Changes in non-controlling interest net income in any period reflect changes in the percentage of the stock of our subsidiaries held by non-associated third parties as of the end of each month during the relevant period and the consolidated net income attributable to those subsidiaries. Non-controlling interest net income decreased 23%, from an income of U.S.$39 million for the nine-month period ended September 30, 2018 to an income of U.S.$30 million for the same period in 2019, primarily attributable to a decrease in the net income of the consolidated entities in which others have a non-controlling interest. As a percentage of revenues, non-controlling interest net income represented 0.4% for the nine-month period ended September 30, 2018, and 0.3% for the same period in 2019. See note 16B to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

Controlling Interest Net Income. Controlling interest net income represents the difference between our consolidated net income and non-controlling interest net income, which is the portion of our consolidated net income attributable to those of our subsidiaries in which non-associated third parties hold interests. For the reasons described above, our controlling interest net income decreased 33%, from a controlling interest net income of

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U.S.$565 million for the nine-month period ended September 30, 2018 to a controlling interest net income of U.S.$381 million for the same period in 2019. As a percentage of revenues, controlling interest net income represented 5.3% for the nine-month period ended September 30, 2018, and 3.7% for the same period in 2019.

Liquidity and Capital Resources

Operating Activities

We have satisfied our operating liquidity needs primarily through operations of our subsidiaries and expect to continue to do so for both the short- and long-term. Although cash flow from our operations has historically met our overall liquidity needs for operations, servicing debt and funding capital expenditures and acquisitions, our subsidiaries are exposed to risks from changes in foreign currency exchange rates, price and currency controls, interest rates, inflation, governmental spending, social instability and other political, economic and/or social developments in the countries in which we operate, any one of which may materially decrease our net income and cash from operations. Consequently, in order to meet our liquidity needs, we also rely on cost-cutting and operating improvements to optimize capacity utilization and maximize profitability, as well as borrowing under credit facilities, proceeds of debt and equity offerings, and proceeds from business sales. Our consolidated net cash flows provided by operating activities from continuing operations before financial expense and coupons on Perpetual Debentures (as defined in the 2018 Annual Report) and income taxes paid in cash decreased 20% from U.S.$1,596 million for the nine-month period ended September 30, 2018 to U.S.$1,269 million for the same period in 2019. See our statement of cash flows for the nine-month periods ended September 30, 2018 and 2019 included herein. CEMEX management is of the opinion that working capital is sufficient for our present requirements.

Sources and Uses of Cash

Our review of sources and uses of cash below refers to nominal amounts included in our statement of cash flows for the nine-month periods ended September 30, 2018 and 2019.

Our primary sources and uses of cash during the nine-month periods ended September 30, 2018 and 2019 were as follows:

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September 30, 2019. During the nine-month period ended September 30, 2019, excluding the negative foreign currency effect of our initial balances of cash and cash equivalents generated during the period of U.S.$12 million, there was an increase in cash and cash equivalents from continuing operations of U.S.$7 million. This increase was a result of our net cash flows provided by operating activities from continuing operations, which, after financial expense and coupons on Perpetual Debentures and income taxes paid in cash of U.S.$657 million, amounted to U.S.$612 million, partially offset by our net cash flows used in investing activities and our net cash flows used in financing activities from continuing operations of U.S.$145 million and U.S.$460 million, respectively.

For the nine-month period ended September 30, 2019, our net cash flows provided by operating activities included cash flows applied in working capital of U.S.$473 million, which was primarily comprised of cash flows applied in trade receivables, trade payables and other accounts payable and accrued expenses, for an aggregate amount of U.S.$603 million, partially offset by cash flows originated by other accounts receivable and other assets and inventories, for an amount of U.S.$130 million.

During the nine-month period ended September 30, 2019, our net cash flows provided by operating activities from continuing operations after financial expense and coupons on Perpetual Debentures and income taxes paid in cash of U.S.$612 million were mainly disbursed in connection with (i) our net cash flows used in financing activities from continuing operations of U.S.$460 million, which include payments of dividends, derivative instruments, repayment of our debt and other financial obligations, net, share repurchase program and non-controlling interest in subsidiaries, securitization of trade receivables and non-current liabilities, net; (ii) our net cash flows used in the investing activities from continuing operations of U.S.$145 million, which was primarily comprised of investment in property, machinery and equipment, net and intangible assets, for an aggregate amount of U.S.$657 million, partially offset by cash flows arising from the acquisition and disposal of subsidiaries and other disposal groups, net, for U.S.$512 million.

September 30, 2018. During the nine-month period ended September 30, 2018, excluding the positive foreign currency effect of our initial balances of cash and cash equivalents generated during the period of U.S.$123 million, there was a decrease in cash and cash equivalents of continuing operations of U.S.$550 million. This decrease was the result of our net cash flows used in investing activities from continuing operations of U.S.$715 million and our net cash flows used in financing activities from continuing operations of U.S.$680 million, partially offset by our net cash flows provided by operating activities from continuing operations, which, after financial expense and coupons on Perpetual Debentures and income taxes paid in cash of U.S.$751 million, amounted to U.S.$845 million.

For the nine-month period ended September 30, 2018, our net cash flows provided by operating activities included cash flows applied in working capital of U.S.$421 million, which was primarily comprised of cash flows applied in trade receivables, other accounts receivable and other assets, inventories and other accounts payable and accrued expenses, for an aggregate amount of U.S.$473 million, partially offset by cash flows originated by trade payables, for an amount of U.S.$52 million.

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During the nine-month period ended September 30, 2018, our net cash flows used in (i) investing activities from continuing operations of U.S.$715 million, which was primarily comprised of cash flows used in investment in property, machinery and equipment, net, intangible assets and non-current assets and others, net, for an aggregate amount of U.S.$689 million and cash flows used in the acquisition and disposal of subsidiaries and other disposal groups, net, for U.S.$26 million and (ii) our net cash flows used in financing activities from continuing operations of U.S.$680 million, which include repayment of our debt and other financial obligations, net and non-current liabilities for an aggregate amount of U.S.$734 million, partially offset by cash flows arising from derivative financial instruments and securitization of trade receivables for an aggregate amount of U.S.$54 million, were partially offset by our net cash flows provided by operating activities from continuing operations after financial expense and coupons on Perpetual Debentures and income taxes paid in cash of U.S.$845 million.

As of September 30, 2019, we had the following lines of credit, of which the only committed portion refers to the revolving credit facility under the Facilities Agreement, at annual interest rates ranging between 0.75% and 8.50%, depending on the negotiated currency:

As of September 30, 2019, we had U.S.$935 million available in our committed revolving credit tranche under the Facilities Agreement. This, in addition to our proven capacity to continually refinance and replace short-term obligations, will enable us to meet any liquidity risk in the short term.

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Capital Expenditures

Our capital expenditures incurred for the nine-month periods ended September 30, 2018 and 2019, and our expected capital expenditures for the three-month period ending December 31, 2019, which include an allocation to 2019 of a portion of our total future committed amount, are as follows:

For the nine-month periods ended September 30, 2018 and 2019, we recognized U.S.$603 million and U.S.$605 million, in capital expenditures from our continuing operations, respectively. As of September 30, 2019, in connection with our significant projects, we had contractually committed capital expenditures of U.S.$90 million, including our capital expenditures estimated to be incurred in the nine-month period ending December 31, 2019. This amount is expected to be incurred during 2019, based on the evolution of the related projects. Pursuant to the Facilities Agreement, we are prohibited from making aggregate annual capital expenditures in excess of U.S.$1.5 billion in any financial year (excluding certain capital expenditures, joint venture investments and acquisitions by each of CLH and CHP and their respective subsidiaries and those funded by Relevant Proceeds (as defined in the Facilities Agreement)), which capital expenditures, joint venture investments and acquisitions at any time then incurred are subject to a separate aggregate limit of (i) U.S.$500 million (or its equivalent) for CLH and its subsidiaries and (ii) U.S.$500 million (or its equivalent) for CHP and its subsidiaries. In addition, the amounts of which we and our subsidiaries are allowed for permitted acquisitions and investments in joint ventures cannot exceed certain thresholds as set out in the Facilities Agreement.

Our Indebtedness

As of September 30, 2019, we had reported U.S.$11,482 million (principal amount U.S.$11,547 million, excluding deferred issuance costs) of total debt plus other financial obligations in our statement of financial position, which does not include €64 million of the Perpetual Debentures. Of our total debt plus other financial obligations, 14% were short-term (including current maturities of long-term debt) and 86% were long-term. As of September 30, 2019, 67% of our total debt plus other financial obligations was Dollar-denominated, 23% was Euro-denominated, 5% was British Pound-denominated, 2% was Philippine Peso-denominated and immaterial amounts were denominated in other currencies. See note 13A to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

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As of September 30, 2019, total commitments initially available under the Facilities Agreement included (i) €741 million (U.S.$807 million); (ii) £344 million (U.S.$422 million) and (iii) U.S.$2,746 million, out of which U.S.$1,135 million were in the revolving credit facility tranche of the Facilities Agreement. As of September 30, 2019, the Facilities Agreement had an amortization schedule of U.S.$47 million in 2020, U.S.$615 million in 2021, U.S.$1,336 million in 2022, and U.S.$521 million in 2023 and 2024, respectively. See note 13A to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein. As a result of the April 2019 Facilities Agreement Amendments, U.S.$521 million and U.S.$521 million, payable under the Facilities Agreement in July 2020 and January 2021, respectively, will now mature in July 2023 and January 2024, respectively, and U.S.$47 million and U.S.$47 million remains payable under the Facilities Agreement in July 2020 and January 2021, respectively. CEMEX, S.A.B. de C.V. and certain of its subsidiaries have pledged the Collateral and all proceeds of the Collateral to secure our payment obligations under the Facilities Agreement, our outstanding Senior Secured Notes and under several other of our financing arrangements. These subsidiaries whose shares were pledged or transferred as part of the Collateral collectively own, directly or indirectly, substantially all our operations worldwide. See “Item 3—Key Information—Risk Factors—Risks Relating to Our Business—We pledged the capital stock of some of our subsidiaries that represent substantially all of our business as collateral to secure our payment obligations under the Facilities Agreement, the indentures governing our outstanding Senior Secured Notes and other financing arrangements.” in our 2018 Annual Report.

As of September 30, 2019, we reported an aggregate amount of outstanding debt of U.S.$3,041 million under the Facilities Agreement. As of September 30, 2019, we had U.S.$935 million available under the U.S.$1,135 million revolving credit facility tranche of the Facilities Agreement. If we are unable to comply with our upcoming principal maturities under our indebtedness, or refinance or extend maturities of our indebtedness, our debt could be accelerated. Acceleration of our debt would have a material adverse effect on our financial condition. See “Item 3—Key Information—Risk Factors—Risks Relating to Our Business—We have a substantial amount of debt and other financial obligations maturing in the next several years. If we are unable to secure refinancing on favorable terms or at all, we may not be able to comply with our upcoming payment obligations. Our ability to comply with our principal maturities and financial covenants may depend on us implementing certain initiatives which may include making asset sales, and there is no assurance that we will be able to execute such sales on terms favorable to us or at all.” in our 2018 Annual Report.

For a discussion of restrictions and covenants under the Facilities Agreement, see “Item 3—Key Information—Risk Factors—Risks Relating to Our Business—The Facilities Agreement contains several restrictions and covenants. Our failure to comply with such restrictions and covenants could have a material adverse effect on our business and financial conditions.” in our 2018 Annual Report.

For a description of the Senior Secured Notes, see “Management’s Discussion and Analysis of Financial Conditions and Results of Operations—Summary of Material Contractual Obligations and Commercial Commitments—Senior Secured Notes.”

Some of our subsidiaries and special purpose vehicles (“SPVs”) have issued or provided guarantees of certain of our indebtedness, as indicated in the table below.

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In addition, as of September 30, 2019, (i) CEMEX Materials LLC was a borrower of U.S.$154 million (principal amount U.S.$150 million) under an indenture, which is guaranteed by CEMEX Corp.; and (ii) several of our other operating subsidiaries were borrowers under debt facilities aggregating U.S.$308 million.

Most of our outstanding indebtedness has been incurred to finance our acquisitions and to finance our capital expenditure programs. Historically, we have addressed our liquidity needs (including funds required to make scheduled principal and interest payments, refinance debt, and fund working capital and planned capital expenditures) with operating cash flow, securitizations, borrowings under credit facilities, proceeds of debt and equity offerings and proceeds from asset sales.

If the global economic environment deteriorates and our operating results worsen significantly, if we were unable to complete debt or equity offerings or if the proceeds of any divestitures and/or our cash flow or capital resources prove inadequate, we could face liquidity problems and may not be able to comply with our upcoming principal payments under our indebtedness or refinance our indebtedness. If we are unable to comply with our upcoming principal maturities under our indebtedness, or refinance or extend maturities of our indebtedness, our debt could be accelerated. Acceleration of our debt would have a material adverse effect on our business and financial condition.

We and our subsidiaries have sought and obtained waivers and amendments to several of our debt instruments relating to a number of financial ratios in the past. Our ability to comply with these ratios may be affected by current global economic conditions and volatility in foreign exchange rates and the financial and capital markets. We may need to seek waivers or amendments in the future. However, we cannot assure you that any future waivers or amendments, if requested, will be obtained. If we or our subsidiaries are unable to comply with the provisions of our debt instruments and are unable to obtain a waiver or amendment, the indebtedness outstanding under such debt instruments could be accelerated. Acceleration of these debt instruments would have a material adverse effect on our financial condition.

Relevant Transactions Related to Our Indebtedness During the Nine-Month Period Ended September 30, 2019

The following is a description of our most important transactions related to our indebtedness during the nine-month period ended September 30, 2019:

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Our Other Financial Obligations

Other financial obligations in the statement of financial position as of September 30, 2019 are detailed as follows:

As mentioned in note 2.6 to our audited consolidated financial statements included in the 2018 Annual Report, financial instruments convertible into CEMEX, S.A.B. de C.V.’s CPOs and/or ADSs (each as defined in the 2018 Annual Report) contain components of both liability and equity, which are recognized differently depending on whether the instrument is mandatorily convertible, or is optionally convertible by election of the note holders, as well as the currency in which the instrument is denominated and the functional currency of the issuer.

March 2020 Optional Convertible Subordinated U.S. Dollar Notes

During 2015, CEMEX, S.A.B. de C.V. issued U.S.$521 million aggregate principal amount of its 3.72% Convertible Subordinated Notes due March 2020 (“March 2020 Optional Convertible Subordinated U.S. Dollar Notes”) as a result of exchanges or settlements of other convertible notes. The March 2020 Optional Convertible Subordinated U.S. Dollar Notes, which are subordinated to all of CEMEX’s liabilities and commitments, are convertible into a fixed number of CEMEX, S.A.B. de C.V.’s ADSs at any time at the holder’s election and are subject to anti-dilution adjustments. The value of the conversion option as of the issuance dates, which amounted to U.S.$13 million, was recognized in other equity reserves. As of December 31, 2018, the conversion price per ADS for the March 2020 Optional Convertible Subordinated U.S. Dollar Notes was approximately U.S.$11.01, and, as of the date of this filing, this has been further adjusted to U.S.$10.88. After anti-dilution adjustments, the conversion rate for the March 2020 Optional Convertible Subordinated U.S. Dollar Notes as of December 31, 2018 was 90.8592 ADSs per each U.S.$1,000 principal amount of such notes, and, as of the date of this filing, this has been further adjusted to 91.9515 ADSs per each U.S.$1,000 principal amount of such notes. See note 16.2 to our audited consolidated financial statements included in the 2018 Annual Report.

November 2019 Mandatory Convertible Mexican Peso Notes

In December 2009, CEMEX, S.A.B. de C.V. exchanged certain debt into U.S.$315 million principal amount of 10% mandatorily convertible securities denominated in Mexican Pesos with a maturity in November 2019 (the “November 2019 Mandatory Convertible Securities”). Reflecting antidilution adjustments, the notes will be converted at maturity or earlier if the price of the CPO reaches Ps29.50 into approximately 210 million CPOs at a conversion price of approximately Ps19.66 per CPO. Holders have an option to voluntarily convert their securities on any interest payment date into CPOs. The conversion option embedded in these securities is treated as a stand-alone derivative liability at fair value through the statement of operations. Changes in the value of the conversion option generated gains of U.S.$13 million for the nine-month period ended September 30, 2018 compared to gains of U.S.$1 million for the same period in 2019. See notes 13B and 13C to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

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Our Receivables Financing Arrangements

Our subsidiaries in Mexico, the United States, France and the United Kingdom are parties to sales of trade accounts receivable programs with financial institutions, referred to as securitization programs. As of December 31, 2018 and September 30, 2019, trade accounts receivable included receivables of U.S.$664 million and U.S.$711 million, respectively. Under these programs, our subsidiaries effectively surrender control associated with the trade accounts receivable sold and there is no guarantee or obligation to reacquire the assets. Nonetheless, in such programs, our subsidiaries retain certain residual interest in the programs and/or maintain continuing involvement with the accounts receivable. Therefore, the trade accounts receivable sold were not removed from the statement of financial position, and the funded amounts were recognized within the line item of “Other financial obligations” and the difference in each year against the trade receivables sold was maintained as reserves. Trade accounts receivable qualifying for sale exclude amounts over certain days past due or concentrations over certain limits to any customer, according to the terms of the programs. The portion of the accounts receivable sold maintained as a liability amounted to U.S.$599 million as of December 31, 2018 and U.S.$587 million as of September 30, 2019, respectively. The discount granted to the acquirers of the trade accounts receivable is recorded as financial expense and amounted to U.S.$17 million and U.S.$19 million for the nine-month periods ended September 30, 2018 and 2019, respectively. As of September 30, 2019, our securitization programs in France and the United Kingdom were negotiated until March 2020 and our programs in Mexico and in the U.S. until December 2019, and are usually renewed at their maturity. See note 8 to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

Lease Liabilities

Beginning January 1, 2019, IFRS 16 introduced a single lessee accounting model that requires a lessee to recognize for all leases, except those with a term of less than 12 months or when the underlying asset is of low value, assets for the right-of-use of the underlying asset and a corresponding financial liability representing the net present value of estimated lease payments under the contract.

As of December 31, 2018 and September 30, 2019, we held several operating buildings and mainly mobile equipment, under lease contracts for a total of U.S.$1,323 million and U.S.$1,289 million, respectively. See notes 2, 11 and 13B to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

Perpetual Debentures

We define the “Perpetual Debentures,” collectively, as the (i) U.S. Dollar-Denominated 6.196% Fixed-to-Floating Rate Callable Perpetual Debentures issued by C5 Capital (SPV) Limited; (ii) U.S. Dollar-Denominated 6.640% Fixed-to-Floating Rate Callable Perpetual Debentures issued by C8 Capital (SPV) Limited; (iii) U.S. Dollar-Denominated 6.722% Fixed-to-Floating Rate Callable Perpetual Debentures issued by C10 Capital (SPV) Limited; and (iv) Euro-Denominated 6.277% Fixed-to-Floating Rate Callable Perpetual Debentures issued by C10-EUR Capital (SPV) Limited.

As of December 31, 2018 and as of September 30, 2019, non-controlling interest stockholders’ equity included U.S.$444 million and U.S.$441 million, respectively, representing the notional amount of Perpetual Debentures, which exclude any perpetual debentures held by subsidiaries. The Perpetual Debentures have no fixed maturity date and do not represent contractual obligations to exchange any series of its outstanding Perpetual Debentures for financial assets or financial liabilities. Based on their characteristics, the Perpetual Debentures, issued through SPVs, qualify as equity instruments and are classified within non-controlling interest as they were issued by consolidated entities, and, if the conditions to interest deferred are satisfied, we have the unilateral right to defer indefinitely the payment of interest due on the Perpetual Debentures. Issuance costs, as well as the interest expense, which is accrued based on the principal amount of the Perpetual Debentures, are included within “Other equity reserves” and represented expenses of U.S.$21 million and U.S.$22 million for the nine-month periods ended September 30, 2018 and 2019, respectively. The different SPVs were established solely for purposes of issuing the

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Perpetual Debentures and are included in our audited consolidated financial statements included in the 2018 Annual Report. As of September 30, 2019, the Perpetual Debentures were as follows:

Stock Repurchase Program

Under Mexican law, CEMEX, S.A.B. de C.V.’s shareholders are the only ones authorized to approve the maximum amount of resources that can be allocated to the stock repurchase program at any annual general ordinary shareholders’ meeting. Unless otherwise instructed by CEMEX, S.A.B. de C.V.’s shareholders, we are not required to purchase any minimum number of shares pursuant to such program.

In connection with CEMEX, S.A.B. de C.V.’s 2015 and 2016 annual general ordinary shareholders’ meetings held on March 31, 2016 and March 30, 2017, respectively, no maximum amount of resources was proposed for a stock repurchase program. In connection with CEMEX, S.A.B. de C.V.’s 2017 annual general ordinary shareholders’ meeting held on April 5, 2018, a proposal was approved to set the amount of U.S.$500 million or its equivalent in Mexican Pesos as the maximum amount of resources for the year ending on December 31, 2018, and until the next ordinary shareholders’ meeting held in 2019, which reviewed the 2018 financial year, that CEMEX, S.A.B. de C.V. can use to repurchase its own shares or securities that represent such shares. The board of directors of CEMEX, S.A.B. de C.V. approved the policy and procedures for the operation of the stock repurchase program, and is authorized to determine the basis on which the repurchase and placement of such shares is made, appoint the persons who will be authorized to make the decision of repurchasing or replacing such shares and appoint the persons responsible to make the transaction and furnish the corresponding notices to authorities. The board of directors of CEMEX, S.A.B. de C.V. and/or attorneys-in-fact or delegates designated in turn, or the persons responsible for such transactions, will determine, in each case, if the repurchase is made with a charge to stockholders’ equity as long as the shares belong to CEMEX, S.A.B. de C.V. or with a charge to share capital if it is resolved to convert the shares into non-subscribed shares to be held in treasury. See “Item 5—Recent Developments—Recent Developments Relating to Our Shareholders Meeting” in the 2018 Annual Report. We remain subject to certain restrictions regarding the repurchase of shares of our capital stock under the Facilities Agreement and the indentures governing the outstanding Senior Secured Notes.

On November 27, 2018, CEMEX, S.A.B. de C.V. initiated its stock repurchase program as per the resolutions approved at CEMEX, S.A.B. de C.V.’s 2017 annual general ordinary shareholders’ meeting held on April 5, 2018. As of December 31, 2018, a total of 153,603,753 CPOs were repurchased at an average price of approximately Ps9.90 per CPO, for a total amount of U.S.$75 million.

In connection with CEMEX, S.A.B. de C.V.’s 2018 annual general ordinary shareholders’ meeting held on March 28, 2019, a proposal was approved to cancel a total of 153,603,753 CPOs which were repurchased through the repurchase program in fiscal year 2018. In addition, a proposal was approved to set the amount of U.S.$500

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million or its equivalent in Mexican Pesos as the maximum amount of resources for the year ending on December 31, 2019, and until the next ordinary shareholders’ meeting held in 2020, which reviews the 2019 financial year, that CEMEX, S.A.B. de C.V. can use to repurchase its own shares or securities that represent such shares.

On August 19, 2019, CEMEX, S.A.B. de C.V. initiated its stock repurchase program as per the resolutions approved at CEMEX, S.A.B. de C.V.’s 2018 annual general ordinary shareholders’ meeting held on March 28, 2019. As of September 30, 2019, a total of 157,700,000 CPOs were repurchased at an average price of approximately Ps6.27 per CPO, for a total amount of U.S.$49 million.

Summary of Material Contractual Obligations and Commercial Commitments

The Facilities Agreement

On July 19, 2017, CEMEX, S.A.B. de C.V. and certain of its subsidiaries entered into the Facilities Agreement for an amount in different currencies equivalent to U.S.$4.1 billion (in the aggregate), the proceeds of which were used to refinance indebtedness incurred under a then-existing credit agreement and other debt repayment obligations. In March 2019, CEMEX, S.A.B. de C.V. obtained the requisite consents from lenders under the Facilities Agreement to make certain amendments to the Facilities Agreement (the “April 2019 Facilities Agreement Amendments”). The April 2019 Facilities Agreement Amendments became effective when certain customary conditions precedent were fulfilled, and the parties entered into an amendment and restatement agreement to the Facilities Agreement, on April 2, 2019. See “Recent Developments—Recent Developments Relating to Our Indebtedness—2019 Credit Agreement Amendments” in the 2018 Annual Report for a discussion of the April 2019 Facilities Agreement Amendments.

As of September 30, 2019, we reported an aggregate principal amount of outstanding debt of U.S.$3,041 million under the Facilities Agreement. The Facilities Agreement is secured by a first-priority security interest over the Collateral and all proceeds of such Collateral. As of July 19, 2017, commitments initially available under the Facilities Agreement included (i) €741 million; (ii) £344 million; and (iii) U.S.$2,746 million, out of which U.S.$1,135 million were in the revolving credit facility tranche of the Facilities Agreement. As of September 30, 2019, the Facilities Agreement had an amortization profile, considering all commitments of U.S.$4.0 billion under the Facilities Agreement, of U.S.$47 million in 2020, U.S.$615 million in 2021, U.S.$2,271 million in 2022, and U.S.$521 million in 2023 and 2024, respectively.

Our failure to comply with restrictions and covenants under the Facilities Agreement could have a material adverse effect on our business and financial conditions.

For a discussion of restrictions and covenants under the Facilities Agreement, see “Item 3—Key Information—Risk Factors—Risks Relating to Our Business—The Facilities Agreement contains several restrictions and covenants. Our failure to comply with such restrictions and covenants could have a material adverse effect on our business and financial conditions.” in our 2018 Annual Report.

Senior Secured Notes

We refer to the April 2024 U.S. Dollar Notes, June 2024 Euro Notes, January 2025 U.S. Dollar Notes, May 2025 U.S. Dollar Notes, April 2026 U.S. Dollar Notes, December 2024 Euro Notes and March 2026 Euro Notes (each as defined below) collectively as the “Senior Secured Notes.”

The indentures governing our outstanding Senior Secured Notes impose significant operating and financial restrictions on us. These restrictions will limit our ability, among other things, to: (i) create liens; (ii) incur in additional debt; (iii) change CEMEX’s business or the business of any obligor or material subsidiary; (iv) enter into mergers; (v) enter into agreements that restrict our subsidiaries’ ability to pay dividends or repay intercompany debt; (vi) acquire assets; (vii) enter into or invest in joint venture agreements; (viii) dispose certain assets; (ix) grant additional guarantees or indemnities; (x) declare or pay cash dividends or make share redemptions; (xi) enter into certain derivatives transactions; and (xii) exercise any call option in relation to any perpetual bonds issues unless the exercise of the call options does not have a materially negative impact on our cash flow.

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January 2021 U.S. Dollar Notes and October 2018 U.S. Dollar Notes. On October 2, 2013, CEMEX, S.A.B. de C.V. issued the January 2021 U.S. Dollar Notes and the Floating Rate Senior Secured Notes due 2018 (the “October 2018 U.S. Dollar Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX México, CEMEX España, S.A (“CEMEX España”), New Sunward Holding B.V. (“New Sunward”), CEMEX Asia B.V. (“CEMEX Asia”), CEMEX Concretos, S.A. de C.V. (“CEMEX Concretos”) CEMEX Corp., CEMEX Finance LLC (“CEMEX Finance”), Cemex Africa & Middle East Investments B.V. (“Cemex Africa & Middle East Investments”), CEMEX France, CEMEX Research Group AG (“CEMEX Research Group”), CEMEX UK and Empresas Tolteca de México, S.A. de C.V. (“Empresas Tolteca”) have fully and unconditionally guaranteed the performance of all obligations of CEMEX, S.A.B. de C.V. under the January 2021 U.S. Dollar Notes and October 2018 U.S. Dollar Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral. On May 12, 2016, CEMEX, S.A.B. de C.V. completed the purchase of U.S.$178.5 million aggregate principal amount of the October 2018 U.S. Dollar Notes through a cash tender offer (the “May 2016 Tender Offer”). All such October 2018 U.S. Dollar Notes purchased in the May 2016 Tender Offer were immediately cancelled. Following the settlement of the May 2016 Tender Offer, U.S.$319.5 million aggregate principal amount of the October 2018 U.S. Dollar Notes remained outstanding. In addition, we repurchased U.S.$6.1 million principal amount of the October 2018 U.S. Dollar Notes in open market purchases in 2016, all of which have been cancelled. The remaining U.S.$313 million aggregate principal amount of the October 2018 U.S. Dollar Notes were redeemed in July 2018. CEMEX, S.A.B. de C.V. completed the purchase of U.S.$241.9 million and U.S.$385.1 million aggregate principal amount of the January 2021 U.S. Dollar Notes through cash tender offers. All such January 2021 U.S. Dollar Notes purchased in the tender offers were immediately cancelled.

Following the settlement of both tender offers, U.S.$341.7 million aggregate principal amount of the January 2021 U.S. Dollar Notes remained outstanding. In addition, we repurchased U.S.$31.4 million principal amount of the January 2021 U.S. Dollar Notes in open market purchases in 2016, all of which have been cancelled. In addition, we repurchased U.S.$8.5 million principal amount of the January 2021 U.S. Dollar Notes and the December 2019 U.S. Dollar Notes in an open market purchase in 2017, all of which have been cancelled. On March 15, 2018, we redeemed all of the outstanding January 2021 U.S. Dollar Notes.

April 2024 U.S. Dollar Notes. On April 1, 2014, CEMEX Finance issued U.S.$1.0 billion aggregate principal amount of its 6.000% U.S. Dollar-Denominated Senior Secured Notes due 2024 (the “April 2024 U.S. Dollar Notes”), in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX, S.A.B. de C.V., CEMEX México, CEMEX España, New Sunward, CEMEX Asia, CEMEX Concretos, CEMEX Corp., Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group, CEMEX UK and Empresas Tolteca have fully and unconditionally guaranteed the performance of all obligations of CEMEX Finance under the April 2024 U.S. Dollar Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral.

January 2025 U.S. Dollar Notes and January 2022 Euro Notes. On September 11, 2014, CEMEX, S.A.B. de C.V. issued U.S.$1.1 billion aggregate principal amount of its 5.700% Senior Secured Notes due 2025 (the “January 2025 U.S. Dollar Notes”) and €400 million aggregate principal amount of its 4.750% Senior Secured Notes due 2022 (the “January 2022 Euro Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX México, CEMEX Concretos, Empresas Tolteca, New Sunward, CEMEX España, CEMEX Asia, CEMEX Corp., CEMEX Finance, Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group and CEMEX UK have fully and unconditionally guaranteed the performance of all obligations of CEMEX, S.A.B. de C.V. under the January 2025 U.S. Dollar Notes and January 2022 Euro Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral. On January 10, 2018, we redeemed all of the outstanding January 2022 Euro Notes.

May 2025 U.S. Dollar Notes and March 2023 Euro Notes. In March 2015, CEMEX, S.A.B. de C.V. issued U.S.$750 million aggregate principal amount of its 6.125% Senior Secured Notes due 2025 (the “May 2025 U.S. Dollar Notes”) and €550 million aggregate amount of its 4.375% Senior Secured Notes due 2023 (the “March 2023 Euro Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX México, CEMEX Concretos, Empresas Tolteca, New Sunward, CEMEX España, CEMEX

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Asia, CEMEX Corp., CEMEX Finance, Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group and CEMEX UK, have fully and unconditionally guaranteed the performance of all obligations of CEMEX, S.A.B. de C.V. under the May 2025 U.S. Dollar Notes and March 2023 Euro Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral. On April 30, 2019, we redeemed all of the outstanding March 2023 Euro Notes.

April 2026 U.S. Dollar Notes. On March 16, 2016, CEMEX, S.A.B. de C.V. issued U.S.$1.0 billion aggregate principal amount of its 7.75% Senior Secured Notes due 2026 (the “April 2026 U.S. Dollar Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX México, CEMEX España, New Sunward, CEMEX Asia, CEMEX Concretos, CEMEX Corp., CEMEX Finance, Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group and CEMEX UK and Empresas Tolteca have fully and unconditionally guaranteed the performance of all obligations of CEMEX, S.A.B. de C.V. under the April 2026 U.S. Dollar Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral.

June 2024 Euro Notes. On June 14, 2016, CEMEX Finance issued €400 million of 4.625% Senior Secured Notes due 2024 denominated in Euros (the “June 2024 Euro Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX, S.A.B. de C.V., CEMEX México, CEMEX Concretos, Empresas Tolteca, New Sunward, CEMEX España, CEMEX Asia, CEMEX Corp., Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group and CEMEX UK have fully and unconditionally guaranteed the performance of all obligations of CEMEX Finance under the June 2024 Euro Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral.

December 2024 Euro Notes. On December 5, 2017, CEMEX, S.A.B. de C.V. issued €650 million of its 2.750% Euro-Denominated Senior Secured Notes due 2024 (the “December 2024 Euro Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX México, CEMEX España, New Sunward, CEMEX Asia, CEMEX Concretos, CEMEX Corp., CEMEX Finance, Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group, CEMEX UK and Empresas Tolteca have fully and unconditionally guaranteed the performance of all obligations of CEMEX, S.A.B. de C.V. under the December 2024 Euro Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral.

March 2026 Euro Notes. On March 19, 2019, CEMEX, S.A.B. de C.V. issued our March 2026 Euro Notes in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX México, CEMEX España, New Sunward, CEMEX Asia, CEMEX Concretos, CEMEX Corp., CEMEX Finance, Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group, CEMEX UK and Empresas Tolteca have fully and unconditionally guaranteed the performance of all obligations of CEMEX, S.A.B. de C.V. under the March 2026 Euro Notes. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over the Collateral and all proceeds of the Collateral.

Convertible Notes

March 2020 Optional Convertible Subordinated U.S. Dollar Notes.

During 2015, CEMEX, S.A.B. de C.V. issued U.S.$521 million aggregate principal amount of its March 2020 Optional Convertible Subordinated U.S. Dollar Notes. The March 2020 Optional Convertible Subordinated U.S. Dollar Notes issued were: (i) U.S.$200 million as a result of the exercise on March 13, 2015 of U.S.$200 million notional amount of Contingent Convertible Units and (ii) U.S.$321 million as a result of private exchanges with certain institutional investors on May 28, 2015, which, together with early conversions, resulted in a total of U.S.$626 million aggregate principal amount of the March 2016 Optional Convertible Subordinated U.S. Dollar Notes held by such investors being paid and the issuance and delivery by CEMEX of an estimated 42 million ADSs, which included a number of additional ADSs issued to the holders as non-cash inducement premiums. The March 2020 Optional Convertible Subordinated U.S. Dollar Notes, which are subordinated to all of CEMEX’s liabilities and commitments, are convertible into a fixed number of CEMEX, S.A.B. de C.V.’s ADSs at

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any time at the holder’s election and are subject to anti-dilution adjustments. The difference at the exchange date between the fair value of the March 2016 Optional Convertible Subordinated U.S. Dollar Notes and the 42 million ADSs against the fair value of the March 2020 Optional Convertible Subordinated U.S. Dollar Notes, represented a loss of Ps365 million recognized in 2015 as part of “Financial income and other items, net.” The value of the conversion option as of the issuance dates which amounted to Ps199 million was recognized in other equity reserves. As of December 31, 2017 and 2018, the conversion price per ADS for the March 2020 Optional Convertible Subordinated U.S. Dollar Notes was U.S.$11.01 in both years. After anti-dilution adjustments, the conversion rate for the March 2020 Optional Convertible Subordinated U.S. Dollar Notes as of December 31, 2017 and 2018 was 90.8592 ADS per each U.S.$1,000 principal amount of such notes in both years, and as of the date of this filing, this has been further adjusted to 91.9515 ADSs for each U.S.$1,000 principal amount of such notes. See note 16.2 to our audited consolidated financial statements included in the 2018 Annual Report.

November 2019 Mandatory Convertible Mexican Peso Notes.

In December 2009, CEMEX, S.A.B. de C.V. exchanged debt into U.S.$315 million principal amount of 10% mandatorily convertible securities denominated in Mexican Pesos with a maturity in November 2019 (the “2019 Mandatorily Convertible Securities”). Reflecting antidilution adjustments, the notes will be converted at maturity or earlier if the price of the CPO reaches Ps29.50 into approximately 210 million CPOs at a conversion price of approximately Ps19.66 per CPO. Holders have an option to voluntarily convert their securities on any interest payment date into CPOs. The conversion option embedded in these securities is treated as a stand-alone derivative liability at fair value through the statement of operations. Changes in fair value of the conversion option generated gains of U.S.$13 million for the nine-month period ended September 30, 2018 compared to gains of U.S.$1 million for the same period in 2019. See notes 13B and 13C to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

March 2018 Optional Convertible Subordinated U.S. Dollar Notes.

On March 15, 2011, CEMEX, S.A.B. de C.V. closed the offering of U.S.$690 million aggregate principal amount of the March 2018 Optional Convertible Subordinated U.S. Dollar Notes. The notes are subordinated to all of CEMEX’s liabilities and commitments. The notes are convertible into a fixed number of ADSs, at the holder’s election, and are subject to anti-dilution adjustments. On June 19, 2017, CEMEX agreed to, with certain institutional holders, the early conversion of U.S.$325 million in aggregate principal amount of the March 2018 Optional Convertible Subordinated U.S. Dollar Notes in exchange for 43 million ADSs, which included the number of additional ADSs issued to the holders as non-cash inducement premiums. As a result of the early conversion, the liability component of the converted notes of Ps5,468 million was reclassified from “Other financial obligations” to “Other equity reserves.” In addition, CEMEX increased common stock for Ps4 million and additional paid-in capital for Ps7,059 million against other equity reserves, and recognized expense for the inducement premiums paid in shares of Ps769 million, recognized within “Financial income and other items, net” in the income statement for 2017. After the early conversion of notes described above, the U.S.$365 million of the March 2018 Optional Convertible Subordinated U.S. Dollar Notes that remained outstanding were repaid in cash at their maturity on March 15, 2018. Concurrent with the offering of the March 2018 Optional Convertible Subordinated U.S. Dollar Notes, a portion of the net proceeds from this transaction was used to fund the purchase of capped call options, which, when purchased, were generally expected to reduce the potential dilution cost to CEMEX upon the potential conversion of such notes See note 16.2 to our audited consolidated financial statements included in the 2018 Annual Report.

Commercial Commitments

On July 27, 2012, we entered into a Master Professional Services Agreement with International Business Machines Corporation (“IBM”). This agreement provides the framework for the services IBM provides to us on a global scale, including: information technology, application development and maintenance, finance and accounting outsourcing, human resources administration and contact-center services. The term of the agreement began on July 27, 2012 and will end on August 31, 2022, unless terminated earlier. Our minimum required payments to IBM under the agreement is U.S.$50 million per year. We have the right to negotiate a reduction of service fees every two years if, as a result of a third party’s benchmarking assessment, it is determined that IBM’s fees are greater than

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those charged by other providers for services of similar nature. We may terminate the agreement (or a portion of it) at our discretion and without cause at any time by providing at least nine-months’ notice to IBM and paying termination charges consisting of IBM’s unrecovered investment and breakage and wind-down costs. In addition, we may terminate the agreement (or a portion of it) for cause without paying termination charges. Other termination rights may be available to us for a termination charge that varies depending on the reason for termination. IBM may terminate the agreement if we (i) fail to make payments when due or (ii) become bankrupt and do not pay in advance for the services.

On April 28, 2017, we completed the sale of the assets and activities related to the ready-mix concrete pumping business in Mexico to Cementos Españoles de Bombeo, S. de R.L., a Mexican subsidiary of Pumping Team specializing in the supply of ready-mix concrete pumping services, for an aggregate price of Ps1,649 million (U.S.$88 million), which included the sale of fixed assets for Ps309 million (U.S.$16 million), plus administrative and client and market development services, as well as the lease of facilities in Mexico that we will supply to Pumping Team over a period of ten years with the possibility to extend for three additional years, for an aggregate initial amount of Ps1,340 million (U.S.$71 million). The proceeds are recognized each period as services are rendered. There is a possibility of contingent revenue, subject to results, of up to Ps557 million (U.S.$30 million) linked to annual metrics beginning in the first year and through the fifth year of the agreement. For the first year of operation under the agreements, from May 2017 to April 2018, we received Ps25 million (U.S.$1 million) of such contingent revenue. For the first two years of operation under the agreements, from May 2017 to April 2019, CEMEX received Ps37 million (U.S.$2 million) of such contingent revenue.

As of September 30, 2019, we did not depend on any single one of our suppliers of goods or services to conduct our business.

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Contractual Obligations

As of September 30, 2019, we had material contractual obligations as set forth in the table below.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that are reasonably likely to have a material effect on our financial condition, operating results and liquidity or capital resources.

Quantitative and Qualitative Market Disclosure

Our Derivative Financial Instruments

For the nine-month period ended September 30, 2019, we had net loss related to the recognition of changes in fair values of derivative financial instruments of U.S.$1 million as compared to a net income of U.S.$64 million for the same period in 2018.

In the ordinary course of business, we are exposed to credit risk, interest rate risk, foreign exchange risk, equity risk, commodities risk and liquidity risk, considering the guidelines set forth by the CEMEX, S.A.B. de C.V. board of directors, which represent our risk management framework and are supervised by several of our committees. Our management establishes specific policies that determine strategies focused on obtaining natural hedges or risk diversification to the extent possible, such as avoiding customer concentration on a determined market or aligning the currencies portfolio in which we incur our debt with those in which we generate our cash flows. As of December 31, 2017 and 2018, these strategies were sometimes complemented by the use of derivative financial instruments. See note 16.4 and 16.5 to our audited consolidated financial statements included in the 2018 Annual Report.

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During the reported periods, in compliance with the guidelines established by our Risk Management Committee and in line with any restrictions set forth by our debt agreements and our hedging strategy and risk management framework, we held derivative financial instruments with the objectives of: (i) hedging foreign exchange risk of our net assets in foreign subsidiaries; (ii) changing the risk profile associated with changes in the interest rates of our debt agreements; (iii) hedging of forecasted transactions; (iv) changing the risk profile or fixing the price of fuels and electric energy; and (v) accomplishing other corporate objectives.

For the majority of the last ten years, we significantly decreased our use of derivative instruments related to debt, both currency and interest rate derivatives, thereby reducing the risk of cash margin calls.

Since February 2017, we began a U.S.$/Mexican Peso Forward program to hedge some of our foreign exchange exposures, with a planned notional amount of $1.25 billion. As of September 30, 2019, we have forwards in place for U.S.$1,249 million. These instruments have a negative pay-out when Mexican Peso is strengthening and vice-versa. For accounting purposes under IFRS, this program has been designated as a hedge of our net investment in Mexican Pesos, pursuant to which changes in the fair market value of these instruments are recognized as part of other comprehensive income in equity.

In June 2018, we entered into U.S.$1 billion of interest rate swaps to hedge interest payments of existing bank loans referenced to United States floating rates. These interest rate swaps became effective in June 2019 and will mature in June 2023. For accounting purposes under IFRS, these contracts have been designated as cash flow hedges, pursuant to which changes in fair value are initially recognized as part of other comprehensive income in equity and are subsequently reclassified to financial expense as interest expense on the related bank loans accrues.

We maintain financial derivative instruments negotiated to hedge the price of certain fuels, including diesel and gas in several of our operations. By means of these contracts, for our own consumption only, we hedge the price of these fuels over certain volumes representing a portion of the estimated consumption of such fuels in several of our operations. These contracts have been designated as cash flow hedges of diesel, gas or coal consumption, and as such, changes in fair value are recognized temporarily through other comprehensive income and are subsequently reclassified as operating expenses as the related fuel volumes are consumed.

With respect to our existing financial derivatives, we may incur net losses and be subject to margin calls that will require cash. If we enter into new derivative financial instruments, we may incur net losses and be subject to margin calls in which the cash required to cover margin calls may be substantial and may reduce the funds available to us for our operations or other capital needs.

As with any derivative financial instrument, we assume the creditworthiness risk of the counterparty, including the risk that the counterparty may not honor its obligations to us. Before entering into any derivative financial instrument, we evaluate, by reviewing credit ratings and our business relationship according to our policies, the creditworthiness of the financial institutions and corporations that are prospective counterparties to our derivative financial instruments. We select our counterparties to the extent we believe that they have the financial capacity to meet their obligations in relation to these instruments. Under current financial conditions and volatility, we cannot assure that risk of non-compliance with the obligations agreed to with such counterparties is minimal.

The fair value of derivative financial instruments is based on estimated settlement costs or quoted market prices and supported by confirmations of these values received from the counterparties to these financial instruments. The notional amounts of derivative financial instrument agreements are used to measure interest to be paid or received and do not represent the amount of exposure to credit loss.

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Our Net Investment Hedge. As of December 31, 2018 and September 30, 2019, we negotiated foreign exchange forwards contracts (U.S.$/Mexican Peso) under a program for U.S.$1,250 million, with monthly revolving settlement dates from 1 to 24 months to hedge our exposure to currency translation effects arising from certain investments in foreign subsidiaries. The average life of these contracts is approximately one year. For accounting purposes under IFRS, we have designated this program as a hedge of CEMEX’s net investment in Mexican Pesos, pursuant to which changes in fair market value of these instruments are recognized as part of other comprehensive income in stockholders’ equity. For the nine-month periods ended September 30, 2018 and 2019, changes in the fair value of these foreign exchange forward contracts generated losses of U.S.$99 million and losses of U.S.$55 million, respectively. As of December 31, 2018 and September 30, 2019, the fair value of foreign exchange forward represented an asset of U.S.$2 million and a liability of U.S.$12 million, respectively.

Our Equity Forward Contracts on Third-Party Shares. In connection with the definitive sale of our GCC shares in September 2017 to two financial institutions that acquired all corporate rights and control under the aforementioned shares, we negotiated equity forward contracts to be settled in cash maturing in March 2019 and March 2020, for 20.9 million GCC shares as of December 31, 2018 and 17.6 million GCC shares as of September 30, 2019. During 2018, we settled a portion of these contracts early for 10.6 million shares. During the nine-month periods ended September 30, 2018 and 2019, changes in the fair value of these instruments and early settlement effects generated gains of U.S.$57 million and gains of U.S.$3 million, respectively, recognized within “Financial income and other items, net” in the income statement. GCC is a Mexican construction company listed on the Mexican Stock Exchange. As of December 31, 2018 and September 30, 2019, the fair value of the equity forward contracts represented assets of U.S.$2 million and U.S.$2 million, respectively, net of cash collateral.

Our Interest Rate Swaps. As of December 31, 2018 and September 30, 2019, we held interest rate swaps for a notional amount of U.S.$1,000 million, the fair value of which represented a liability of U.S.$19 million and a liability of U.S.$45 million, respectively, negotiated in June 2018 to fix interest payments of existing bank loans bearing floating rates. The contracts mature in June 2023. For accounting purposes under IFRS, we designated these contracts as cash flow hedges, pursuant to which changes in fair value are initially recognized as part of other comprehensive income in equity and are subsequently reported as a financial expense as interest on the related bank loans is accrued. For the nine-month periods ended September 30, 2018 and 2019, changes in the fair value of these contracts generated gains of U.S.$1 million and losses of U.S.$34 million, respectively, recognized as part of other comprehensive income in equity.

As of December 31, 2018 and September 30, 2019, we had an interest rate swap maturing in September 2022 associated with an agreement we entered into for the acquisition of electricity in Mexico, the fair value of which represented assets of U.S.$11 million and U.S.$10 million, respectively. Pursuant to this instrument, during the tenure of the swap and based on its notional amount, we receive a fixed rate of 5.4% and pays LIBOR. For the nine-month periods ended September 30, 2018 and 2019, changes in the fair value of this interest rate swap generated losses of U.S.$6 million and less than U.S.$1 million, respectively, recognized in the income statement for each period.

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Our Fuel Price Hedging. As of December 31, 2018 and September 30, 2019, we maintained forward contracts negotiated to hedge the price of certain fuels, including diesel and gas, in several operations for aggregate notional amounts of U.S.$122 million and U.S.$112 million, respectively, with an estimated aggregate fair value representing liabilities of U.S.$14 million and U.S.$2 million, respectively. By means of these contracts, for our own consumption only, we fixed the price of these fuels over certain volumes representing a portion of the estimated consumption of such fuels in several operations. These contracts have been designated as cash flow hedges of diesel and gas, and as such, changes in the fair value of these contracts are recognized temporarily through other comprehensive income and reported as operating expenses as the related fuel volumes are consumed. For the nine-month periods ended September 30, 2018 and 2019, changes in the fair value of these contracts recognized in other comprehensive income represented losses of U.S.$5 million and gains of U.S.$12 million, respectively.

Our November 2019 Mandatory Convertible Mexican Peso Notes. As the November 2019 Mandatory Convertible Mexican Peso Notes are denominated in pesos and the functional currency of CEMEX’s division that issued the securities is the dollar, CEMEX separated the conversion option embedded in such instruments and recognized it at fair value through the income statement, which as of September 30, 2018 and 2019, resulted in a liability of U.S.$1 million and less than U.S.$1 million, respectively, and changes in fair value of the conversion option generated gains of U.S.$13 million and U.S.$1 million, respectively.

Interest Rate Risk, Foreign Currency Risk and Equity Risk

Interest Rate Risk. The table below presents tabular information of our fixed and floating rate long-term foreign currency-denominated debt as of September 30, 2019. Average floating interest rates are calculated based on forward rates in the yield curve as of September 30, 2019. Future cash flows represent contractual principal payments. The fair value of our floating rate long-term debt is determined by discounting future cash flows using borrowing rates available to us as of September 30, 2019 and is summarized as follows:

As of September 30, 2019, we were subject to the volatility of floating interest rates, which, if such rates were to increase, may adversely affect our financing cost and our net income. As of September 30, 2019, 25% of our foreign currency-denominated long-term debt bears floating rates at a weighted average interest rate of LIBOR plus 269 basis points. As of September 30, 2018 and 2019, if interest rates at that date had been 0.5% higher, with all other variables held constant, CEMEX’s net income for the nine-month periods ended September 30, 2018 and 2019 would have decreased by U.S.$14 million and U.S.$14 million, respectively, as a result of higher interest expense on variable-rate debt. However, this analysis does not include the interest rate swaps held by CEMEX during the nine-month periods ended September 30, 2018 and 2019. The information above does not include the interest rate swaps for U.S.$1,000 million held by CEMEX to fix interest payments. See note 13C to our unaudited condensed consolidated financial statements for the nine-month periods ended September 30, 2018 and 2019 and as of December 31, 2018 and September 30, 2019, included herein.

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