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 January, 2021

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, 66265, Mexico

(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):  ☐

We may disclose to prospective investors certain information that has not been previously publicly reported. This report is neither an offer to sell nor a solicitation of an offer to purchase 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 U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements within the meaning of the U.S. 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,” “envision,” “plan,” “believe,” “foresee,” “predict,” “potential,” “target,” “strategy,” “intend,” “aimed” or other similar words. These forward-looking statements reflect, as of the date such forward-looking statements are made, or unless otherwise indicated, 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 consolidated entities, include, but are not limited to:

Readers are urged to read this report and carefully consider the risks, uncertainties and other factors that affect our business and operations. 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.

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.

EXHIBIT INDEX

Exhibit 1

The following summarizes certain information, including financial information, that we may disclose to prospective investors. The disclosures set forth below update the information contained in our annual report on Form 20-F for the year ended December 31, 2019 (the “2019 Annual Report”), filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 29, 2020 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 audited consolidated financial statements included in the 2019 Annual Report for a description of our significant accounting policies including our principles of consolidation. References in this report to “$” and “Dollars” are to United States Dollars, references to “€” are to Euros, references to “£,” “Pounds Sterling” and “Pounds” are to British Pounds, and, unless otherwise indicated, references to “Ps,” “Mexican Pesos” and “Pesos” are to Mexican Pesos. References to “billion” mean one thousand million. References in this report to “CPOs” are to CEMEX, S.A.B. de C.V.’s Certificados de Participación Ordinarios and each CPO represents two Series A shares and one Series B share of CEMEX, S.A.B. de C.V. References in this report to “ADSs” are to American Depositary Shares of CEMEX, S.A.B. de C.V. and each ADS represents ten CPOs of CEMEX, S.A.B. de C.V. Total debt plus other financial obligations as referred to herein differs from the calculation of debt under the 2017 Facilities Agreement (as defined below). See “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for information on recent amendments to the 2017 Facilities Agreement.

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.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of the U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements within the meaning of the U.S. 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,” “envision,” “plan,” “believe,” “foresee,” “predict,” “potential,” “target,” “strategy,” “intend,” “aimed” or other similar words. These forward-looking statements reflect, as of the date such forward-looking statements are made, or unless otherwise indicated, 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 consolidated entities, include, but are not limited to:

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Readers are urged to read this report and carefully consider the risks, uncertainties and other factors that affect our business and operations. 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 by Reportable Segment for the Nine-Month Period Ended September 30, 2020

The following chart indicates the geographic breakdown of our revenues by reportable segment, before eliminations resulting from consolidation, for the nine-month period ended September 30, 2020:

Breakdown of Revenues by Line of Business for the Nine-Month Period Ended September 30, 2020

The following chart indicates the breakdown of our revenues by line of business, after eliminations resulting from consolidation, for the nine-month period ended September 30, 2020:

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RECENT DEVELOPMENTS

Recent Developments Relating to Our Full-Year 2020 Results

As of the date of this report, we have not yet reported our financial results for the year ended December 31, 2020. We expect that we will report these results on or about February 11, 2021. Based on actual results for January through November 2020 and preliminary estimates for the month of December 2020, we currently expect our Operating EBITDA for the fiscal year ending December 31, 2020 to be approximately $2.4 billion. We also expect that our total debt plus other financial obligations plus Perpetual Debentures will decrease by approximately $623 million compared to the balance reported as of December 31, 2019.

The estimates above represent the most current information available to management and do not present all information necessary for a complete understanding of our financial condition as of and the results of operations as of and for the year ended December 31, 2020. Our financial closing procedures for the year ended December 31, 2020 are not yet complete as of the date of this report, and as a result, there is a possibility that our final financial condition and results of operations upon completion of our closing procedures may vary materially from these preliminary estimates. The estimates were prepared by and are the responsibility of our management, based upon a number of assumptions, in connection with the preparation of our financial statements and completion of the year ended December 31, 2020. Such estimates have not been audited, reviewed, compiled, or had agreed-upon procedures applied by our independent registered public accounting firm. Accordingly, our independent registered public accounting firm does not express an opinion or any other form of assurance with respect thereto.

Additional items that would require material adjustments to the preliminary financial information may be identified. Factors that could cause our actual results for the year ended December 31, 2020 to differ from the estimates presented herein include, without limitation, completion of the closing process, which includes but is not limited to account reconciliations, business performance reviews and fluctuation analyses. Estimates of results are inherently uncertain and subject to change, and we undertake no obligation to update this information. The estimates for the year ended December 31, 2020 are not necessarily indicative of any future period and should be read together with “Risk Factors” and “Cautionary Statements Regarding Forward-Looking Statements” included elsewhere in this report, our consolidated financial statements included in the 2019 Annual Report and our unaudited condensed financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Recent Developments Relating to Our Indebtedness

Amendments to the 2017 Facilities Agreement

On September 8, 2020, we formally launched a Consent Request and an Exchange and Discharge Offer addressed to all lenders under the 2017 Facilities Agreement to further modify the 2017 Facilities Agreement (the “October 2020 Facilities Agreement Amendments”). The October 2020 Facilities Agreement Amendments were approved by all responding lenders, and as a result, on October 13, 2020, we signed an amendment and restatement agreement in relation to the 2017 Facilities Agreement. In particular, we extended $1.1 billion of term loan maturities by three years, from 2022 to 2025, and $1.1 billion of commitments under the revolving credit facility by one year from 2022 to 2023. In addition, on October 15, 2020, we prepaid $530 million corresponding to the July 2021 amortization under the new term loan facilities created pursuant to the October 2020 Facilities Agreement Amendments.

Under the October 2020 Facilities Agreement Amendments, we also redenominated $313 million of previous Dollar exposure under the term loans that are part of the 2017 Facilities Agreement to Mexican Pesos, as well as close to $82 million to Euros. Aside from the new Mexican Pesos tranche that was created under the 2017 Facilities Agreement, which includes a lower interest rate margin grid, pricing for all other tranches under the 2017 Facilities Agreement remained unchanged.

Certain tranches under the 2017 Facilities Agreement amounting to $3.2 billion incorporate five sustainability-linked metrics, including reduction of net CO2 emissions and use of power from green energy, among other indicators. The annual performance in respect to these five metrics may result in a total adjustment of the interest rate margin under these tranches of up to plus or minus five basis points.

Along with other technical amendments, we tightened our consolidated leverage ratio covenant under the 2017 Facilities Agreement from 7.00:1 to a limit of 6.25:1 for the periods ending on September 30, 2020, December 31, 2020 and March 31, 2021.

In addition, on December 17, 2020, commitments were increased by $93 million and $43 million under the new term loan facilities and the new revolving credit facility created pursuant to the October 2020 Facilities Agreement Amendments, respectively. Subsequently, we cancelled commitments in those same amounts under the term loan facilities and the revolving credit facility already existing before the October 2020 Facilities Agreement Amendments. Following the aforementioned increase and cancellation, the amount of commitments under the 2017 Facilities Agreement remained effectively unchanged, but maturity of the aforementioned amounts being effectively extended from 2022 to 2025 (for the term loan facility commitments) and to 2023 (for the revolving credit facility commitments). As of the date of this report, we are in compliance with the applicable limitations and restrictions contained in the 2017 Facilities Agreement.

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Full Redemptions of June 2024 Euro Notes, April 2024 Dollar Notes and May 2025 Dollar Notes

On October 9, 2020, CEMEX Finance LLC (“CEMEX Finance”) redeemed €215 million aggregate principal amount of its 4.625% Senior Secured Notes due 2024 (the “June 2024 Euro Notes”). After giving effect to this partial redemption, €185 million aggregate principal amount of the June 2024 Euro Notes remained outstanding. Subsequently, on October 16, 2020, CEMEX Finance redeemed the remaining €185 million aggregate principal amount of the June 2024 Euro Notes.

On October 9, 2020, CEMEX Finance redeemed the remaining $640 million aggregate principal amount of its 6.000% Senior Secured Notes due 2024 (the “April 2024 Dollar Notes”).

On October 16, 2020, CEMEX, S.A.B. de C.V. redeemed the remaining $750 million aggregate principal amount of its 6.125% Senior Secured Notes due 2025 (the “May 2025 Dollar Notes”).

Issuance of September 2030 Dollar Notes

On September 17, 2020, CEMEX, S.A.B. de C.V. issued $1.0 billion aggregate principal amount of 5.200% Senior Secured Notes due 2030 (the “September 2030 Dollar Notes”) in a transaction exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. The September 2030 Dollar Notes are guaranteed by CEMEX España, S.A. (“CEMEX España”), CEMEX Asia B.V. (“CEMEX Asia”), CEMEX Concretos, S.A. de C.V. (“CEMEX Concretos”), CEMEX Corp., CEMEX Finance, Cemex Africa & Middle East Investments B.V. (“Cemex Africa & Middle East Investments”), CEMEX France Gestion (S.A.S.) (“CEMEX France”), CEMEX Research Group AG (“CEMEX Research Group”) and CEMEX UK. The payment of principal, interest and premium, if any, on such notes is secured by a first-priority security interest over substantially all the shares of CEMEX Operaciones México, S.A. de C.V. (“CEMEX Operaciones México”), CEMEX Innovation Holding Ltd. (“CIH”). and CEMEX España (collectively, the “Collateral”) and all proceeds of the Collateral. See “ —Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward Holding B.V. (“New Sunward”) ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral.

Recent Developments Relating to Effects of COVID-19 on Our Business and Operations

The COVID-19 pandemic, coupled with the measures that at different points and times were implemented or that may be implemented by some governmental authorities in an attempt to contain and mitigate the effects of COVID-19, including shutdowns of non-essential construction and businesses, stricter border controls, stringent quarantines and social distancing, have triggered what we believe is the worst economic downturn since the Great Depression in the 1930s. The negative effects of the pandemic on, among other things, supply chains, global trade, mobility of persons, business continuity and demand for goods and services have been sizable. According to the latest World Economic Outlook report of the International Monetary Fund (the “IMF”), published in October 2020, as a result of the COVID-19 pandemic, the global economy was projected to contract sharply by 4.4% in 2020. Given that many countries have yet to bring the COVID-19 pandemic under control, the risk of the global recession lasting beyond 2020 is non-negligible. We believe it is still too early to anticipate how effective the recently authorized COVID-19 vaccines will be and how widely and quickly the vaccines will be distributed and used.

Even though some governments and central banks have announced and implemented monetary and fiscal policies to reduce the impact of the COVID-19 pandemic on economies and financial markets, these measures vary by country and may not be enough to deter material adverse economic and financial effects. Fears about the magnitude of the economic downturn have had and may continue to have an adverse effect on financial markets and emerging market currencies, which in turn have adversely affected and may continue to adversely affect our industry and our results of operations and financial condition. We expect that the construction activity across most of the markets in which we operate and in which we offer our products and services will be adversely affected for some time before returning to pre-pandemic levels. In addition, at various points during 2020, emerging market foreign exchange rates were adversely affected by the global market sell-off, mainly on the back of the economic effects of the COVID-19 pandemic, and because of other factors, such as the perception of the Mexican government’s policies and lower oil prices. The Dollar’s surge given its perceived safe-haven status drove several emerging market currencies, such as the Mexican Peso, to record lows against the Dollar.

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After the sharp reassessment of growth prospects and the deterioration of risk sentiment in February and March 2020, global financial markets have been recovering since April 2020 on the back of an unprecedented easing of global monetary policy and sizable fiscal support, as well as hopes for a strong economic recovery based on a quick reopening of economic activities, and more recently, and the authorization of different COVID-19 vaccines. Foreign investors have gradually returned to emerging markets in search of yield, lifting equity prices and compressing long-term yields and corporate spreads. As sentiment improved, the Dollar has weakened, particularly against emerging markets currencies. The recent surge in global COVID-19 infections has made global markets more volatile. As of the date of this report, except for certain countries like France, Germany and the UK and certain U.S. and Mexican states that have already implemented certain degrees of lockdowns, we are not able to assess what measures, if any, governments may adopt to stop the spread of COVID-19 and how these measures may affect, if at all, our operations and demand for our products and services.

The consequences of the COVID-19 pandemic have considerably affected us in certain countries. During the third quarter of 2020, due to the lack of visibility and high uncertainty resulting from the negative economic effects of the COVID-19 pandemic and considering the impairment indicators in certain countries, we recognized a non-cash aggregate impairment charge of $1.5 billion comprised of $1.02 billion of impairment from goodwill related to our business in the United States, as well as $480 million of impairment from property, plants and equipment and from other assets in several countries, mainly cement assets in the United States, as well as in Europe, South, Central America and the Caribbean, among other non-material adjustments in CEMEX’s concrete ready-mix and aggregates businesses.

The global spread of COVID-19 has also adversely affected and may continue to adversely affect our business continuity in some of the markets in which we operate and in which we offer our products and services. Many of our operations have been and may continue to be adversely affected by (i) government decisions that seek to stop the spread of COVID-19, including social distancing guidelines and other health and safety measures, which at times suspend non-essential activities or have the effect of lowering activity at our operating facilities, leading to lower production; and (ii) depressed demand for our products and services. As of the date of this report:

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We also continue taking actions to protect our communities and the places where we operate. For example, at certain locations we continue to actively clean and sanitize public areas with soap and water, transported and released by our concrete ready-mix trucks into open areas such as hospital entrances, health-care facilities and urban places, among others. As of November 2020, 180 hospitals and 263 public spaces have been cleaned for a total of 3.6 million square meters sanitized. Furthermore, our admixtures plants continue to produce hand disinfectant according to World Health Organization specifications in quantities sufficient to cover the needs of all employees and neighboring local communities for the entire year. The total beneficiaries of these social actions are estimated to be approximately 1.7 million people as of November 2020.

We continue to monitor the development of the COVID-19 pandemic and to leverage the information and recommendations from health organizations such as the World Health Organization, U.S. based Centers for Disease Control and Prevention (“CDC”), the European Centre for Disease Prevention and Control, and other organizations, as well as from the authorities of the countries in which we operate. We have set up local Rapid Response Teams (“RRTs”) that remain on alert throughout our global operations and we continue to implement preventive measures. Some of the measures we have taken so far include restrictions on all work-related travel, arrangements for certain employees to work remotely and optimization of the number of people working in our operating facilities and other locations at any given time. Among other initiatives, we have enhanced our internal information campaigns for recommended practices for health, hygiene, and social interaction, such as promoting physical distancing and recommending avoiding travel to the greatest possible extent. For example, we have implemented our H&S Protocols across our operations, including, among others, our Personal Hygiene, Access Screening, Physical Distancing and Quarantine Protocols, which set forth certain practices that need to be performed by our employees, contractors, suppliers, customers and visitors. Under our Personal Hygiene Protocol, we continue to encourage our workers to wash their hands frequently or, when not close to a bathroom, to use antibacterial gel or alcohol-based hand rub, and, when sneezing and coughing, to cover nose and mouth with a disposable tissue or with flexed elbow or upper sleeve. Additionally, under our Physical Distancing Protocol, we continue to seek to increase distance between closely-spaced facilities; ventilate the workplace; and clean workstations between shifts. We also continue to carry out our Screening at Workplace Protocol which screens people at the reception areas and all entry points for pandemic-related disease symptoms; limits visitors to an essential minimum; and assesses the access to, and availability of, medical services for the employees. For example, to promote physical distancing, we have employed a strategy to support social physical distancing and as a result we experienced an increase in the number of visits to our CEMEX Go platform in comparison with pre-COVID-19 levels; in addition, during the third quarter of 2020, we also saw an increase in our Construrama website for Mexican retail customers. Also, as part of our Workplace Cleaning Protocol, surfaces that are frequently touched are cleaned more often. Furthermore, as part of our Truck Drivers’ Protocol, we are

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disinfecting the steering wheel, the levers, buttons and other high touch areas with the aim of keeping the truck cabin clean; and encouraging our drivers to use personal protective equipment (such as a face mask and gloves) at all times and to observe physical distancing inside and outside of the truck (i.e., no more than one person in the truck at any one time). In addition, we continue to implement our Commuting to and from Work Protocol, which aims to provide company transportation service when possible and to reduce the number of weekly commutes by adjusting work shifts. In addition, through our Quarantine Protocol, we continue our efforts to separate persons who have a confirmed infectious illness; have disease-like symptoms; have been exposed to people with illness, but are not ill; and are returning from essential travel to medium- or high-risk locations. In general, we believe that we continue to apply strict hygiene guidelines in all of our operations, and we have modified our manufacturing, sales, and delivery processes to implement physical distancing intended to considerably reduce the spread of COVID-19. Lastly, our Taking Care of Family at Home Protocol aims to support safeguarding our employees and their families from community spread by reinforcing physical distancing and hygiene measures; providing specific home cleaning recommendations; advising on staying and working from home; arriving home sanitization protocol; and protecting the vulnerable and taking care of sick family members guidelines.

The main objective of our RRTs continues to be the development and execution of activities aimed at mitigating the impact from COVID-19. The focus of these activities is to monitor and protect our employees, clients, communities, suppliers, among others, to protect our business continuity and foster communication. In particular, our RRTs are (i) monitoring global health guidelines and peer response in relation to COVID-19; (ii) consolidating and updating COVID-19-related information; (iii) following up on any quarantine cases and providing support; (iv) assisting in protecting our employees by attempting to reduce the spread of COVID-19 with the implementation of various hygiene measures, guidelines and protocols; (v) enhancing the frequency and procedures related to cleaning at our various sites; (vi) implementing various remote working programs; (vii) implementing screening and quarantine enforcement measures; (viii) ensuring availability of medical support and hygiene travel kits; (ix) implementing restrictions on large essential gatherings; (x) creating and releasing guidelines for social distancing, travel, cleaning, personal hygiene, screening and quarantine; (xi) enhancing engagement with our communities, industry associations and local authorities; (xii) implementing actions to protect our business continuity by developing plans designed to strengthen our business and promote financial resiliency; and (xiii) communicating all of our COVID-19-related measures to internal and external audiences.

Additionally, to strengthen the implementation and supervision of these protocols and objectives we have defined a new function called “COVID Coordinator” in every location, facility, manufacturing plant, production facility and administrative offices where we have operations. As of December 14, 2020, we have appointed approximately 1,500 of these COVID Coordinators worldwide and also established a best-practices sharing network to continuously improve our COVID-19 measures implementation.

We believe that we have developed plans to safely and responsibly deal with possible future halts to our operations while at the same time maintaining our property, plants and equipment in appropriate technical condition, as well as to resume our operations, to the extent they are halted or restricted, when needed. We keep implementing several advocacy actions like supporting local governments and reinforcing the need to keep the construction industry as essential, safe and open. All these actions contribute to the economic recovery of the countries where we operate. We are in continuous and close contact with our suppliers to facilitate addressing any critical sourcing needs and we have enhanced our customer-centric practices. We continue to cooperate with our clients and suppliers in order to implement measures that are designed to maintain business continuity and to mitigate any disruptions to our businesses caused by COVID-19.

Moreover, at the beginning of the COVID-19 pandemic, we were able to strengthen our liquidity position, primarily with drawdowns of $1,135 million under our committed revolving credit facility (our drawdowns of $1.0 billion and $135 million on March 20, 2020 and April 1, 2020, respectively, constituted the full amount available under the committed revolving credit facility), drawdowns under our other credit lines and loans and further improved our liquidity with the issuances of $2.0 billion aggregate principal amount of Dollar-denominated notes in June and September 2020. The drawdowns had the effect of increasing our overall debt and cash levels in the short to medium term. However, on September 10, 2020, we repaid $700 million of our $1,135 million committed revolving credit tranche under the 2017 Facilities Agreement. Additionally, as part of the October 2020 Facilities Agreement Amendments, we extended $1.1 billion of maturities to 2025 and the maturity of the revolver facility to 2023. In addition, in October 2020, we prepaid $530 million corresponding to the July 2021 amortization under the 2017 Facilities Agreement to those institutions participating in the extension. See “—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement.” As of September 30, 2020, we had drawn down $78 million in uncommitted short-term credit facilities. Furthermore, we received total proceeds of $700 million from our asset sale in the United States related to the Kosmos cement plant in Louisville, Kentucky and the sale of certain assets in the United Kingdom to Breedon Group. As of the date of this report, our operations in certain countries where we operate received tax deferrals, employee payroll and other relief benefits under, and as a result of, government support programs to mitigate the impact of COVID-19, for a total aggregate amount that is not material, and have also benefited from being able to defer certain interest payments in certain operations, also for amounts that are not material.

Additionally, among other things, we have suspended, reduced or delayed certain planned (i) capital expenditures; (ii) budgeted operating expenses in line with the evolution of demand per market in which we operate; (iii) production and, where required, inventory levels in all of our markets consistent with depressed demand; and (iv) corporate and global network activities that detract from our current business focus on managing the crisis and our operations. For example, during the nine-month period ended

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September 30, 2020, we achieved $229 million in cost-saving initiatives when compared to the year ended December 31, 2019. However, as of the date of this report, we expect that an immaterial amount in cost-saving initiatives from maintenance deferrals may be largely executed during the first half of 2021. We also currently intend to continue to maintain a reasonable amount of inventory at our operating facilities and other locations, with the intention of continuing to serve our customers to the extent possible.

As a further measure to enhance our liquidity, we suspended the CEMEX, S.A.B. de C.V. share repurchase program for 2020 and CEMEX, S.A.B. de C.V. did not pay dividends during 2020.

Lastly, starting on May 1, 2020, for a 90-day period, subject to all applicable laws and regulations, CEMEX, S.A.B. de C.V.’s Chairman of the Board of Directors, Chief Executive Officer and the members of our Executive Committee forgave 25% of their salaries; the members of the Board of Directors of CEMEX, S.A.B. de C.V. forgave 25% of their remuneration (including with respect to the meeting held in April 2020); and certain senior executives voluntarily forgave 15% of their monthly salaries. All of our executives that agreed to forgo part of their monthly salaries to mitigate the effects of the COVID-19 pandemic, including the members of CEMEX, S.A.B. de C.V.’s board of directors who each forgave 25% of their remuneration, were subsequently compensated in full during the fourth quarter of 2020. In addition, certain employees voluntarily deferred 10% of their monthly salary, which were subsequently paid in full during November 2020. We also worked to mitigate the impact on our hourly employees affected by the COVID-19 pandemic.

There can be no assurance that the measures we have already taken or may take in the future will fully offset the adverse impact of the COVID-19 pandemic, but since some of these measures were adopted we believe that they have assisted to partially offset the adverse impact of COVID-19. The degree to which COVID-19 further affects our results and operations will depend on future developments which are highly uncertain and cannot be predicted, including, but not limited to, the duration and spread of the COVID-19 pandemic, its severity, the actions to contain COVID-19 or treat its impact, how effective the recently authorized COVID-19 vaccines will be and how widely and quickly the vaccines will be distributed and used, and how quickly and to what extent pre-COVID-19 pandemic economic and operating conditions can resume. See “Risk Factors—Risks Relating to Our Business—The recent COVID-19 outbreak could materially adversely affect our financial condition and results of operations” and “—Recent Developments Relating to Our Business Strategy—Operation Resilience” for a discussion of other strategies we believe should help us mitigate the effects of the COVID-19 pandemic.

Recent Developments Relating to Our Business Strategy

Climate Action Panel

Further to the new climate action strategy that we had announced in February 2020, on December 3, 2020, we hosted a Climate Action panel to present on our progress on climate action and the roadmap to achieve our 2030 and 2050 goals, which are mainly a 35% reduction in CO2 emissions and delivery of net-zero CO2 concrete for all products and geographies, respectively. Our climate action plan consists of a strategy to address climate change, seeking an intermediate target of reducing 35% of our CO2 net emissions by 2030 aligned with the Science-Based Targets methodology. In order for us to meet our new target, this objective has been included in the variable compensation of senior management and we have detailed CO2 roadmaps developed at each of our cement plants, which include a roll-out of proven CO2 reduction technologies and the investments required for their implementation. Furthermore, we aspire to deliver net-zero CO2 concrete globally by 2050, which should contribute to the development of smart urban projects, sustainable buildings and climate-resilient infrastructures.

Operation Resilience

During September 2020, under our medium-term strategy for the next three years, which we refer to as “Operation Resilience,” we developed a decisive action plan designed to maximize shareholder value and reposition us for higher Operating EBITDA growth on a risk-adjusted basis. “Operation Resilience” is not only about deleveraging but also about building a lower risk and faster growing business.

“Operation Resilience” is aimed at (i) growing the profitability of our business, considering our current portfolio, through cost reduction measures and other commercial and operational initiatives; (ii) optimizing our portfolio for Operating EBITDA growth through the execution of strategic divestments and reinvestments, thereby constructing a portfolio more weighted towards the United States and Europe, after which we expect we will be a heavy building materials company with a large part of its footprint represented by the United States, Europe and Mexico, focusing on vertically integrated positions near growing metropolises and developing building solutions designed for sustainable urbanization, which we refer to as “Urbanization Solutions,” as our fourth core business; (iii) de-risking our capital structure, reducing our cost of funding and ultimately achieving investment grade capital structure by targeting additional net debt paydowns and setting a new net leverage target for December 2023, among other initiatives, including extending our debt maturity profile, minimizing our cost of funding and raising funds in local currency to better align our Operating EBITDA and debt; and (iv) leveraging sustainability and digital platforms as a competitive advantage by moving forward on achieving our 2030 target to reduce our cement CO2 emissions and our ambition to deliver zero CO2 concrete by 2050.

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During the nine-month period ended September 30, 2020, we achieved $229 million in cost-saving initiatives when compared to the year ended 2019. See “—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for further information on other actions to reduce costs.

Recent Developments Relating to Our Business and Operations

ISO 27001 Data Privacy & Outsourcing Processes Certification

In December 2020, we received confirmation that during January 2021 we will receive the International Organization for Standardization (“ISO”) 27001 Data Privacy & Outsourcing Processes Certification for eleven of our cement plants, in particular in Mexico (Huichapan, Monterrey, Tepeaca and Yaqui), Colombia (Caracolito), Panama (Calzada Larga), Dominican Republic (San Pedro de Macoris) and in the United States (Balcones, Brooksville South, Miami and Victorville). The certification means that we will implement an information security management system for the referenced plants based on the ISO 27001 standard aiming to preserve confidentiality, integrity and availability of information, focused on data privacy and outsourcing processes.

Recent Developments Relating to Our Investments and Acquisitions

Tender Offer for Outstanding Shares of CLH

On November 9, 2020, the tender offer acceptance period commenced for the cash tender offer made by CEMEX España (the “CLH Tender Offer”) for any and all outstanding ordinary shares of CEMEX Latam Holdings, S.A. (“CLH”) registered with the National Register of Securities and Issuers (Registro Nacional de Valores y Emisores) and the Colombian Securities Exchange (Bolsa de Valores de Colombia) (except for shares either owned by CEMEX España or CLH). The CLH Tender Offer expired on December 10, 2020. As a result of the CLH Tender Offer, CEMEX España repurchased 108,337,613 shares of CLH at a purchase price of 3,250 Colombian Pesos per ordinary share of CLH. The CLH Tender Offer fully settled on December 18, 2020 for an aggregate amount of approximately 352 billion Colombian Pesos. As a result of the CLH Tender Offer, CEMEX España increased its ownership in CLH from 73.16% to 92.60% of all outstanding shares (excluding shares owned by CLH).

Increase in CHP Interest

As of September 30, 2020, CEMEX Asian South East Corporation (“CASE”), an indirect subsidiary of CEMEX, S.A.B. de C.V., directly owned 77.74% of CEMEX Holding Philippines, Inc.’s (“CHP”) outstanding common shares. During October 2020, CASE increased further its interest in CHP from 77.74% to 77.84%.

Recent Developments Relating to Our Regulatory Matters and Legal Proceedings

Tax Matters — Colombia

On December 4, 2020, we disclosed that our indirect subsidiary, CEMEX Colombia, S.A. (“CEMEX Colombia”), was notified of a favorable resolution, issued on November 26, 2020, by the Council of State of Colombia (Consejo de Estado) regarding the administrative proceeding related to the proceeding notice received in 2011 from the Colombian Tax Authority (Dirección de Impuestos y Aduanas Nacionales) (“DIAN”) in which DIAN had rejected certain deductions taken by CEMEX Colombia in its 2009 year-end tax return. The proceeding has been underway before the Council of State of Colombia (Consejo de Estado) since July 2014 and has now been resolved in favor of CEMEX Colombia. No recourse or appeal procedures are available against this resolution. Based on this resolution, CEMEX Colombia will not be required to pay any additional taxes, fines, or interest to DIAN relating to the 2009 fiscal year. The resolution in favor of CEMEX Colombia also contemplates the standardization of precedents from the Council of State of Colombia (Consejo de Estado) regarding the understanding and extent of the rules of causality, proportionality and the need for expenditures, included in article 107 of the Colombian Tax Statute, on which the ruling in favor of CEMEX Colombia was based.

Subsequently, on December 17, 2020, CEMEX Colombia announced that the DIAN had archived its “statement of objections” (pliego de cargos) issued in June 2020 under the complementary process regarding CEMEX Colombia’s tax declaration of the year 2011, which means the DIAN issued an administrative act by which it closed the complementary statement of charges that had been issued within the income tax process for the fiscal year 2011 earlier in 2020. With the aforementioned administrative act, the complementary procedure within the income tax process for the fiscal year 2011 is concluded, since the value of 2011 is included within the complementary process for the fiscal year 2012.

Legal Proceedings — Maceo, Colombia

On December 7, 2020, CLH, acting as a shareholder of CEMEX Colombia, filed a lawsuit before the Colombian Financial Superintendency (Superintendencia Financiera de Colombia) requesting a determination of inefficacy and subsequent declaration of invalidity and nonexistence of the capitalization in kind made by CEMEX Colombia to the corporation Zona Franca Especial Cementera del Magdalena Medio S.A.S. (“ZOMAM”) on December 11, 2015. The lawsuit is based on the argument that commercial law requirements applicable to a capitalization process were not complied with at the time of the capitalization.

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In the event a favorable resolution is obtained, the aforementioned capitalization would be reversed. As a consequence, the assets contributed to ZOMAM, which had an approximate value of $43 million, would revert to CEMEX Colombia in exchange for the shares in ZOMAM that had been issued as a result of this capitalization. These effects would only be reflected in CEMEX Colombia’s financial statements if a final favorable resolution is obtained. Given ZOMAM’s consolidation, no effects in our consolidated financial statements would arise from a potential favorable resolution.

Environmental Matters — United States — Colorado

In 2019, Colorado adopted the Climate Action Plan to Reduce Pollution (House Bill 19-1261) (“CCAP”). The CCAP sets into law a goal to reduce the state’s greenhouse gas pollution levels by 25% by 2025, 50% by 2030 and 90% by 2050 compared to 2005 levels. Rulemaking to implement CCAP is now ongoing by the Colorado Department of Public Health and Environment, Air Pollution Control Division, and the resulting rules and regulations might result in the requirement for additional emissions control technology and other changes in operating processes for cement manufacturers. The resulting overall costs of complying with these rules and regulations could have an impact on our operations in Colorado, which in turn could have an adverse impact on our results of operations, liquidity and financial condition.

Environmental Matters — United States — Florida

In January 2009, the U.S. District Court for the Southern District of Florida ordered the withdrawal of the federal quarry permits for CEMEX Construction Materials Florida, LLC’s (“CEMEX Florida,” a subsidiary of CEMEX, Inc.) SCL, FEC and Kendall Krome quarries, ruling that there were deficiencies in the procedures and analysis undertaken by the Army Corps of Engineers (“Corps”) in connection with the issuance of the permits (a ruling which was later affirmed by the Eleventh Circuit Court of Appeals).

Operations at the FEC and SCL quarries were then suspended, and operations were resumed in February 2010, when new permits for the FEC and SCL quarries were granted after the Corps issued a Record of Decision (“ROD”) supporting the granting of new federal quarry permits. However, the ROD also indicated that a number of potential environmental impacts were required to be addressed at the wetlands located at the Kendall Krome site before a new federal quarry permit could be issued for mining at that quarry, meaning no new aggregates would be quarried from wetland areas at Kendall Krome pending the resolution of the potential environmental issues. However, on November 15, 2020, the Corps determined that the wetlands at the Kendall Krome quarry are not subject to the jurisdiction of the Clean Water Act. Therefore, Clean Water Act permits will not be required to resume mining at the Kendall Krome site.

Environmental Matters — Philippines Environmental Class Action

In relation to the previously disclosed class action lawsuit filed by 40 individuals and one legal entity (on behalf of 8,000 individuals allegedly affected by a landslide that occurred on September 20, 2018 at a site located within an area covered by mining rights of APO Land & Quarry Corporation (“ALQC”), a company of which CEMEX is an indirect minority shareholder) against CHP, APO Cement Corporation (“APO”) and ALQC, among others, plaintiffs have failed to appeal an order, dated September 30, 2019 (“the Confirmation Order”) issued by the Regional Trial Court of Talisay, Cebu (the “Talisay Court”), which denied plaintiff’s motion to reconsider the Talisay Court’s earlier denial of their Application for Temporary Environment Protection Order. Given this failure to appeal, the Confirmation Order became final as of December 5, 2020.

In a separate order, dated September 30, 2019 (the “September 2019 Order”), the Talisay Court partially granted the affirmative defenses raised by the defendants in their respective answers, and ruled, among other things, that the subject case against CHP and APO is dismissed for failure to state a cause of action. The September 2019 Order is not yet final and may be still be appealed by the parties. A motion for reconsideration was filed on November 26, 2019 by the plaintiffs and is now submitted for the Talisay Court’s resolution. Meanwhile, during the hearing of plaintiff’s motion for reconsideration on September 11, 2020, the Province of Cebu was officially dropped as a party-defendant in the case, on oral motion of plaintiffs.

In the event that the September 2019 Order, which partially granted the affirmative defenses is reconsidered, and a final adverse resolution is issued in this matter, plaintiffs may directly proceed against any of ALQC, APO or CHP for satisfaction of the potential judgement award, without the need to proceed against any other defendant beforehand. Thus, ALQC’s, APO’s or CHP’s assets could be exposed to execution proceedings. As of the date of this report, considering the stage of the overall proceedings and all possible defenses that could be available, we believe a final adverse resolution in the overall proceeding is not probable. Because we are not able to assess the outcome of the reconsiderations filed against the September 2019 Order, we are not able to determine if a final adverse resolution, if any, would have a material adverse impact on our consolidated results of operations, liquidity and financial condition.

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Environmental Matters — EU Emissions Trading

The European Commission has proposed to move Europe’s target for reduction of Greenhous Gas (“GHG”) emissions from 40% to 55% in relation to 1990 values by 2030. Approval of regulations implementing this proposal would increase the deficit of emission allowances that we expect to face at some point during Phase IV of the European Union’s emissions trading system (“ETS”) and/or cause a deficit sooner than previously expected during Phase IV of the ETS. This, in turn, would make it necessary for us to purchase emission allowances during Phase IV in greater quantities than previously expected and/or sooner than previously expected, likely at increased prices due to their reduced availability in auctions. As of the date of this report, it is not possible to predict with certainty if or when regulations implementing the European Commission’s proposal will be approved; but, if approved, such regulations could have a material impact on our results of operations, liquidity and financial condition.

Tariffs — Asia

The general safeguard measure imposed on August 27, 2019 by the Department of Trade and Industry (“DTI”) of the Republic of the Philippines on imported cement from various countries (Department Administrative Order 19-13, Series of 2019) for a period of three years (August 2019 to August 2022) was updated on December 5, 2020 in order to make cement imports of cement types 2523.29.90 and 2523.90.00 under ASEAN Harmonized Tariff Nomenclature from major exporting markets of China, Japan, Taiwan, Thailand and Vietnam, subject to a general safeguard duty of PHP245 per metric ton for the second year (i.e., from October 22, 2020 to October 21, 2021) of the aforementioned three-year period. The duty amount will be subject to regular review by the DTI.

Antitrust Proceedings — Investigation in Panama

In relation to the previously disclosed investigation initiated in 2018 by the Authority for Consumer Protection and Competition Defense of Panama (the “Panama Authority”) for the alleged commission by CEMEX and other competitors of absolute and relative monopolistic practices in relation to the gray concrete and the ready-mix concrete markets in Panama, the Panama Authority issued a resolution that closed the investigation on October 8, 2020. The resolution concludes that we, among other competitors, did not engage in an absolute monopolistic practice, consisting of an agreement and/or coordination of the sale price of cement or a restriction of production. The resolution also specifies that the analysis carried out and the evidence collected does not allow for a conclusion that the parties under investigation carried out a predatory practice in their production and commercialization of ready-mix concrete, which is considered a relative monopolistic practice.

Quarry Matter in France

One of our subsidiaries in France, CEMEX Granulats Rhône Méditerranée (“CEMEX Granulats”), is a party to a contract executed in 1990 (the “Quarry Contract”) with SCI La Quinoniere (“SCI”), pursuant to which CEMEX Granulats has drilling rights to extract reserves and conduct quarry remediation at a quarry in the Rhone region of France. In 2012, SCI filed a claim against CEMEX Granulats for breach of the Quarry Contract, requesting the rescission of the Quarry Contract and damages plus interest, totaling an aggregate amount of approximately $64.5 million, resulting from CEMEX Granulats having partially filled the quarry allegedly in breach of the terms of the Quarry Contract. As of the date of this report, this matter is pending before the Lyon Court of Appeal.

On November 25, 2020, the judicial expert appointed by the Lyon Court of Appeal issued his final report, concluding that the volume of excavated materials and external backfilling materials were calculated at 3.04 million cubic meters and 1.41 million cubic meters, respectively. Based on these volumes, the expert calculated the loss of profits to be approximately $0.7 million and the cost of excavation of the external backfilling materials to be approximately $12.07 million. However, the judicial expert clearly states that in his opinion the damages suffered by SCI can only be set based on the loss of profits. Proceedings on any actions CEMEX Granulats has initiated regarding this matter are expected to be finalized during the first half of 2021. At this stage of the proceedings, we are not able to determine the final amount that we would pay in relation to this matter, but we expect that any amounts to be paid will not have a material adverse impact on our results of operations, liquidity and financial condition.

Other Recent Developments

Effectiveness of Merger of New Sunward with and into CEMEX España

On June 8, 2020 and on August 24, 2020 CEMEX España and New Sunward, respectively approved the terms pursuant to which CEMEX España would absorb, by merger, New Sunward, with Cemex España being the surviving company (the “European Merger”). The corresponding merger deed was filed with the Commercial Registry of Madrid (Registro Mercantil de Madrid) in Madrid, Spain, on December 1, 2020. The registration of said merger deed took place on December 29, 2020, and, upon such registration, the European Merger was deemed effective as of the date of the merger deed’s filing (i.e., December 1, 2020).

As a result of the European Merger, New Sunward ceased to guarantee our and our affiliates’ indebtedness to the extent it had provided guarantees including, but not limited to, the 2017 Facilities Agreement, the Senior Secured Notes and the dual-currency notes issued by New Sunward Holding Financial Ventures B.V. underlying the Perpetual Debentures. CEMEX España succeeded to all of New Sunward’s rights and obligations by way of universal succession, including, without limitation, and to the extent CEMEX España was not already a guarantor, the obligation to guarantee our indebtedness, including but not limited to the aforementioned dual-currency notes underlying the Perpetual Debentures, to the extent New Sunward had provided guarantees.

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Additionally, as New Sunward was merged out of existence, the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our and our subsidiaries’ secured creditors are no longer part of the Collateral securing our indebtedness as a result of such shares ceasing to exist. Any shares in CEMEX España issued to the former shareholders of New Sunward are considered pledged as part of such Collateral.

Equity Forward Contracts on Third-Party Shares

During October 2020, we amended our equity forward contracts over the share price of Grupo Cementos de Chihuahua, S.A.B. de C.V.’s (“GCC”) stock to extend their maturity from March 2021 to March 2022. These equity forward contracts may be unwound earlier at our option. In addition, from September 30, 2020 to December 18, 2020, we unwound a portion of these contracts representing approximately 7.6 million shares. As a result, as of December 18, 2020, we maintained equity forward contracts over the share price of 5.2 million shares of GCC.

Interest Rate Swaps

During October 2020 and November 2020, we entered into interest rate swaps to hedge interest payments of existing bank loans referenced to Mexican Peso floating rates. These interest rate swaps became effective on November 2020 and will mature in November 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 recycled through financial expense as interest expense on the related bank loans accrues. As of November 30, 2020, these interest rate swaps amounted to the equivalent of $329 million.

Foreign Exchange Forward Contracts

As of September 30, 2020, we held Dollar/Mexican Peso, Dollar/Euro and Dollar/British Pound foreign exchange forward contracts in which US Dollars and Mexican Pesos were sold and Euros and British Pounds were bought, negotiated in connection with the voluntary prepayment and currency exchange under the 2017 Facilities Agreement, for a combined notional amount of $397 million. These contracts matured during October 2020.

Additionally, as of September 30, 2020, we held Dollar/Euro foreign exchange forward contracts in which US Dollars were sold and Euros were bought, negotiated in connection with the redemption of the June 2024 Euro Notes, for a notional amount of $487 million. These contracts matured during October 2020.

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 2019 Annual Report, are not the only risks we face, and any of the risk factors described below and in the 2019 Annual Report could significantly and adversely affect our business, liquidity, results of operations or financial condition, as well as, in certain instances, our reputation.

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.

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. Our results of operations are highly dependent on the results of our operating subsidiaries worldwide, including those in the United States, Mexico, SCA&C and EMEAA.

For a geographic breakdown of our revenues for the nine-month period ended September 30, 2020, see “Geographic Breakdown of Revenues by Reportable Segment for the Nine-Month Period Ended September 30, 2020” included elsewhere in this report.

As of the date of this report, the main downside risk to the global economy relates to the COVID-19 pandemic. In spite of progress in vaccine development, uncertainty which could keep consumer confidence low for an extended period of time remains, delaying economic recovery even further. The COVID-19 pandemic, coupled with the measures implemented by governmental authorities in an attempt to contain and mitigate the effects of COVID-19, including shutdowns of non-essential infrastructure businesses, stricter border controls, stringent quarantines and social distancing, have triggered what we believe is the worst downturn since the Great Depression in the 1930s. The negative effects of the pandemic on, among other things, supply chains, global trade, mobility of persons, business continuity and demand for goods and services have been sizable.

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According to the latest World Economic Outlook of the IMF, published in October 2020, global growth was projected to contract in 2020 by 4.4%, followed by a rebound in 2021. As a result, the level of global GDP in 2021 is expected to be a modest 0.6% above that of 2019. The global economy is climbing out of the depths of the crisis, but the ascent to pre-COVID-19 pandemic levels will likely be long, uneven and uncertain. The IMF recognized that there is a higher than usual degree of uncertainty around this forecast, as the baseline projection rests on key assumptions about the fallout from the COVID-19 pandemic. The magnitude and persistence of the adverse economic shock depend on several uncertain factors, such as (i) the duration of the pandemic and required restrictions to contain the virus; (ii) voluntary social distancing, which affects spending; (iii) displaced workers’ ability to secure employment in other sectors; (iv) the potential damage to supply due to firm closures and unemployed workers exiting the workforce; (v) the impact on business costs in connection with the required changes to strengthen workplace safety; (vi) the effects on productivity of global supply chain reconfigurations; (vii) the extent of cross-border spillovers from weaker external demand; and (viii) funding shortfalls and the resolution in connection with the current disconnection between asset valuations and prospects for economic activity.

Furthermore, downside risks as a result of the COVID-19 pandemic are significant. A resurgence of infections and new strains of the virus may trigger new generalized restrictions. A further decline in economic activity as a result of closures, general hesitation by companies to hire jobseekers, and unemployed workers leaving the labor force entirely could lead to further scarring of the economy. Financial conditions may tighten again, as in January to March 2020, and expose vulnerabilities among borrowers, which could tip some economies into debt crises and cause a further slowdown of economic activity. More generally, cross-border spillovers from weaker external demand and tighter financial conditions could magnify the impact of a country- or region-specific shock on global growth. Moreover, the sizable policy response following the initial sudden stop in economic activity may end up being prematurely withdrawn or improperly targeted due to design and implementation challenges, leading to misallocation and the dissolution of productive economic relationships.

Beyond the COVID-19 pandemic-related downside risks, escalating tensions between the United States and China on multiple fronts, frayed relationships among the Organization of the Petroleum Exporting Countries (“OPEC”) coalition of oil producers and widespread social unrest generate additional challenges for the global economy. Moreover, in a context of low inflation and high debt (particularly in advanced economies), protracted weakness of aggregate demand could lead to further disinflation and debt service difficulties that, in turn, weigh further on economic activity. Finally, the uncertainty from the policies to be undertaken by the newly elected U.S. president could challenge the speed of the economic recovery, as could any instability related to the current U.S. president’s unwillingness to make an organized and smooth transition of power to the U.S. president-elect.

Because of the COVID-19 pandemic, substantial governmental support is required. However, the lack of a sufficiently robust fiscal agreement to support the U.S. economy is a risk to the outlook. Furthermore, investors fleeing the Dollar could elevate inflation expectations and interest rates. Additionally, high unemployment could lead to mortgage and rental defaults adding losses to the commercial banking industry resulting in higher loan-loss provision, tighter lending standards and lending curtailment. If the impacts of the COVID-19 pandemic are materially prolonged, it could result in a cascade of additional corporate filings for bankruptcies, further eroding market confidence and increasing unemployment rates. Together, these uncertainties and risks 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 consolidated financial conditions, business and results of operations. See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information regarding the impact of COVID-19 on our industry in the United States.

After the sharp reassessment of growth prospects and the deterioration of risk sentiment in February and March 2020, global financial markets have been recovering since April 2020 on the back of an unprecedented easing of global monetary policy and sizable fiscal support, as well as hopes for a strong economic recovery based on a quick reopening of economic activities. Foreign investors have gradually returned to emerging markets in search of yield, lifting equity prices and compressing long-term yields and corporate spreads. As sentiment improved, the Dollar has weakened, particularly against emerging markets currencies. However, the risk of new episodes of market volatility, increased risk aversion and capital outflows from emerging markets have not disappeared. Renewed capital outflows and currency depreciations in many of these countries risk undermining the stability of their domestic corporate and banking sectors. In the most vulnerable cases, putting stress also on sovereign borrowing could 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. The Mexican economy slowed down in fiscal year 2019, entered into a deep recession in 2020, and is expected to partially recover in 2021. However, as of the date of this report, 2021 GDP is expected to remain well below 2019 levels. As is usually the case with any changes in administration, there has been an impact on the economy resulting from this current government’s economic and public policies, 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, and any further changes in policy could further affect our financial condition, business, liquidity and results of operations, particularly in Mexico.

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The Mexican economy entered into recession in 2019 and the COVID-19 pandemic-related policies and events aggravated the decline in 2020. The economy was largely held back by falling private investment and very slow disbursement of the 2019 public budget. Thus, the Mexican economy has been severely hit by the COVID-19 pandemic. Beyond the aforementioned pandemic-related risks, the Mexican economy faces other risks in the short-term including, but not limited to: (i) further declines in oil production, which could affect the mining sector and tax revenues; (ii) the effects of the downgrade of Petróleos Mexicanos’ (“PEMEX”) debt rating or a requirement to restructure PEMEX, which could undermine fiscal stability and Mexico’s sovereign debt rating; (iii) failure to revive private investment due to uncertainty in government policies or controversial government decisions, as well as the lack of sufficient fiscal stimulus support; (iv) a further contraction of construction activity as a result of cuts in public investment or weak government spending and stagnation of private investment, (v) aggressive tightening of monetary policy as a result of the renewal of inflationary pressures and/or high currency forex fluctuation; and (vi) the approval of the Central Bank law reform (forcing the Central Bank to buy the excess paper and metallic dollars in the financial system) which might undermine the Central Bank’s autonomy and put international reserves at risk (due to potential money laundering sanctions). Together, these uncertainties and risks could have a material adverse impact on our financial condition, business and results of operations, particularly in Mexico. See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information regarding the impact of COVID-19 on our industry in Mexico.

The laws and regulations in Mexico to which we are subject, and interpretations thereof, may change, sometimes substantially, as a result of a variety of factors beyond our control, including political, economic, regulatory or social events. As a result of amendments in May 2019 to the Mexican Federal Labor Law (Ley Federal del Trabajo) and other related regulations, among other things, new labor authorities and courts were created, new bargaining procedures were implemented and provisions related to 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, particularly in Mexico. Additionally, in August 2019, the new Mexican Law for the Termination of Ownership (Ley Nacional de Extinción de Dominio) was enacted. This new law grants the authority to the Mexican federal government to terminate the ownership of real estate property in Mexico if illicit activities are performed on such real estate properties. Therefore, if any illicit activities are performed on our real estate properties (even without our knowledge or control), we could be deprived of our ownership rights and would not be compensated for such loss, which could have a material adverse impact on our business, financial condition, results of operations and prospects, particularly in Mexico. As of the date of this report, we are analyzing the potential effects of the integral outsourcing reform that was proposed by the Executive Branch to the Chamber of Deputies in Mexico in November 2020, which seeks to modify and harmonize the Mexican Federal Labor Law (Ley Federal del Trabajo), the Mexican Social Security Law (Ley del Seguro Social), the Mexican Housing Fund Institute Law (Ley del Instituto del Fondo Nacional de la Vivienda para los Trabajadores), the Mexican Federal Fiscal Code (Código Fiscal de la Federación), the Mexican Income Tax Law (Ley del Impuesto Sobre la Renta) and the Mexican Value Added Tax Law (Ley del Impuesto al Valor Agregado). The reform initiative was submitted to the Joint Committees on Labor and Social Welfare, Finance and Public Credit and the Social Security and Housing Commissions of the Chamber of Deputies for their discussion and opinions. After the issuance of the opinions by said committees, the initiative would be discussed and approved by the Chamber of Deputies on a plenary session. Thereafter, the Senate would carry out the same process before approving the proposed initiative. While the reform initiative has not been approved and the details of the reform are still unclear, we believe we will be able to make a final assessment of any impact on our business, financial condition, results of operations and prospects in Mexico once all details around the reform become known.

At the beginning of the COVID-19 pandemic, Colombia was in a strong position, both in terms of its institutional framework, as well as its macroeconomic performance. However, unemployment was high, and another tax reform is necessary to deal with the current COVID-19 pandemic. Apart from the pandemic-related risks, some of the most prominent risks facing the Colombian economy include political uncertainty surrounding tax reform negotiations, as well as re-emerging social unrest. Moreover, Colombia remains vulnerable to large capital outflows given its large external financial needs (the current account deficit is expected to be around 3.5% of GDP in 2020) and to potential downward pressures on oil prices. If these risks materialize, they could have a material adverse effect on our business, financial condition, results of operations and prospects in Colombia. See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information regarding the impact of COVID-19 on our operations in Colombia.

In Europe, most countries have been pushed into recession as a result of the COVID-19 pandemic, but the impact on output has been heterogeneous. Similarly, countries are likely to emerge from the COVID-19 pandemic in an asymmetric way, reflecting the different timing at which containment and social distancing measures were implemented and lifted; the structure of the economy, particularly the importance of tourism and leisure activities; as well as the magnitude and effectiveness of the policy response. As in the rest of the world, the most important economic concern is the impact of the COVID-19 pandemic, which depends on its scale and duration, the reaction of consumers and corporates, as well as the ability of the policy response to prevent more permanent layoffs, corporate bankruptcies and a sharp reassessment of financial risks, further market volatility and negative feedback effects. In fact, the recovery in Europe could still suffer from insufficiently coordinated national policy responses and a lack of coordinated response from the EU. Besides, further delays in the disbursements assumed in the EU Recovery Fund pose a risk for investment and construction.

Even if a deal regarding the relationship between the EU and the United Kingdom is reached, the execution of such a deal represents a considerable risk. Together, these risks and uncertainties could have a material adverse impact on our financial condition, business and results of operations particularity in Europe. See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information regarding the impact of COVID-19 on our industry in Europe.

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Additionally, Central European countries might experience a reduction in the proceeds they receive from the EU’s structural funds in the future, 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 risk of a second wave of COVID-19 having a larger than expected impact on our sector (particularly in the Czech Republic) is not negligible.

In the Philippines, weather-related supply disruptions, fluctuations in global oil price, natural disasters, business slowdowns due to government policy changes, domestic security concerns, and increased domestic political and geopolitical tensions could adversely affect the Philippine economy. Fiscal constraints and lack of social safety nets could also delay the recovery from the effects of pandemic-driven economic disruptions and impact different sectors of the country. These risks could jeopardize the country’s infrastructure development plan, dampen investment, and curb economic growth. If any of these risks materialize, they could adversely affect our financial condition, business, liquidity and results of operations in the Philippines. See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information regarding the impact of COVID-19 on our operations 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, in particular due to the COVID-19 pandemic, 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 the 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.

The COVID-19 outbreak could materially adversely affect our financial condition and results of operations.

The impact of the novel strain of the coronavirus identified in China in late 2019 and any new strains that have been recently identified has grown and continues to grow throughout the world, including in Mexico, the United States and in other countries in Asia, the Middle East, South and Central America, the Caribbean and Europe, and governmental authorities around the world have implemented and may continue to implement numerous measures attempting to contain and mitigate the further spread and effects of the virus. These measures, and the effects of the COVID-19 pandemic, have generally resulted, or may continue to result, in: (i) temporary restrictions on, or suspended access to, or shutdown, or suspension or the halt of, our manufacturing facilities, including our cement plants and grinding mills; (ii) staffing shortages at any level, production slowdowns or stoppages and disruptions in our delivery systems; (iii) disruptions or delays in our supply chains, including shortages of materials, products and services on which we and our businesses depend; (iv) reduced availability of land and sea transport, including labor shortages, logistics constraints and increased border controls or closures; (v) increased cost of materials, products and services on which we and our businesses depend; (vi) reduced investor confidence and consumer spending in the regions where we operate, as well as globally; (vii) a general slowdown in economic activity, including in some or all sectors of the construction industry, and a decrease in demand for our products and services and industry demand generally; (viii) constraints on the availability of financing in the financial markets, if available at all, including on access to credit lines and working capital facilities from financial institutions; (ix) not being able to satisfy any liquidity needs if our operating cash flow and funds received under our receivables and inventory financing facilities decrease, respectively, or if we are not able to obtain borrowings under credit facilities, proceeds of debt and equity offerings and/or proceeds from asset sales; (x) our inability to, if required, refinance our existing indebtedness on desired terms, if at all; or (xi) our inability to comply with, or receive waivers with respect to, restrictions and covenants under the agreements governing our existing indebtedness and financial obligations, including but not limited to maintenance covenants under our 2017 Facilities Agreement.

These measures have adversely affected and may continue to adversely affect our workforce and operations and the operations of our customers, distributors, suppliers and contractors, and may adversely affect our financial condition and results of operations. There is significant uncertainty regarding such measures and potential future measures. Restrictions on our access to our manufacturing facilities, operations or workforce, or similar limitations for our distributors and suppliers, could limit customer demand and/or our capacity to meet customer demand, any of which could have a material adverse effect on our financial condition and results of operations. The degree to which COVID-19 affects our results and operations will depend on the duration and spread of the outbreak, its severity, the actions to contain the virus or treat its impact, and how quickly and to what extent pre-COVID-19 economic and operating conditions can resume, among other things. See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information on how COVID-19 has impacted our financial performance and results of operations.

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The consequences of the COVID-19 pandemic have considerably affected us in certain countries. During the third quarter of 2020, due to the lack of visibility and high uncertainty resulting from the negative economic effects of the COVID-19 pandemic and considering the impairment indicators in certain countries, we recognized a non-cash aggregate impairment charge of $1.5 billion comprised of $1.02 billion of impairment from goodwill related to our business in the United States, as well as $480 million of impairment from property, plants and equipment and from other assets in several countries, mainly cement assets in the United States, as well as in Europe, South, Central America and the Caribbean, among other non-material adjustments in CEMEX’s concrete ready-mix and aggregates businesses.

We consider that, as the effects and duration of such pandemic may extend, there could be significant adverse effects in the future mainly in connection with: (i) impairment of long-lived assets including goodwill; (ii) foreign exchange losses related to our obligations denominated in foreign currency; (iii) increases in estimated credit losses on trade accounts receivable; and (iv) further disruption in supply chains. We also consider that the lack of clarity on the effectiveness of any recently authorized COVID-19 vaccines and on the distribution of these vaccines, could also contribute to short-term effects while the vaccines become more effective and their distribution is more properly defined.

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, or that of our publicly listed subsidiaries, mainly CLH and CHP. 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.

The 2017 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.

The 2017 Facilities Agreement requires us to comply with several financial ratios and tests, including (i) a minimum consolidated coverage ratio of Operating EBITDA to interest expense (including interest accrued on Perpetual Debentures) and (ii) a maximum consolidated leverage ratio of net debt (including Perpetual Debentures, guarantees and capitalized leases under IFRS 16, excluding convertible/exchangeable obligations, the principal amount of subordinated optional convertible securities and plus or minus the mark-to-market amount of derivative financial instruments, among other adjustments) to Operating EBITDA (in each case, as described in the 2017 Facilities Agreement). The calculation and formulation of Operating EBITDA, interest expense, net debt, the consolidated coverage ratio and the consolidated leverage ratio are set out in the 2017 Facilities Agreement and may differ from the calculation and/or formulation of analogous terms in this report and our 2019 Annual Report. Our ability to comply with these ratios may be affected by our results of operations, economic conditions and volatility in foreign exchange rates, by overall conditions in the financial and capital markets and the construction sector, and by any monetary penalties or fines we may have to pay as a result of any administrative or legal proceedings to which we may be exposed to. See “Item 4—Information on the Company—Regulatory Matters and Legal Proceedings” included in the 2019 Annual Report for more information.

We cannot assure you that in the future we will be able to comply with the restrictive covenants and limitations contained in the 2017 Facilities Agreement or that we will be in compliance with other agreements which constitute financial indebtedness in excess of $50 million in which any noncompliance would trigger a cross-default. Our failure to comply with such covenants and limitations could result in an event of default, which could materially and adversely affect our business, financial condition, liquidity and results of operations. See “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for information on recent amendments to the 2017 Facilities Agreement and the covenants and restrictions that we need to comply with.

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 that they will support the LIBOR indices through 2021 to allow for an orderly transition to an alternative reference rate. LIBOR indices, in particular the Dollar LIBOR, are commonly used as a benchmark for our financing agreements, financial obligations and derivatives, including our 2017 Facilities Agreement, 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

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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, 2020, 25% of our foreign currency-denominated non-current debt bears floating rates at a weighted average interest rate of LIBOR plus 269 basis points. Additionally, as of September 30, 2020, 22% of our foreign currency-denominated non-current debt with a maturity beyond December 31, 2021, is referenced to LIBOR. 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 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, including but not limited to “Operation Resilience,” 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, 2020, our total debt, plus other financial obligations, was $13,866 million (principal amount $13,918 million), which does not include $446 million, which represents the nominal amount of our Perpetual Debentures. Of such total debt plus other financial obligations, $1,534 million (principal amount $1,534 million) matures during 2021; $1,855 million (principal amount $1,860 million) matures during 2022; $800 million (principal amount $800 million) matures during 2023; $1,406 million (principal amount $1,436 million) matures during 2024; and $6,230 million (principal amount $6,249 million) matures after 2024. See “Recent Developments—Recent Developments Related to our Indebtedness—Issuance of September 2030 Dollar Notes”, “Recent Developments—Recent Developments Related to our Indebtedness—Full Redemptions of June 2024 Euro Notes, April 2024 Dollar Notes and May 2025 Dollar Notes” for a description of redemptions of certain of our Senior Secured Notes in October 2020 and “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for information on a recent prepayment under the 2017 Facilities Agreement.

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 operations. As a result of the restrictions under the 2017 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 asset 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, or that have no restrictions at all. 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, or that we will be able to execute the capital expenditures that we have disclosed. Also, there can be no assurance that we will be able to implement our business strategy and initiatives and improve our results and revenues, which could affect our ability to comply with our payment obligations under our debt agreements and instruments. See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information on the impact of COVID-19 on our debt and cash levels.

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 Dollar. In addition, our consolidated reported results and outstanding indebtedness are significantly affected by fluctuations in exchange rates between the Dollar (our reporting currency) vis-à -vis the Mexican Peso and significant other currencies within our operations.

A substantial portion of our total debt plus other financial obligations is denominated in Dollars. As of September 30, 2020, our debt plus other financial obligations denominated in Dollars represented 70% of our total debt plus other financial obligations, which does not include $371 million of Dollar-denominated Perpetual Debentures. See “Recent Developments—Recent Developments Related to our Indebtedness—Issuance of September 2030 Dollar Notes,” “Recent Developments—Recent

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Developments Related to our Indebtedness—Full Redemptions of June 2024 Euro Notes, April 2024 Dollar Notes and May 2025 Dollar Notes” for a description of redemptions of certain of our Senior Secured Notes in October 2020 and “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for information on a recent prepayment under the 2017 Facilities Agreement and reductions on exposures to certain currencies and increases of exposures to the Mexican Peso. Our Dollar-denominated debt must be serviced with funds generated mostly by our direct and indirect subsidiaries’ operations outside the United States. Although we have substantial operations in the United States, 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. A devaluation or depreciation in the value of the Mexican Peso, Euro, Pound Sterling, Colombian Peso, Philippine Peso or any of the other currencies of the countries in which we operate, compared to the Dollar, could adversely affect our ability to service our Dollar-denominated debt. During the nine-month period ended September 30, 2020, our operations in Mexico, the United Kingdom, France, Germany, Spain, Israel, the Philippines, the Rest of EMEAA, Colombia, Caribbean TCL (as defined below), the Dominican Republic, Panama and the Rest of SCA&C, which are our main non-Dollar denominated operations, together generated 64% of our total revenues in Dollar terms (20%, 5%, 6%, 4%, 2%, 5%, 3%, 7%, 3%, 2%, 2%, 1%, and 4%, respectively) before eliminations resulting from consolidation. For the nine-month period ended September 30, 2020, 30% of our revenues in Dollar terms were generated from our operations in the United States before eliminations resulting from consolidation.

During the nine-month period ended September 30, 2020, the Mexican Peso depreciated 16.9% against the Dollar, the Euro appreciated 4.5% against the Dollar and the Pound Sterling depreciated 2.5% against the Dollar. Currency hedges that we may be a party to or may enter into 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 Dollar and other currencies, as those fluctuations influence the amount of our non-Dollar indebtedness when translated into Dollars 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.” See “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information on the impact of COVID-19 on the Mexican Peso value against the Dollar. Also see “Recent Developments—Other Recent Developments—Foreign Exchange Forward Contracts” for more information on foreign exchange forward contracts that we entered into in connection with the settlement of part of our indebtedness after September 30, 2020.

In addition, as of September 30, 2020, our Euro-denominated total debt plus other financial obligations represented 21% of our total debt plus other financial obligations, which does not include €64 million aggregate principal amount of our Euro-denominated Perpetual Debentures. See “Recent Developments—Recent Developments Related to our Indebtedness—Full Redemptions of June 2024 Euro Notes, April 2024 Dollar Notes and May 2025 Dollar Notes” for a description of redemptions of certain of our Senior Secured Notes in October 2020 and “Recent Developments—Other Recent Developments—Foreign Exchange Forward Contracts” for more information on foreign exchange forward contracts that we entered into in connection with the settlement of part of our indebtedness after September 30, 2020.

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 our net assets in certain currency, as well as 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 or the risk that we will not continue to have access to such instruments at reasonable costs, or at all.

As of September 30, 2020, our derivative financial instruments consisted of foreign exchange forward contracts under a net investment hedge program, interest rate swap instruments related to bank loans, equity forwards on third-party shares, as well as fuel price hedging derivatives, which had an impact on our financial position. The fair value changes of our derivative financial instruments, except for those under the net investment hedge program, are reflected in our income statement, which could introduce volatility in our controlling interest net income and our related ratios. As of December 31, 2019 and September 30, 2020, the aggregate notional amount under our outstanding derivative financial instruments was $2,324 million ($1,154 million of net investment hedge, $1.0 billion of interest rate swaps, $74 million of forwards on third-party shares and $96 million of fuel price hedging) and $2,703 million ($602 million of net investment hedge, $1.0 billion of interest rate swaps, $68 million of equity forwards on third-party shares, $884 million of foreign exchange forward contracts and $149 million of fuel price hedging), respectively, with a mark-to-market valuation representing a net liability of $100 million as of December 31, 2019 and a net liability of $20 million as of September 30, 2020. See note 15C to our unaudited condensed financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein for a detailed description of our derivative financial instruments. For the majority of the last eleven 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

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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, we assume the creditworthiness risk of the counterparty, including the risk that the counterparty may not honor its obligations to us. In addition, entering into new derivative financial instruments incurs costs, and we cannot assure you that any new derivative financial instrument that we enter into will be done so at reasonable costs, or, if our credit risk worsens, will be available to us at all. See “Recent Developments—Other Recent Developments—Foreign Exchange Forward Contracts” for more information on foreign exchange forward contracts that we entered into in connection with the settlement of part of our indebtedness after September 30, 2020.

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 2017 Facilities Agreement, the indentures governing our outstanding Senior Secured Notes and other financing arrangements.

In connection with the 2017 Facilities Agreement, we pledged or transferred to trustees under certain security trusts the Collateral and all proceeds of the Collateral to secure our obligations under the 2017 Facilities Agreement, our Senior Secured Notes 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, 2020, the Collateral and all proceeds of such Collateral secured (i) $11,464 million (principal amount $11,518 million) aggregate principal amount of debt under the 2017 Facilities Agreement, our Senior Secured Notes and other financing arrangements and (ii) $446 million aggregate principal amount of the dual-currency notes underlying our Perpetual Debentures. See “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. See “Recent Developments—Recent Developments Related to our Indebtedness—Issuance of September 2030 Dollar Notes,” “Recent Developments—Recent Developments Related to our Indebtedness—Full Redemptions of June 2024 Euro Notes, April 2024 Dollar Notes and May 2025 Dollar Notes” for a description of redemptions of certain of our Senior Secured Notes in October 2020 and “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for information on a recent prepayment under the 2017 Facilities Agreement. 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, and is continuing, under the 2017 Facilities Agreement, the Collateral will be released automatically if we meet specified financial covenant targets in accordance with the terms of the Intercreditor Agreement.

Political, social and geopolitical events and possible changes in public policies in some of the countries where we operate could have a material adverse effect on our business, financial condition, liquidity and results of operations.

In recent years, some of the governments in the countries where we operate have implemented and may continue to implement significant changes in laws, public policy or regulations that could affect the political, economic and social conditions in the countries where we operate, as well as in other countries. Any such changes may have a material adverse effect on our business, financial condition, liquidity and results of operations.

Presidential, legislative, state and local elections have taken place in 2020 in several of the countries where we operate, including Israel, the United States, Poland, Croatia, the Dominican Republic, Trinidad and Tobago, Jamaica, Puerto Rico, Guyana, and Egypt. In 2021, elections will be held in Mexico, Israel, El Salvador, Nicaragua, Germany and the Czech Republic, as well as special elections for the U.S. Senate. A change in federal government and the political party in control of the legislature in any of these countries could result in sharp changes to the countries’ economic, political or social conditions, and in changes to laws, regulations and public policies, which may contribute to economic uncertainty and could also materially impact our business, financial condition, liquidity and results of operations. Similarly, if no political party wins a clear majority in the legislative bodies of these countries, legislative gridlock and political and economic uncertainty may continue or result.

We cannot assure you that political or social developments in the countries where we operate or elsewhere, such as new governments, changes in laws, public policy or regulations, political disagreements, civil disturbances and a rise in violence or the perception of violence, will not have a material adverse effect on global financial markets, or on our business financial condition, liquidity and results of operations.

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The United Kingdom’s withdrawal from the EU (“Brexit”) and the future of the relationship between the United Kingdom and the EU could still have a material adverse effect on our business, financial condition, liquidity and results of operations, particularly in the United Kingdom. Even after a deal being reached regarding Brexit, any uncertainty surrounding the United Kingdom’s future relationship with the EU, and with the rest of the world, will continue impacting the United Kingdom’s economic activity and financial conditions, which may result in a decline in business investment, consumer confidence and economic growth, as well as in depreciation of the Pound Sterling. This could have an adverse impact on our business and operations results. We have taken measures to continue to serve the United Kingdom market with minimal disruption to our operations. These measures include, but are not limited to, maintaining adequate inventory levels of raw materials, products and critical spare parts; engaging with suppliers and contractors to seek continuity in the products and services we contract from them; and assessing potential exposure to new import duties. Despite these measures, the uncertainty surrounding the future relationship between the United Kingdom and the EU 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.

Further geopolitical challenges, such as the conflict between the United States and China, social unrest in Latin America, and political tensions in the Middle East have the potential to impact the global economy and the countries in which we operate. The continued uncertainty around the conflict between the United States and China could cause important disruptions in global economic, financial and trade dynamics which could impact the markets in which we operate and adversely affect our business, reputation, 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 and cloud services, 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 International Business Machines Corporation (“IBM”) and Microsoft, two 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, security breaches, computer viruses and cyber-attacks, including malicious codes, worms, ransomware, phishing, denial of service attacks and unauthorized access. 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. Although we are certified under and compliant with ISO 27001:2013 standards for information security management systems to preserve the confidentiality, integrity and availability of data and also are certified on the Payment Card Industry security standard which provides a trustful e-commerce mechanism for customers, and that certain of our cement plants are to receive the ISO 27001 certification on Data Privacy & Outsourcing Processes Certification, 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. See “Recent Developments—Recent Developments Relating to our Business and Operations—ISO 27001 Data Privacy & Outsourcing Processes Certification.”

During 2020, there was a global trend of an increase on security threats related to COVID-19, including, but not limited to, phishing and malware/ransomware campaigns, exploitation of video collaboration vulnerabilities, among other things. Furthermore, the increase in employees working from home in response to the COVID-19 pandemic increased cyber risk due to inadequate security configurations of domestic (home) networks and use of non-corporate devices. As of the date of this report, we have implemented additional cybersecurity controls designed to reduce such risks and mitigate the impact of such risks.

In relation to our overall operations, particularly due to our digital transformation initiatives and the implementation of CEMEX Go, our 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, 2020, CEMEX Go has more than 40,300 users across the countries in which we do business, and through CEMEX Go we receive approximately 59% of our main product orders. As of September 30, 2020, 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, results of operations and prospects.

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Furthermore, on June 25, 2020, our insurance program was renewed for 12 additional months. This program includes insurance coverage that, subject to its terms and conditions, is intended to address certain costs associated with 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.

SELECTED CONSOLIDATED FINANCIAL INFORMATION

The financial data set forth below as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2019 and 2020 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, 2020 and for the nine-month periods ended September 30, 2019 and 2020 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, 2020 are not indicative of operating results to be expected for the entire year.

Our audited consolidated financial statements included in the 2019 Annual Report have been prepared in accordance with IFRS, which differ in significant respects from 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. Accordingly, since our adoption of IFRS, we no longer reconcile our financial information to U.S. GAAP.

Our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2019 and 2020 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 2019 Annual Report.

Acquisitions

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, the financial data for the nine-month periods ended September 30, 2019 and September 30, 2020 may not be comparable to that of prior periods.

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 are qualified in their entirety by reference to, our unaudited condensed consolidated financial statements as of September 30, 2020 and for the nine-month periods ended September 30, 2019 and 2020 included herein. Our significant accounting policies are described in note 2 to our audited consolidated financial statements included in the 2019 Annual Report.

On October 29, 2020, we announced our results for the nine-month period ended September 30, 2020. The interim results of operations for the nine-month period ended September 30, 2020 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, 2020 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 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 the group subsidiaries have been eliminated in consolidation.

Discontinued Operations

Considering the disposal of entire reportable operating segments as well as the sale of significant businesses, our statements of operations present in the single line item of Discontinued operations the results of (a) the United Kingdom for the period from January 1 to August 3, 2020 and the nine-month period ended September 30, 2019; (b) the United States related to Kosmos for the period from January 1 to March 6, 2020 and the nine-month period ended September 30, 2019; (c) France for the period from January 1 to June 28, 2019; (d) Germany for the period from January 1 to May 31, 2019; (e) the Baltics and Nordics for the period from January 1 to March 29, 2019; and (f) Spain for the nine-month periods ended September 30, 2020 and 2019. See note 4A to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Significant Transactions

For the nine-month periods ended September 30, 2019 and 2020, 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 Statement of Operations Data

The following table sets forth our selected consolidated statement of operation data for each of the nine-month periods ended September 30, 2019 and 2020 expressed as a percentage of revenues.

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Nine-Month Period Ended September 30, 2019 Compared to Nine-Month Period Ended September 30, 2020

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, 2020 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.

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 4B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein).

“—” = Not Applicable

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On a consolidated basis, our cement sales volumes decreased 2% from 47.2 million tons in the nine-month period ended September 30, 2019 to 46.2 million tons in the comparable period in 2020, and our ready-mix concrete sales volumes decreased 8%, from 37.7 million cubic meters for the nine-month period ended September 30, 2019 to 34.5 million cubic meters in the comparable period in 2020. Our revenues decreased 4% from $9,872 million for the nine-month period ended September 30, 2019 to $9,433 million for the same period in 2020, and our operating earnings before other expenses, net decreased 6%, from $1,051 million for the nine-month period ended September 30, 2019 to $992 million for the same period in 2020. See the table below for a breakdown according to reportable segment.

The following tables present selected financial information for revenues and operating earnings before other expenses, net for each of our reportable segments for the nine-month periods ended September 30, 2019 and 2020. The revenues information in the table below are presented before eliminations resulting from consolidation shown in note 4B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein. Variations in revenues determined on the basis of 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 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 $9,872 million for the nine-month period ended September 30, 2019 to $9,433 million compared to the same period in 2020. The decrease in our revenues, which was mainly attributable to lower volumes in most of our regions, excluding mainly the United States, Germany and Poland, and partially offset by higher prices of our products in local-currency terms in most of our regions. 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 as described in note 4B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Mexico

As of September 30, 2020, our domestic cement sales volumes from our operations in Mexico increased 2% for the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes decreased 20% over the same period. Our revenues from our operations in Mexico represented 20% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. With the lifting of lockdown measures due to COVID-19, cement continued its growth path supported by government social programs, home improvements and higher remittances. Formal construction activity increased as private sector and government infrastructure projects accelerate. Our cement export volumes from our operations in Mexico, which represented 11% of our Mexican cement sales volumes for the nine-month period ended September 30, 2020, increased 37% for the nine-month period ended September 30, 2020 compared to the same period

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in 2019. Of our total cement export volumes from our operations in Mexico during the nine-month period ended September 30, 2020, 75% was shipped to the U.S. and 25% to our Rest of South, Central America and the Caribbean region. Our average sales price of domestic cement from our operations in Mexico increased 1%, in Mexican Peso terms, for the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete remained flat, in Mexican Peso terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 60%, ready-mix concrete 18% and our aggregates and other businesses 22% of our revenues in Dollar terms from our operations in Mexico before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of increases in domestic cement sales volumes and sales prices, partially offset by a decrease in ready-mix concrete sales volumes, our revenues in Mexico in Mexican Peso terms increased 2% for the nine-month period ended September 30, 2020 compared to the same period in 2019.

United States

As of September 30, 2020, our domestic cement sales volumes from our operations in the U.S. increased 6% for the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes remained flat over the same period. The increase in domestic cement sales volumes reflect the strong demand momentum driven by the infrastructure and residential sectors. Our operations in the U.S. represented 30% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our average domestic cement sales prices of our operations in the U.S. increased 1% in Dollar terms, for the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average ready-mix concrete sales price increased 2%, in Dollar terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 30%, ready-mix concrete 43% and our aggregates and other businesses 27% of revenues in Dollar terms from our operations in the U.S. before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of increases in domestic cement sales volumes and sales prices and ready-mix concrete sales prices, revenues from our operations in the U.S., in Dollar terms, increased 5% for the nine-month period ended September 30, 2020 compared to the comparable period in 2019.

Europe, Middle East, Africa and Asia

For the nine-month period ended September 30, 2020, our operations in the Europe, Middle East, Africa and Asia region consisted of our operations in the United Kingdom, France, Germany, Spain, Israel and the Philippines, which represent the most significant operations in this region, in addition to the Rest of Europe, Middle East, Africa and Asia. Our revenues from our operations in the Europe, Middle East, Africa and Asia region represented 32% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. As of September 30, 2020, our operations in the Europe, Middle East, Africa and Asia region represented 22% of our total assets. During the nine-month period ended September 30, 2020, our domestic cement presents solid growth in our European markets, driven primarily by Germany, Poland and the Czech Republic. During the nine-month period ended September 30, 2020, we implemented successful price increases in most of our markets in the Europe, Middle East, Africa and Asia region. In France, Spain and the United Kingdom, we observed a significant deceleration in construction activity as a result of the implementation of stringent COVID-19 measures during 2020. We saw a recent market recovery in the UK, France, and Spain as economies opened. 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 20% for the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes decreased 15% over the same period. The decreases in domestic cement and ready-mix concrete volumes reflected a deceleration in construction activity as a result of the implementation of stringent COVID-19 measures during 2020. In addition, weakness in construction activity has been shown in the UK. Our operations in the United Kingdom represented 5% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in the United Kingdom increased 3%, in Pound terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix remained flat, in Pound terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 20%, ready-mix concrete 27% and our aggregates and other businesses 53% of revenues in Dollar terms from our operations in the United Kingdom before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of decreases in domestic cement and ready-mix concrete sales volumes, partially offset by increase in domestic cement sales prices, revenues from our operations in the United Kingdom, in Pound terms, decreased 8% for the nine-month period ended September 30, 2020 compared to the same period in 2019.

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France

Our ready-mix concrete sales volumes from our operations in France decreased 17% in the nine-month period ended September 30, 2020 compared to the same period in 2019. The decrease in volumes reflected a deceleration in construction activity as a result of the implementation of stringent COVID-19 measures during 2020. Our operations in France represented 6% of our total revenues for the nine-month period ended September 30, 2020 in Dollar terms, before eliminations resulting from consolidation. Our average sales price of ready-mix concrete of our operations in France increased 2%, in Euro terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019. For the nine-month period ended September 30, 2020, ready-mix concrete represented 65% and our aggregates and other businesses 35% of revenues in Dollar terms from our operations in France before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of a decrease in ready-mix concrete sales volumes, partially offset by ready-mix concrete sales prices, revenues from our operations in France, in Euro terms, decreased 14% for the nine-month period ended September 30, 2020 compared to the same period in 2019.

Germany

Our domestic cement sales volumes from our operations in Germany increased 13% in the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes increased 5% over the same period. The increase in domestic cement and ready-mix concrete sales volumes were mainly by continued work in the infrastructure sector. Our operations in Germany represented 4% of our total revenues for the nine-month period ended September 30, 2020 in Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in Germany, which represented 23% of our Germany cement sales volumes for the nine-month period ended September 30, 2020 decreased 6% in the nine-month period ended September 30, 2020 compared to the same period in 2019. All our total cement export volumes from our operations in Germany during the nine-month period ended September 30, 2020 were to our Rest of Europe, Middle East, Africa and Asia region. Our average sales price of domestic cement from our operations in Germany increased 2%, in Euro terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete increased 4%, in Euro terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 36%, ready-mix concrete 33% and our aggregates and other businesses 31% of revenues in Dollar terms from our operations in Germany before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of increases in domestic cement and ready-mix concrete sales volumes and sales prices, revenues from our operations in Germany, in Euro terms, increased 11% in 2020 compared to 2019.

Spain

Our domestic cement sales volumes from our operations in Spain decreased 5% in the nine-month period ended September 30, 2020 compared to the same period in 2019, while ready-mix concrete sales volumes decreased 9% over the same period. The decreases in domestic cement and ready-mix concrete volumes reflected a deceleration in construction activity as a result of the implementation of stringent COVID-19 measures during 2020. Our operations in Spain represented 2% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in Spain, which represented 20% of our Spain cement sales volumes for the nine-month period ended September 30, 2020, increased 15% in the nine-month period ended September 30, 2020 compared to the same period in 2019. Of our total cement export volumes from our operations in Spain during nine-month period ended September 30, 2020, 81% were to the United Kingdom and 19% to our Rest of Europe, Middle East, Africa and Asia region. Our average sales price of domestic cement of our operations in Spain increased 2%, in Euro terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete increased 3%, in Euro terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 64%, ready-mix concrete 23% and our aggregates and other businesses 13% of revenues in Dollar terms from our operations in Spain before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

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 from our operations in Spain, in Euro terms, decreased 5% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

Israel

Our ready-mix concrete sales volumes from our operations in Israel increased 8% in the nine-month period ended September 30, 2020 compared to the same period in 2019. The increase in the ready-mix concrete sales volumes was mainly driven by the continued construction activity in all sectors. Our operations in Israel represented 5% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our average sales price of ready-

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mix concrete of our operations in Israel remained flat, in Israeli New Shekel terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019. For the nine-month period ended September 30, 2020, ready-mix concrete represented 67% and our aggregates and other businesses 33% of revenues in Dollar terms from our operations in Israel before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of increases in ready-mix concrete sales volumes, revenues from our operations in Israel, in Israeli New Shekel terms, increased 9% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

The Philippines

Our domestic cement sales volumes from our operations in the Philippines decreased 12% in the nine-month period ended September 30, 2020 compared to the same period in 2019. The decrease in domestic cement volumes was mainly due to implementation of stringent COVID-19 lockdown measures imposed by the government and by the closure of our Solid Cement Plant in Luzon for two months, partially mitigated by the subsequent reopening of our Solid Cement Plant. Our cement export volumes from our operations in the Philippines, which represented less than 1% of our Philippines cement sales volumes for the nine-month period ended September 30, 2020, increased 18% in the nine-month period ended September 30, 2020 compared to the same period in 2019. All our total cement exports from our operations in the Philippines during the nine-month period ended September 30, 2020 were to the Rest of Europe, Middle East, Africa and Asia region. Our revenues from our operations in the Philippines represented 3% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in the Philippines decreased 5%, in Philippine Peso terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019. For the nine-month period ended September 30, 2020, cement represented 99% and our aggregate and other businesses 1% of our revenues in Dollar terms from our operations in the Philippines before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of decreases in domestic cement sales volumes and sales prices, revenues of our operations in the Philippines, in Philippine Peso terms, decreased 17% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

Rest of Europe, Middle East, Africa and Asia

Rest of Europe, Middle East, Africa and Asia refers mainly to CEMEX’s operations and activities in Poland, the Czech Republic, Croatia, Egypt and the United Arab Emirates. Our domestic cement sales volumes from our operations in the Rest of Europe, Middle East, Africa and Asia increased 4% in the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes decreased 8% over the same period. Our cement export volumes from our operations in the Rest of Europe, Middle East, Africa and Asia segment, which represented 6% of our Rest of Europe, Middle East, Africa and Asia cement sales volumes for the nine-month period ended September 30, 2020, increased 78% in the nine-month period ended September 30, 2020 compared to the same period in 2019. Of our total cement export volumes from our operations in Rest of Europe, Middle East, Africa and Asia during the nine-month period ended September 30, 2020, 8% were to Germany and 92% were within the region. Our revenues from our operations in the Rest of Europe, Middle East, Africa and Asia represented 7% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement and our average sales price of ready-mix concrete from our operations in the Rest of Europe, Middle East, Africa and Asia remained flat, in Euro terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019. For the nine-month period ended September 30, 2020, cement represented 58%, ready-mix concrete 32% and our aggregates and other businesses 10% of revenues in Dollar terms from our operations in the Rest of Europe, Middle East, Africa and Asia before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of decreases in ready-mix concrete sales volumes, partially offset by increases in domestic cement sales volumes, revenues in the Rest of Europe, Middle East, Africa and Asia, in Euro terms, decreased 1% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

South, Central America and the Caribbean

For the nine-month period ended September 30, 2020, our operations in the SCA&C region consisted of our operations in Colombia, the Dominican Republic, our Caribbean TCL operations, which represent our most significant operations in this region, Panama, and the Rest of SCA&C, which refers mainly to our operations and activities in Costa Rica, Puerto Rico, Nicaragua, Jamaica, the Caribbean, Guatemala and El Salvador, excluding the acquired operations of TCL. Our revenues from our operations in the SCA&C region represented 12% of our total revenues in Dollar terms for the nine-month period ended September 30, 2020, before eliminations resulting from consolidation. In the South, Central America and the Caribbean region, we continued to experience favorable pricing dynamics despite a significant decline in demand, due in part to governments measures to contain the spread of COVID-19, including industry shutdowns in Colombia, Panama and Trinidad and Tobago. As of September 30, 2020, our operations in the SCA&C region represented 8% 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 SCA&C region.

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Colombia

Our domestic cement sales volumes from our operations in Colombia decreased 20% in the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes decreased 30% over the same period. Activity in Colombia was strong before the implementation of the government’s COVID-19 restrictions. Upon reopening of the industry, our volumes recovered during September 2020, mainly driven by the self-construction sector. Our revenues from our operations in Colombia represented 3% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in Colombia increased 9%, in Colombian Peso terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete increased 3%, in Colombian Peso terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 58%, ready-mix concrete 23% and our aggregates and other businesses 19% of our revenues in Dollar terms from our operations in Colombia before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

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 of our operations in Colombia, in Colombian Peso terms, decreased 14% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

Caribbean TCL

Our domestic cement sales volumes from our operations in Caribbean TCL increased 1% in the nine-month period ended September 30, 2020 compared to the same period in 2019, while ready-mix concrete sales volumes decreased 42% over the same period. The decreases in ready-mix concrete volumes reflected a deceleration in construction activity as a result of the implementation of stringent COVID-19 measures. Our revenues from our operations in Caribbean TCL represented 2% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in Caribbean TCL segment represented 21% of our Caribbean TCL cement sales volumes for the nine-month period ended September 30, 2020, decreased 6% in the nine-month period ended September 30, 2020 compared to the same period in 2019. All our total cement exports from our operations in Caribbean TCL during the nine-month period ended September 30, 2020 were to the Rest of South, Central America and the Caribbean region. Our average domestic cement sales price of our operations in Caribbean TCL increased 2%, in Trinidad and Tobago Dollar terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete decreased 5%, in Trinidad and Tobago Dollar terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 90%, ready-mix concrete 2% and our aggregates and other businesses 8% of revenues in Dollar terms from our operations in Caribbean TCL before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of decreases in ready-mix concrete sales volumes and sales prices, partially offset by increases in domestic cement sales volumes and sales prices, revenues of our operations in Caribbean TCL, in Trinidad and Tobago Dollar terms, decreased 2% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

Dominican Republic

Our domestic cement sales volumes from our operations in the Dominican Republic decreased 11% in the nine-month period ended September 30, 2020 compared to the same period in 2019, while ready-mix concrete sales volumes decreased 38% over the same period. The decreases in our domestic cement and ready-mix concrete sales volumes in our Dominican Republic region were mainly driven by government restrictions implemented since mid-March 2020 slowed down the demand for our products. Domestic cement and ready-mix prices continued their positive trend. Our operations in the Dominican Republic represented 2% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our cement export volumes from our operations in the Dominican Republic, which represented 12% of our Dominican Republic cement sales volumes for the nine-month period ended September 30, 2020, decreased 23% in the nine-month period ended September 30, 2020 compared to the same period in 2019. Of our total cement export volumes from our operations in the Dominican Republic during the nine-month period ended September 30, 2020, 99% were to our Rest of South, Central America and the Caribbean region and 1% to our Rest of Europe, Middle East, Africa and Asia region. Our average sales price of domestic cement of our operations in the Dominican Republic increased 14%, in Dominican Peso terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete increased 5%, in Dominican Peso terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 75%, ready-mix concrete 7% and our aggregates and other businesses 18% of revenues in Dollar terms from our operations in the Dominican Republic before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

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 from our operations in the Dominican Republic, in Dominican Peso terms, decreased 1% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

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Panama

Our domestic cement sales volumes from our operations in Panama decreased 60% in the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes decreased 74% over the same period. Our operations in Panama continue to suffer the deceleration of the economy. The COVID-19 pandemic intensified an already weakened demand environment. Our revenues from our operations in Panama represented 1% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. Our average sales price of domestic cement from our operations in Panama decreased 6% in Dollar terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete decreased 6%, in Dollar terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 75%, ready-mix concrete 16% and our aggregates and other businesses 9% of our revenues in Dollar terms from our operations in Panama before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

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 60% in the nine-month period ended September 30, 2020 compared to same period in 2019.

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 3% in the nine-month period ended September 30, 2020 compared to the same period in 2019, and ready-mix concrete sales volumes decreased 29% 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, 2020, decreased 9% in the nine-month period ended September 30, 2020 compared to the same period in 2019. All our total cement export volumes from our operations in Rest of South, Central America and the Caribbean during the nine-month period ended September 30, 2020 were within the same 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, 2020, in 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, in the nine-month period ended September 30, 2020 compared to the same period in 2019, and our average sales price of ready-mix concrete decreased 6%, in Dollar terms, over the same period. For the nine-month period ended September 30, 2020, cement represented 87%, ready-mix concrete 6% and our aggregates and other businesses 7% of revenues in Dollar terms from our operations in the Rest of South, Central America and the Caribbean before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable.

As a result of decreases in domestic cement and ready-mix concrete sales volumes and ready-mix concrete sales prices, revenues of our operations in the Rest of South, Central America and the Caribbean, in Dollar terms, decreased 4% in the nine-month period ended September 30, 2020 compared to the same period in 2019.

Others

Revenues from our Others segment decreased 19% before intra-sector eliminations within the segment and before eliminations resulting from consolidation, as applicable, in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Dollar terms. Our revenues from our Other segment represented 6% of our total revenues for the nine-month period ended September 30, 2020, in Dollar terms, before eliminations resulting from consolidation. The decrease resulted primarily from a lower revenue in our information technology solutions company. For the nine-month period ended September 30, 2020, our information technology solutions company represented 21% and our trading operations also represented 19% of our revenues in our Others segment, in Dollar terms.

Cost of Sales

Our cost of sales, including depreciation, decreased 4% from $6,602 million in the nine-month period ended September 30, 2019 to $6,359 million in the same period in 2020. As a percentage of revenues, cost of sales increased from 66.9% in the nine-month period ended September 30, 2019 to 67.4% in the same period in 2020. The increase in cost of sales as a percentage of revenues was mainly driven by transportation cost, as well as purchased cement and clinker costs, partially offset by lower fuel costs. Our cost of sales includes freight expenses of raw materials used in our producing plants.

Gross Profit

For the reasons described above, our gross profit decreased by 6% from $3,270 million in the nine-month period ended September 30, 2019 to $3,074 million in the same period in 2020. As a percentage of revenues, gross profit decreased from 33.1% in the nine-month period ended September 30, 2019 to 32.6% in the same period in 2020. In addition, our gross profit may not be directly comparable to those of other entities that include all their freight expenses in cost of sales. As described below, we include

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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. See note 5 to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Operating expenses

Our operating expenses, which are represented by administrative, selling and distribution and logistics expenses, decreased 6%, from $2,219 million in the nine-month period ended September 30, 2019 to $2,082 million in the same period in 2020. As a percentage of revenues, operating expenses decreased from 22.5% in the nine-month period ended September 30, 2019 to 22.1% in the same period in 2020. 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, 2019 and 2020, selling expenses included as part of the line item Operating expenses amounted to $276 million and $247 million, respectively. 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 $1,111 million in the nine-month period ended September 30, 2019 and $1,045 million in the same period in 2020. As a percentage of revenues, distribution and logistics expenses, almost remained flat, decreasing from 11.3% in the nine-month period ended September 30, 2019 to 11.1% in the same period in 2020.

Operating Earnings Before Other Expenses, Net

For the reasons described above, our operating earnings before other expenses, net decreased 6% from $1,051 million in the nine-month period ended September 30, 2019 to $992 million in the same period in 2020. As a percentage of revenues, operating earnings before other expenses, net remained almost flat, decreasing from 10.6% in the nine-month period ended September 30, 2019 to 10.5% in the same period in 2020. 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.

(a) Mexico

Our operating earnings before other expenses, net, from our operations in Mexico remained flat in the nine-month period ended September 30, 2019 compared to the same period in 2020, in Mexican Peso terms. Our operating earnings before other expenses, net from our operations in Mexico represented 56%, of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms.

(b) United States

Our operating earnings before other expenses, net, from our operations in the U.S. increased 25% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Dollar terms. Our operating earnings before other expenses, net from our operations in the U.S. represented 23%, of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The increase resulted primarily from the increase in our revenues and due to operational improvements in the United States.

(c) Europe, Middle East, Africa and Asia

United Kingdom. Our operating earnings before other expenses, net, from our operations in the United Kingdom decreased 76% in Pound terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019. Our operating earnings before other expenses, net from our operations in the United Kingdom represented 1%, of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The decrease resulted primarily from the decrease in our revenues in the United Kingdom.

France. Our operating earnings before other expenses, net, from our operations in France decreased 57%, in Euro terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019. Our operating earnings before other expenses, net from our operations in France represented 2%, of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The decrease resulted primarily from the decrease in our revenues.

Germany. Our operating earnings before other expenses, net, from our operations in Germany increased 43%, in Euro terms, in the nine-month period ended September 30, 2020 compared to the same period in 2019. Our operating earnings before other expenses, net from our operations in Germany represented 3%, of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The increase resulted primarily from the increase in our revenues in Germany.

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Spain. Our operating loss before other expenses, net, from our operations in Spain decreased 14% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Euro terms. Our operating loss before other expenses, net from our operations in Spain represented a loss of $11 million, which was a negative impact of 1% of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The decrease in our operating loss before other expenses, net, from our operations in Spain resulted primarily from the decrease in our revenues.

Israel. Our operating earnings before other expenses, net, from our operations in Israel increased 26% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Israeli New Shekel terms. Our operating earnings before other expenses, net from our operations in Israel represented 7%, of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The increase in Israel operating earnings resulted primarily from the increase in our revenues.

The Philippines. Our operating earnings before other expenses, net, from our operations in the Philippines decreased 14% in the nine-month period ended September 30, 2020 compared to the same period in 2019, 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, 2020, in Dollar terms. The decrease resulted primarily from the decrease in our revenues.

Rest of Europe, Middle East, Africa and Asia. Our operating earnings before other expenses, net, from our operations in the Rest of Europe, Middle East, Africa and Asia increased 25% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Euro terms. Our operating earnings before other expenses, net from our operations in the Rest of Europe, Middle East, Africa and Asia region represented 5%, of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. This increase relates primarily to costs and expenses reductions mainly in Croatia due to lower production costs and in Poland due to lower operating cost, as well as a decrease in fuels costs, partially offset by a decrease in our revenues.

(d) South, Central America and the Caribbean

Colombia. Our operating earnings before other expenses, net, from our operations in Colombia increase 11% in the nine-month period ended September 30, 2020 compared to the same period in 2019, 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, 2020, in Dollar terms. The increase resulted primarily from a reduction in production costs due to plant maintenance during 2019 as well as lower operating expenses for saving initiatives, partially offset by a decrease in our revenues.

Caribbean TCL. Our operating earnings before other expenses, net, from our operations in Caribbean TCL increased 14% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Trinidad and Tobago Dollar terms. Our operating earnings before other expenses, net from our Caribbean TCL operations represented 3% of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The increase resulted primarily from operational improvements and saving initiatives, partially offset by a decrease in our revenues.

Dominican Republic. Our operating earnings before other expenses, net, from our operations in the Dominican Republic increased 7% in the nine-month period ended September 30, 2020 compared to the same period in 2019, 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, 2020, in Dollar terms. The increase resulted primarily from a decrease in maintenance costs, lower distribution expenses and other operating expenses for saving initiatives.

Panama. Our operating earnings before other expenses, net, from our operations in Panama decreased significantly by 112% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Dollar terms. Our operating loss before other expenses, net from our operations in Panama represented a loss of $3 million, which was less than a negative impact of 1% of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The decrease resulted primarily from the decrease in our revenues.

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 increased 20% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Dollar terms. Our operating earnings before other expenses, net from our operations in the Rest of South, Central America and the Caribbean region represented 8% of our total operating earnings before other expenses, net for the nine-month period ended September 30, 2020, in Dollar terms. The increase resulted primarily from a benefit in Guatemala and Puerto Rico derived from lower variable cost and a strong effort to minimize operating expenses.

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Others. Our operating loss before other expenses, net, from our operations in our Others segment decreased 2% in the nine-month period ended September 30, 2020 compared to the same period in 2019, in Dollar terms. The decrease in operating loss before other expenses, net, resulted primarily from our saving initiatives.

Other Expenses, Net. Our other expenses, net, increased significantly, in Dollar terms, from an expense of $132 million in the nine-month period ended September 30, 2019 to an expense of $1,748 million in the same period in 2020. Other expenses, net, which includes impairment losses, restructuring cost, contingency expenses that were COVID-19 related, results from the sale of assets and others. The increase in our other expenses, net, in 2020 resulted primarily from a non-cash goodwill impairment. During the nine-month period ended September 30, 2020, considering the high volatility, lack of visibility, the economic environment and reduced outlook associated with the effects of the COVID-19 pandemic, in our operating segment in the United States, as compared to its valuation as of December 31, 2019, we reduced the cash flows projections period from seven to five years and reduced the expected long-term growth rate from 2.5% to 2.0%. As a result of these changes in assumptions, as of September 30, 2020, the net book value of our operating segment exceeded its value in use. Consequently, we recognized within other expenses, net, a non-cash goodwill impairment loss for an amount of $1,020 million. In addition, during the nine-month period ended September 30, 2020, we recognized non-cash impairment losses for these idle assets for an aggregate amount of $300 million, of which $97 million relate to assets in the United States mainly the North Brooksville plant, $198 million to assets in EMEAA mainly referring to the Lloseta and Gador plants in Spain and the South Ferriby plant in the UK, among minor adjustments in other countries, $19 million to assets in SCA&C mainly in connection with Panama’s kiln 1 and $13 million of other assets. We also recognized a non-cash impairment charge of $181 million associated with the operating permits related to such plant, considering that the book value of such permits will not be recovered through normal use before their expiration and $13 million of other intangible assets. Moreover, we had an increase in our severance payments in the nine-month period ended September 30, 2020 compared to the same period in 2019. See notes 2, 6, 13A and 14 to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

The most significant items included under this caption for the nine-month periods ended September 30, 2019 and 2020, are as follows:

Financial Expense. Our financial expense increased 14%, from $525 million in the nine-month period ended September 30, 2019 to $599 million in the same period in 2020, primarily attributable to premium payments and by an increase in our financial debt during the nine-month period ended September 30, 2020 compared to the same period in 2019. See notes 7A and 15A to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Financial Income and Other Items Net. Our financial income and other items, net, in Dollar terms, decreased 49%, from a loss of $39 million in the nine-month period ended September 30, 2019 to a loss of $20 million in the same period in 2020, mainly a result of the foreign exchange results due to the fluctuation of the Mexican peso versus the dollar, partially offset by the fluctuation of the Euro and the Colombian peso versus the dollar. Such gain in the foreign exchange results was partially offset by a loss for the nine-month period ended September 30, 2020 in connection with the results from financial instruments. See notes 7B and 15C to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

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The most significant items included under this caption for the nine-month periods ended September 30, 2019 and 2020 are as follows:

Income Taxes. Our income tax effect in the statements of operations, which is comprised of current income taxes plus deferred income taxes, decreased 53% from an expense of $151 million in the nine-month period ended September 30, 2019 to an expense of $71 million in the same period in 2020. The decrease was primarily attributable to an income in connection with the deferred tax expense. Our deferred income tax expense decreased significantly from an expense of $36 million in the nine-month period ended September 30, 2019 to an income of $50 million in the same period in 2020. Our current income tax expense increased 5%, from an expense of $115 million in the nine-month period ended September 30, 2019 to an expense of $121 million in the same period in 2020.

Net Income from Continuing Operations. For the reasons described above, our net income from continuing operations for the nine-month period ended September 30, 2020 decreased significantly, from a net income from continuing operations of $235 million in nine-month period ended September 30, 2019 to a net loss from continuing operations of $1,415 million in the same period in 2020. As a percentage of revenues, net income from continuing operations represented 2.4% for the nine-month period ended September 30, 2019 and a negative impact of 15.0% for the same period in 2020. See note 4A to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Discontinued Operations, Net of Tax. For the nine-month periods ended September 30, 2019 and 2020, our discontinued operations included in our consolidated statements of operations amounted to a net income from discontinued operations of $175 million and a net loss from discontinued operations of $105 million, respectively. As a percentage of revenues, discontinued operations, net of tax, represented 1.8% for the nine-month period ended September 30, 2019, and a negative impact of 1.1% for the same period in 2020. See note 4A to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Consolidated Net Income. For the reasons described above, which mainly reflect lower revenues and a negative variation in discontinued operations, our consolidated net income (before deducting the portion allocable to non-controlling interest) for 2020 decreased significantly, from a consolidated net income of $410 million in the nine-month period ended September 30, 2019 to a consolidated net loss of $1,520 million in the same period in 2020. As a percentage of revenues, consolidated net income represented 4.2% for the nine-month period ended September 30, 2019, and a negative impact of 16.1% for the same period in 2020.

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 41%, from an income of $29 million in the nine-month period ended September 30, 2019 to an income of $17 million in the same period in 2020, 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 0.3% and 0.2% for the nine-month periods ended September 30, 2019 and 2020, respectively. See note 18B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 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 significantly, from a controlling interest net income of $381 million in the nine-month period ended September 30, 2019 to a net loss of $1,537 million in the same period in 2020. As a percentage of revenues, controlling interest net income represented 3.9% for the nine-month period ended September 30, 2019, and a negative impact of 16.3% for the same period in 2020.

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Liquidity and Capital Resources

Operating Activities

We have satisfied our operating liquidity needs primarily through the 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, among other risks, 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, loans, proceeds of debt and equity offerings and proceeds from asset sales, including our account receivables securitizations. Our consolidated net cash flows provided by operating activities from continuing operations before financial expense, coupons on Perpetual Debentures and income taxes paid in cash (as defined in the 2019 Annual Report) increased by 6% from $1,232 million for the nine-month period ended September 30, 2019 to $1,313 million in the same period in 2020. See our financial statements of cash flows for the nine-month periods ended September 30, 2019 and September 30, 2020 included herein. CEMEX management is of the opinion that working capital is sufficient for our current requirements.

Sources and Uses of Cash

Our review of sources and uses of cash below refers to nominal amounts included in our consolidated statements of cash flows for the nine-month periods ended September 30, 2019 and 2020.

Our primary sources and uses of cash during the nine-month periods ended September 30, 2019 and 2020 were as follows:

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September 30, 2020. During the nine-month period ended September 30, 2020, excluding the negative foreign currency effect of our initial balances of cash and cash equivalents generated during the period of $2 million, there was an increase in cash and cash equivalents from continuing operations of $2,653 million. This increase was the result of (i) 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 $571 million, amounted to $742 million, (ii) our net cash flows provided by investing activities from continuing operations, which amounted to $340 million and (iii) our net cash flows cash flows provided by financing activities from continuing operations, which amounted to $1,571 million.

For the nine-month period ended September 30, 2020, our net cash flows provided by operating activities included cash flows used in changes in working capital, excluding income taxes, of $262 million, which was primarily comprised of trade receivables, other accounts receivable and other assets and trade payables for an aggregate amount of $457 million, partially offset by inventories and other accounts payable and accrued expenses for an aggregate amount of $195 million.

During the nine-month period ended September 30, 2020, our cash and cash equivalents increased mainly in connection with (i) our net cash flows used in operating activities from continuing operations after interest and coupons on Perpetual Debentures and income taxes paid in cash of $571 million, which amounted to $742 million; (ii) our net cash flows provided by investing activities from continuing operations of $340 million, which was primarily comprised of disposal and acquisition of subsidiaries and other disposal groups, net and non-current assets and others, net for an aggregate amount of $666 million, partially offset by investment in property, machinery and equipment, net and intangible assets, net for an aggregate amount of $326 million; and (iii) our net cash flows provided by our financing activities of $1,571 million, which include proceeds from debt, net of $2,463 million and derivative financial instruments of $10 million, partially offset by resources used in other financial obligations, net, share repurchase program, securitization of trade receivables and non-current liabilities, net, for an aggregate amount of $902 million.

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 $92 million, there was an increase in cash and cash equivalents from continuing operations of $29 million. This increase was the 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 $656 million, amounted to $576 million, our net cash flows provided by investing activities from continuing operations of $28 million, partially offset by our net cash flows used in financing activities from continuing operations of $575 million.

For the nine-month period ended September 30, 2019, our net cash flows provided by operating activities included cash flows used in working capital of $453 million, which was primarily comprised of trade receivables, trade payables and other accounts payable and accrued expenses, for an aggregate amount of $545 million, partially offset by other accounts receivable and other assets and inventories, for an aggregate amount of $92 million.

During the nine-month period ended September 30, 2019, our cash and cash equivalents increased mainly due to our net cash flows provided by operating activities from continuing operations after interest and coupons on Perpetual Debentures and income taxes paid in cash of $656 million, which amounted to $576 million and our net cash flows provided by investing activities from continuing operations of $28 million, which include disposal and acquisition of subsidiaries and other disposal groups, net, in the amount of $480 million, partially offset by investment in property, machinery and equipment, net, intangible assets and non-current assets and others, net, for an aggregate amount of $452 million, and were partially disbursed in connection with our net cash flows used in financing activities from continuing operations of $575 million, which include derivative financial instruments, proceeds from debt, net, other financial obligations, net, share repurchase programs, securitization of trade receivables, dividends paid and non-current liabilities.

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As of September 30, 2020, we had the following lines of credit, of which the only committed portion refers to the revolving credit facility under the 2017 Facilities Agreement, at annual interest rates ranging between 1.65% and 3.94%, depending on the negotiated currency:

As of September 30, 2020, CEMEX had $700 million available under the committed revolving credit tranche under the 2017 Facilities Agreement, and had $455 million available in other non-committed lines of credit. We expect that this, in addition to our $3,453 million in cash balance, as of September 30, 2020, and our historical capacity to refinance and replace current obligations, should enable us to meet any liquidity risk in the short term. See “Item 5—Operating and Financial Review and Prospects—Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” included in the 2019 Annual Report and “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information on the impact of COVID-19 on our debt and cash levels. See also “Recent Developments—Recent Developments Relating to Our Indebtedness—Other Developments Relating to Our Indebtedness.”

Capital Expenditures

Our capital expenditures incurred for the nine-month periods ended September 30, 2019 and 2020, and our expected capital expenditures for the remaining three-month period ended December 31, 2020, which include an allocation to 2020 of a portion of our total future committed amount, are as follows:

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For the nine-month periods ended September 30, 2019 and 2020, we incurred $604 million and $467 million in capital expenditures from our continuing operations, respectively. As of September 30, 2020, in connection with our significant projects, we had capital expenditure commitments of $333 million, including our capital expenditures estimated to be incurred in the three-month period ending December 31, 2020. A substantial portion of this amount was incurred during the remainder of 2020, based on the evolution of the related projects. Pursuant to the 2017 Facilities Agreement, as of September 30, 2020, we were prohibited from making aggregate annual capital expenditures in excess of $1.5 billion (which were limited to $1.2 billion pursuant to May 22, 2020 amendments to the 2017 Facilities Agreement (the “May 2020 Facilities Agreements Amendments”) from the effective date of the May 2020 Facilities Agreements Amendments until we delivered compliance certificate for two consecutive periods showing a consolidated leverage ratio of 5.25:1 or below pursuant, which we have delivered) 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 2017 Facilities Agreement), which capital expenditures, joint venture investments and acquisitions at any time then incurred are subject to a separate aggregate limit of (i) $500 million (or its equivalent) for CLH and its subsidiaries and (ii) $500 million (or its equivalent) for CHP and its subsidiaries. In addition, the amounts which we and our subsidiaries are allowed to put towards permitted acquisitions and investments in joint ventures cannot exceed certain thresholds as set out in the 2017 Facilities Agreement. See “Item 5—Operating and Financial Review and Prospects—Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” included in the 2019 Annual Report, “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” and “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for more information on the impact of COVID-19-related measures on our estimated capital expenditures for 2020 and amendments to our 2017 Facilities Agreement.

Our Indebtedness

As of September 30, 2020, we had $13,866 million (principal amount $13,918 million, excluding deferred issuance costs) of total debt plus other financial obligations in our statement of financial position, which does not include $446 million of Perpetual Debentures. Of our total debt plus other financial obligations, 26% were current (including current maturities of non-current debt) and 74% were non-current. As of September 30, 2020, 70% of our total debt plus other financial obligations was Dollar-denominated, 21% was Euro-denominated, 4% was Pound Sterling-denominated, 2% was Philippine Peso-denominated and immaterial amounts were denominated in other currencies. See note 15A to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

As of September 30, 2020, we reported an aggregate amount of outstanding debt of $3,280 million under the 2017 Facilities Agreement. As of September 30, 2020, we had $700 million available under the committed revolving credit tranche under the 2017 Facilities Agreement. See “Item 5—Operating and Financial Review and Prospects—Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” included in the 2019 Annual Report for more information on the impact of COVID-19 on our debt and cash levels. 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.” On September 10, 2020, we repaid $700 million of our $1,135 million committed revolving credit tranche under the 2017 Facilities Agreement. See “Recent Developments—Recent Developments Relating to Our Indebtedness—Other Developments Relating to Our Indebtedness.” 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 included in the 2019 Annual Report. As of September 30, 2020, we are in compliance with the applicable limitations and restrictions contained in the 2017 Facilities Agreement.

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See “Item 3—Key Information—Risk Factors—Risks Relating to Our Business—The 2017 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” included in the 2019 Annual Report and “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for a discussion of restrictions and covenants under the 2017 Facilities Agreement.

For a description of the Senior Secured Notes, see “Item 5—Operating and Financial Review and Prospects—Summary of Material Contractual Obligations and Commercial Commitments—Senior Secured Notes” included in the 2019 Annual Report, “Recent Developments—Recent Developments Relating to Our Indebtedness—Issuance of September 2030 Dollar Notes” and “Recent Developments—Recent Developments Related to our Indebtedness—Full Redemptions of June 2024 Euro Notes, April 2024 Dollar Notes and May 2025 Dollar Notes.” See “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral.

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.

In addition, as of September 30, 2020, (i) CEMEX Materials LLC was a borrower of $153 million (principal amount $150 million) under an indenture which is guaranteed by CEMEX Corp. and (ii) several of our other operating subsidiaries (excluding New Sunward) were borrowers under debt facilities or debt arrangements aggregating $413 million.

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Most of our current outstanding indebtedness was 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, or if because of the effects of the COVID-19 pandemic on financial institutions extending maturities to companies that have our credit rating or that are highly leveraged like us becomes more restrictive and our operating results worsen significantly, if we were unable to complete debt or equity offerings, or if we are unable to consummate asset sales 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.

Historically, we and our subsidiaries have 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 may be affected by current global economic conditions, including the effects of the COVID-19 pandemic in the financial sector and the ability of our lenders to grant waivers or amendments to companies that have our credit rating or that are highly leveraged like us, 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, 2020

The following is a description of our most important transactions related to our indebtedness during the nine-month period ended September 30, 2020:

On September 17, 2020, CEMEX, S.A.B. de C.V. issued $1.0 billion aggregate principal amount of September 2030 Dollar Notes in a transaction exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. The September 2030 Dollar Notes are guaranteed by CEMEX España, CEMEX Asia, CEMEX Concretos, CEMEX Corp., CEMEX Finance, Cemex Africa & Middle East Investments, CEMEX France, CEMEX Research Group and CEMEX UK. The payment of principal, interest and premium, if any, on such notes is secured by the Collateral and all proceeds of the Collateral. See “Recent Developments—Recent Developments Relating to Our Indebtedness—Issuance of September 2030 Dollar Notes.” and “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral.

On June 5, 2020, CEMEX, S.A.B. de C.V. issued $1.0 billion aggregate principal amount of 7.375% Senior Secured Notes due 2027 (the “June 2027 Dollar Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX España, CEMEX Asia, CEMEX Concretos, 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 of our obligations under the June 2027 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. See “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral.

On June 30, 2020, CHP reached an agreement with BDO Unibank, Inc. to amend the CHP Facility Agreement so that CHP is required to comply with the following financial covenants commencing on June 30, 2021, each of which is tested twice annually: (i) a ratio of consolidated total debt (as defined in the CHP Facility Agreement) to consolidated EBITDA (as defined in the CHP Facility Agreement) not exceeding 4.00x; and (ii) a ratio of consolidated EBITDA (as defined in the CHP Facility Agreement) to consolidated interest expense (as defined in the CHP Facility Agreement) not less than 4.00x. No other modifications to the terms and conditions to the CHP Facility Agreement were made.

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Effective May 22, 2020, regarding the 2017 Facilities Agreement, we negotiated, among other amendments, (a) modifications to the limits of the consolidated coverage ratio and the consolidated leverage ratio; (b) modifications to the applicable margin over LIBOR, or EURIBOR in relation to any Euro loan, depending on the consolidated leverage ratio, to accommodate for the increased leverage limits; and (c) certain temporary or circumstance-based limitations on our ability to execute certain capital expenditures, acquisitions, share buybacks and the granting of loans to third parties. See “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for a description of further amendments to the 2017 Facilities Agreement. See also “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral.

In order to strengthen our liquidity position, on March 20, 2020, we made a drawdown of $1.0 billion under our committed revolving credit facility under the 2017 Facilities Agreement. After the drawdown, we had $135 million available under such committed revolving credit facility. On April 1, 2020, we made an additional drawdown of the remaining amount under the committed revolving facility, resulting in such committed revolving facility being fully drawn. We also made drawdowns under our other credit lines and loans. The drawdowns had the effect of increasing our overall debt and cash levels in the short to medium term. On September 10, 2020, we repaid $700 million of our $1,135 million committed revolving credit tranche under the 2017 Facilities Agreement. See “Item 5—Operating and Financial Review and Prospects—Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” included in the 2019 Annual Report and “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” and “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement” for a discussion of restrictions and covenants under the 2017 Facilities Agreement.

On March 13, 2020, CEMEX, S.A.B. de C.V., in relation to the 3.720% Subordinated Optional Convertible Notes issued on (i) March 13, 2015 (the “March 2015 Convertible Notes”) and (ii) May 28, 2015 (the “May 2015 Convertible Notes,” and collectively with the March 2015 Convertible Notes, the “March 2020 Optional Convertible Subordinated Dollar Notes”), paid an amount equal to $521 million as full settlement for such notes, which matured, without conversion, except for $2,000 aggregate principal amount of our May 2015 Convertible Notes which, as of March 15, 2020, were converted into 185 ADSs of CEMEX, S.A.B. de C.V.

Our Other Financial Obligations

Other financial obligations in the consolidated statement of financial position as of December 31, 2019 and September 30, 2020 are detailed as follows:

As mentioned in note 2.6 to our audited consolidated financial statements included in the 2019 Annual Report, financial instruments convertible into CPOs and/or ADSs (each as defined in the 2019 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.

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Leases

We have several operating and administrative assets under lease contracts. As previously described, beginning January 1, 2019, we applied IFRS 16 using the full retrospective approach and re-presented the amounts in prior periods. We apply the recognition exemption for short-term leases and leases of low-value assets. See notes 13B and 15B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods September 30, 2020 and 2019 included herein.

Our Receivables Financing Arrangements

Our subsidiaries in Mexico, the U.S., 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, 2019 and September 30, 2020, trade accounts receivable included receivables of $682 million and $698 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 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 a certain number of 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 reserves amounted to $83 million and $142 million as of December 31, 2019 and September 30, 2020, respectively. Therefore, the funded amount to us was $599 million as of December 31, 2019 and $556 million as of September 30, 2020. The discount granted to the acquirers of the trade accounts receivable is recorded as financial expense and amounted to $19 million and $11 million in as of September 30, 2019 and 2020, respectively. Our securitization programs are usually negotiated for periods of one to two years and are usually renewed at their maturity. See notes 9 and 15B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

March 2020 Optional Convertible Subordinated Dollar Notes

During 2015, we issued, in March 2015 and May 2015, respectively, a total of $521 million aggregate principal amount of our March 2020 Optional Convertible Subordinated Dollar Notes as a result of exchanges or settlements of other convertible notes. On March 13, 2020, CEMEX paid to the trustee of the March 2020 Optional Convertible Subordinated Dollar Notes the amount of $521 million as full settlement or these notes that matured without conversion, except for $2,000 aggregate principal amount of our May 2015 Convertible Notes which, as of March 15, 2020, was converted into 185 ADSs. See note 16.2 to our audited consolidated financial statements, note 15B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein and “Item 5—Operating and Financial Review and Prospects—Recent Developments—Recent Developments Relating to our Indebtedness—Maturity of our March 2020 Optional Convertible Subordinated Dollar Notes” included in the 2019 Annual Report.

Perpetual Debentures

We define the Perpetual Debentures collectively, as the (i) Dollar-denominated 6.196% Fixed-to-Floating Rate Callable Perpetual Debentures issued by C5 Capital (SPV) Limited, (ii) Dollar-denominated 6.640% Fixed-to-Floating Rate Callable Perpetual Debentures issued by C8 Capital (SPV) Limited, (iii) 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. Unless the context otherwise requires, when we refer to the Perpetual Debentures (as defined above), we also include our dual-currency notes that underlie the Perpetual Debentures. See “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness, including our dual-currency notes underlying the Perpetual Debentures, to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral

As of December 31, 2019 and September 30, 2020, non-controlling interest stockholders equity included $443 million and $446 million, 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

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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 $22 million and $19 million for the nine-month periods ended September 30, 2019 and 2020, respectively. See note 18B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein. The different SPVs were established solely for purposes of issuing the Perpetual Debentures and are included in our audited consolidated financial statements included in the 2019 Annual Report. As of September 30, 2020, 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 2019 and 2020 annual general ordinary shareholders meetings held on March 28, 2019 and March 26, 2020, respectively, proposals were approved to set the amount of $500 million or its equivalent in Mexican Pesos, each year and until the next ordinary shareholders meeting, as the maximum amount of resources 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—Operating and Financial Review and Prospects—Recent Developments Recent Developments Relating to Our Shareholders Meeting” included in the 2019 Annual Report. We remain subject to certain restrictions regarding the repurchase of shares of our capital stock under the 2017 Facilities Agreement and the indentures governing the outstanding Senior Secured Notes. See “Recent Developments—Recent Developments Relating to Our Shareholders Meeting” included in the 2019 Annual Report for more information regarding our restrictions regarding repurchase of shares.

As of December 31, 2018, under the 2018 repurchase program, CEMEX, S.A.B. de C.V. repurchased 153.6 million CPOs at a weighted-average price in Mexican Pesos equivalent to $0.4883 per CPO. The total amount of these CPO repurchases, excluding fees and value-added tax, was $75 million. All the shares repurchased under the 2018 repurchase program were cancelled in 2019 by resolution of the CEMEX, S.A.B. de C.V. annual general ordinary shareholders meeting passed on March 28, 2019.

As of December 31, 2019, under the 2019 repurchase program, CEMEX, S.A.B. de C.V. repurchased 157.7 million CPOs, at a weighted-average price in Mexican Pesos equivalent to $0.3164 per CPO. The total amount of these CPO repurchases, excluding fees and value-added tax, was $50 million. On March 26, 2020, CEMEX, S.A.B. de C.V. held its ordinary general shareholders meeting at which the shareholders of CEMEX, S.A.B. de C.V. approved, among other things the cancellation of shares of CEMEX, S.A.B. de C.V. that were repurchased under the 2019 repurchase program.

From March 10, 2020 to March 24, 2020, under the 2019 repurchase program authorized at CEMEX, S.A.B. de C.V.’s ordinary general shareholders meeting held on March 28, 2019, CEMEX, S.A.B. de C.V. repurchased 378.2 million CPOs, which represented 2.5% of CEMEX, S.A.B. de C.V.’s outstanding share capital as of December 31, 2019, at a weighted-average price of 5.01 Pesos per CPO, which was equivalent to an amount $83.2 million, excluding value-added tax. CEMEX, S.A.B. de C.V. did not repurchase any other CPOs between January 1, 2020 and March 10, 2020 and has not repurchased any additional CPOs since March 24, 2020. On April 8, 2020, we announced that, to enhance our liquidity, we suspended the CEMEX, S.A.B. de C.V. share repurchase program for the remainder of 2020.

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The 2017 Facilities Agreement

On July 19, 2017, we and certain of our subsidiaries entered into the facilities agreement, dated as of July 19, 2017, as amended and/or restated from time to time, including as amended on April 2, 2019, November 4, 2019, May 22, 2020 and October 13, 2020 (the “2017 Facilities Agreement”) for an amount in different currencies equivalent to $4.1 billion (in 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 and October 2019, we obtained the requisite consents from lenders under the 2017 Facilities Agreement to make certain amendments to the 2017 Facilities Agreement and entered into an amendment and restatement agreement to the 2017 Facilities Agreement, on April 2, 2019 and November 4, 2019, respectively. See “ —Liquidity and Capital Resources—Our Indebtedness” and “ —Liquidity and Capital Resources—Relevant Transactions Related to Our Indebtedness in 2019” included in the 2019 Annual Report for a discussion of such amendments. Effective May 22, 2020, we negotiated, among other amendments, (a) modifications to the limits of the consolidated coverage ratio and the consolidated leverage ratio; (b) modifications to the applicable margin over LIBOR, or EURIBOR in relation to any Euro loan, depending on the consolidated leverage ratio, to accommodate for the increased leverage limits; and (c) certain temporary or circumstance-based limitations on our ability to execute certain capital expenditures, acquisitions, share buybacks and the granting of loans to third parties. Further, effective October 13, 2020, we negotiated, among other amendments, (a) extending $1.1 billion of term loan maturities by three years, from 2022 to 2025 and $1.1 billion of commitments under the revolver credit facility by one year, from 2022 to 2023; (b) the inclusion of five sustainability metrics, including reduction of net CO2 emissions per cementitious product and power consumption from green energy in cement, among other indicators; (c) redenominating $313 million of previous Dollar exposure under the terms loan to Mexican Pesos, and $82 million to Euros; and (d) amending the consolidated leverage ratio from 7.00x to a limit of 6.25x for the periods ending on September 30, 2020, December 31, 2020 and March 31, 2021. See “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement.”

As of September 30, 2020, we reported an aggregate principal amount of outstanding debt of $3,311 million under the 2017 Facilities Agreement. The 2017 Facilities Agreement is secured by a first-priority security interest in the Collateral and all proceeds of such Collateral. As of July 19, 2017, commitments initially available under the 2017 Facilities Agreement included (i) €741 million, (ii) £344 million and (iii) $2,746 million, out of which $1,135 million were in the revolving credit facility tranche of the 2017 Facilities Agreement. As of September 30, 2020, the 2017 Facilities Agreement had an amortization profile, considering all commitments of $0 million in 2020, $633 million in 2021, $1,599 million in 2022, $537 million in 2023 and $511 million in 2024. See “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral. See also “Recent Developments—Recent Developments Relating to Our Indebtedness—Other Developments Relating to Our Indebtedness.”

Our failure to comply with restrictions and covenants under the 2017 Facilities Agreement, as amended, could have a material adverse effect on our business and financial conditions.

For a discussion of restrictions and covenants under the 2017 Facilities Agreement, see “Item 3—Key Information—Risk Factors—Risks Relating to Our Business—The 2017 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” included in the 2019 Annual Report and “Recent Developments—Recent Developments Relating to Our Indebtedness—Amendments to the 2017 Facilities Agreement.”

Senior Secured Notes

We refer to the January 2025 Dollar Notes, December 2024 Euro Notes, March 2026 Euro Notes, April 2026 Dollar Notes, November 2029 Dollar Notes, June 2027 Dollar Notes and September 2030 Dollar Notes collectively as the Senior Secured Notes. See “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España” for a description of the circumstances whereby (i) New Sunward ceased to guarantee our indebtedness that it had guaranteed and CEMEX España succeeded to all of New Sunward’s rights and obligations, including, without limitation (and to the extent CEMEX España was not already a guarantor) the obligation to guarantee our indebtedness to the extent New Sunward had guaranteed such indebtedness; and (ii) the shares of New Sunward that were pledged or transferred to trustees under security trusts to benefit certain of our secured creditors ceased to be part of the Collateral as such shares no longer exist. Our subsidiaries that were shareholders of New

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Sunward and that received shares of CEMEX España as a result of the merger have pledged their shares in CEMEX España as part of the Collateral. See also “Recent Developments—Recent Developments Related to our Indebtedness—Full Redemptions of June 2024 Euro Notes, April 2024 Dollar Notes and May 2025 Dollar 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 additional debt; (iii) change CEMEX’s business or the business of any obligor or material subsidiary (in each case, as defined in the 2017 Facilities Agreement); (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 of 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.

January 2025 Dollar Notes. On September 11, 2014, CEMEX, S.A.B. de C.V. issued $1.1 billion aggregate principal amount of its 5.700% Senior Secured Notes due 2025 (the “January 2025 Dollar Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX Concretos, 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 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.

April 2026 Dollar Notes. On March 16, 2016, CEMEX, S.A.B. de C.V. issued $1.0 billion aggregate principal amount of its 7.75% Senior Secured Notes due 2026 (the “April 2026 Dollar Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX España, CEMEX Asia, CEMEX Concretos, 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 April 2026 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.

December 2024 Euro Notes. On December 5, 2017, CEMEX, S.A.B. de C.V. issued €650 million aggregate principal amount 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 España, CEMEX Asia, CEMEX Concretos, 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 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 €400 million aggregate principal amount of its 3.125% Euro-denominated Senior Secured Notes due 2026 (the “March 2026 Euro Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX España, CEMEX Asia, CEMEX Concretos, 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 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.

November 2029 Dollar Notes. On November 19, 2019, CEMEX, S.A.B. de C.V. issued $1.0 billion aggregate principal amount of its 5.450% Senior Secured Notes due 2029 (the “November 2029 Dollar Notes”) in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX España, CEMEX Asia, CEMEX Concretos, 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 November 2029 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 2027 Dollar Notes. On June 5, 2020, CEMEX, S.A.B. de C.V. issued $1.0 billion aggregate principal amount of the June 2027 Dollar Notes in transactions exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX España, CEMEX Asia, CEMEX Concretos, 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 of our obligations under the June 2027 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.

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September 2030 Dollar Notes. On September 17, 2020, CEMEX, S.A.B. de C.V. issued $1.0 billion aggregate principal amount of the September 2030 Dollar Notes in a transaction exempt from registration pursuant to Rule 144A and Regulation S under the Securities Act. CEMEX España, CEMEX Asia, CEMEX Concretos, 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 of our obligations under the September 2030 Dollar Notes. The payment of principal, interest and premium, if any, on such notes is secured by the Collateral and all proceeds of the Collateral. See “Recent Developments—Recent Developments Relating to Our Indebtedness—Issuance of September 2030 Dollar Notes.”

Convertible Notes

March 2020 Optional Convertible Subordinated Dollar Notes. During 2015, CEMEX, S.A.B. de C.V. issued in March 2015 and May 2015, respectively, a total of $521 million aggregate principal amount of its March 2020 Optional Convertible Subordinated Dollar Notes.

On March 13, 2020, CEMEX paid to the trustee of the March 2020 Optional Convertible Subordinated Dollar Notes the amount of $521 million as full settlement of the March 2020 Optional Convertible Subordinated Dollar Notes that matured, without conversion, except for $2,000 aggregate principal amount of our May 2015 Convertible Notes which, as of March 15, 2020, was converted into 185 ADSs. See note 16.2 to our audited consolidated financial statements and “Item 5—Operating and Financial Review and Prospects—Recent Developments—Recent Developments Relating to our Indebtedness—Maturity of our March 2020 Optional Convertible Subordinated Dollar Notes” included in the 2019 Annual Report and note 15B to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Commercial Commitments

On July 27, 2012, we entered into a Master Professional Services Agreement with IBM. This agreement provides the framework for the ordinary course of business-related 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 $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 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 six-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 S.L.L. (“Pumping Team”) specializing in the supply of ready-mix concrete pumping services, for an aggregate price of $88 million, which included the sale of fixed assets for $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 such term for three additional years, for an aggregate initial amount of $71 million, which are recognized each period as services are rendered. The agreement includes the possibility of a contingent revenue subject to results, productivity and term extension fees for up to $30 million, linked to annual metrics within the first five years of the agreement. In the three years of operation under the agreements from May 2017 to April 2020, we have paid an aggregate amount of Ps$91.7 million ($4.4 million, based on an exchange rate of Ps20.6149 to $1.00) related to this contingent revenue.

As of September 30, 2020, 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 December 31, 2019 and September 30, 2020, 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

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 CEMEX, S.A.B. de C.V.’s 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, 2018 and 2019, these strategies were sometimes complemented by the use of derivative financial instruments. See notes 16.4 and 16.5 to our audited consolidated financial statements included in the 2019 Annual Report.

During the reported periods, in compliance with the guidelines established by our Risk Management Committee, the restrictions set forth by our debt agreements and our hedging strategy, we held derivative instruments, with the objectives of, as the case may be: (a) changing the risk profile or fixing the price of fuels and electric energy; (b) foreign exchange hedging; (c) hedge of forecasted transactions; and (d) other corporate purposes. See note 16.4 to our audited consolidated financial statements included in the 2019 Annual Report and note 15C to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

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As of December 31, 2019 and September 30, 2020, the notional amounts and fair values of our derivative instruments were as follows:

Our Net Investment Hedge. As of December 31, 2019 and September 30, 2020, we held Dollar/Mexican Peso foreign exchange forward contracts under a program that started in February 2017 with a target notional of approximately $1,250 million, where Mexican Pesos are sold and Dollars are bought forward with tenors of up to 24 months. During the first quarter of 2020 and as a result of the scheduled maturity of transactions, as well as the adjustments made to the program, the notional and the tenor of the program decreased. For accounting purposes under IFRS, we have designated this program as a hedge of our 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 equity. For the nine-month periods ended September 30, 2019 and 2020, these contracts generated losses of $55 million and gains of $135 million, respectively, which partially offset currency translation results recognized in equity generated from our net assets denominated in Mexican Pesos due to the depreciation of the Mexican Peso during this nine-month periods in 2019 and 2020, respectively.

Foreign Exchange Forward Contracts. As of September 30, 2020, we held Dollar/Mexican Peso, Dollar/Euro and Dollar/British Pound foreign exchange forward contracts in which Dollars and Mexican Pesos are sold and Euros and British Pounds are bought, negotiated in connection with the voluntary prepayment and currency exchanges under the 2017 Facilities Agreement, for a combined notional amount of $397 million. For the nine-month period ended September 30, 2020, the aggregate results of these instruments, including the effects resulting from positions entered and settled, generated gains of $0.4 million, recognized within Financial income and other items, net in the income statement. Additionally, as of September 30, 2020, we held Dollar/Euro foreign exchange forward contracts in which Dollars are sold and Euros are bought, negotiates in connection with the redemption of the 4.625% Senior Secured Notes due 2024, for a notional amount of $487 million. For the nine-month period ended September 30, 2020, the aggregate results of these instruments, including the effects resulting from positions entered and settled, generated losses of $0.4 million, recognized within Financial income and other items, net in the statement of operation. See note 15C to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

Our Equity Forward Contracts on Third-Party Shares. As of December 31, 2019 and September 30, 2020, we maintained equity forward contracts with cash settlement in March 2021, over the price of 13.9 million shares of Grupo Cementos de Chihuahua, S.A.B. de C.V. (“GCC”), and 12.8 million shares of GCC, respectively, in connection with our sale of GCC shares in September 2017. During the year ended December 31, 2019 and the nine-month period ended September 30, 2020, we early settled a portion of these contracts for 6.9 million shares and 1.2 million shares, respectively. Changes in the fair value of these instruments and early settlement effects generated gains of $3 million in the nine-month period ended September 30, 2019, and losses of $11 million in the nine-month period ended September 30, 2020 recognized within Financial income and other items, net in the statement of operations. See “Recent Developments—Other Recent Developments—Equity Forward Contracts on Third-Party Shares.”

Our Interest Rate Swaps. As of December 31, 2019 and September 30, 2020, CEMEX held interest rate swaps for a notional amount of $1.0 billion, the fair value of which represented a liability of $35 million and $45 million, respectively, negotiated in June 2018 to fix interest payments of existing bank loans bearing floating rates. The contracts mature in June 2023. During September 2020, CEMEX amended one of the interest rate forward swap contracts to reduce the weighted strike from 3.05% to 2.56% paying $14 million. 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 allocated through financial expense as the interest expense of the related bank loans is accrued. For the nine-month periods ended in September 30, 2019 and 2020, changes in fair value of these contracts generated losses of $34 million and losses of $11 million, respectively, recognized in other comprehensive income.

As of September 30, 2019, we had an interest rate swap associated with an agreement entered into by us for the acquisition of electric energy in Mexico, the fair value of which represented an asset of $10 million. Changes in the fair value of this interest rate swap generated, for the nine-month period ended September 30, 2019, losses of $0.2 million recognized within “Financial income and other items, net” in the statement of operations. During November 2019, we unwound and settled this interest rate swap.

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Our Fuel Price Hedging Derivatives. As of December 31, 2019 and September 30, 2020, we maintained forward and option contracts negotiated to hedge the price of certain fuels, including diesel, and gas, as solid fuel, in several operations for aggregate notional amounts of $96 million and $149 million, respectively, with an estimated aggregate fair value representing assets of $1 million in 2019 and liabilities of $15 million in 2020. 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 consumption, and as such, changes in fair value are recognized temporarily through other comprehensive income and are recycled to operating expenses as the related fuel volumes are consumed. For the nine-month periods ended September 30, 2019 and 2020, changes in fair value of these contracts recognized in other comprehensive income represented gains of $12 million and losses of $16 million, respectively.

With respect to our existing financial derivatives, we may incur net losses and be subject to margin calls that will require cash. Likewise, if we enter into new derivative financial instruments, we may incur net losses and be subject to margin calls. The cash required to cover the 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. See notes 16.4 and 16.5 to our audited consolidated financial statements included in the 2019 Annual Report.

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.

Interest Rate Risk, Foreign Currency Risk and Equity Risk

Interest Rate Risk. The table below presents tabular information of our fixed and floating rate non-current foreign currency-denominated debt as of September 30, 2020. Average floating interest rates are calculated based on forward rates in the yield curve as of September 30, 2020. Future cash flows represent contractual principal payments. The fair value of our floating rate non-current debt is determined by discounting future cash flows using borrowing rates available to us as of September 30, 2020 and is summarized as follows:

As of September 30, 2020, 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 non-current debt bore floating rates at a weighted average interest rate of LIBOR plus 269 basis points, taking into account the effect of in the interest rate swap. As of September 30, 2020, 21% of our foreign currency-denominated non-current debt bore floating rates at a weighted average interest rate of LIBOR plus 310 basis points, taking into account the effect of in the interest rate swap. As of September 30, 2019 and 2020, if interest rates at that date had been 5% higher, with all other variables held constant, our net income for the nine-month periods ended September 30, 2019 and 2020 would have been reduced by $14 million and $13 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 us during the nine-month periods ended September 30, 2019 and 2020. See notes 15A and 15C to our unaudited condensed consolidated financial statements as of September 30, 2020 and December 31, 2019 and for the nine-month periods ended September 30, 2020 and 2019 included herein.

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Foreign Currency Risk. Due to our geographic diversification, our revenues are generated in various countries and settled in different currencies. However, some of our production costs, including fuel and energy, and some of our cement prices, are periodically adjusted to take into account fluctuations between the Dollar and the other currencies in which we operate. For the nine-month period ended September 30, 2020, 20% of our revenues, before eliminations resulting from consolidation, were generated in Mexico, 30% in the United States, 5% in the United Kingdom, 6% in France, 4% in Germany, 2% in Spain, 5% in Israel, 3% in the Philippines, 7% in the Rest of Europe, Middle East, Africa and Asia, 3% in Colombia, 2% in Caribbean TCL, 2% in the Dominican Republic, 1% in Panama, 4% in the Rest of the SCA&C region and 6% from our Other operations.

As of September 30, 2020, 70% of our total debt plus other financial obligations was Dollar-denominated, 21% was Euro-denominated, 4% was Pound Sterling-denominated, 2% was Philippine Peso-denominated and immaterial amounts were denominated in other currencies, which does not include $446 million of Perpetual Debentures. Therefore, we had a foreign currency exposure arising from the debt plus other financial obligations denominated in Dollars and the debt and other financial obligations denominated in Euros versus the currencies in which our revenues are settled in most countries in which we operate. We cannot guarantee that we will generate sufficient revenues in Dollars and Euros from our operations to service these obligations. As of September 30, 2019, and 2020, CEMEX had not implemented any derivative financing hedging strategy to address this foreign currency risk.

Equity Risk. Equity risk represents the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in the market price of CEMEX, S.A.B. de C.V.’s and/or a third party’s shares. As described above, we have entered into equity forward contracts on GCC shares. Under these equity forward contracts, there is a direct relationship in the change in the fair value of the derivative with the change in price of the underlying share.

As of September 30, 2019 and 2020, the potential change in the fair value of our forward contracts in GCC shares that would result from a hypothetical, instantaneous decrease of 10% in the market price of GCC shares in Dollars, with all other variables held constant, our net income for the nine-month period ended September 30, 2020 and 2019 would have been reduced by $6 million and $9 million, respectively, as a result of additional negative changes in fair value associated with these forward contracts. A 10% hypothetical increase in the price of GCC shares during such period would have generated approximately the opposite effect.

Liquidity Risk. Liquidity risk represents the risk that we will not have sufficient funds available to meet our obligations. In addition to cash flows provided by our operating activities, in order to meet our overall liquidity needs for operations, servicing debt and funding capital expenditures and acquisitions, we 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 asset sales. We are exposed to risks from changes in foreign currency exchange rates, prices 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 affect our results and reduce cash from operations.

As of September 30, 2020, current liabilities, which included $3,539 million of current maturities of debt and other financial obligations, exceeded current assets by $648 million. For the nine-month period ended September 30, 2020, we generated net cash flows provided by operating activities from continuing operations of $1,313 million, before payments of interest and income taxes. Our management believes that we will generate sufficient cash flows from operations in the following twelve months to meet our needs of cash. In addition, as of September 30, 2020, we had $700 million available under the committed revolving credit tranche under the 2017 Facilities Agreement and had $455 million available under other uncommitted lines of credit. We expect that this, in addition to our proven capacity to continually refinance and replace current obligations, will enable us to meet any liquidity risk in the short term. See “Risk Factors—Risks Relating to Our Business—The COVID-19 outbreak could materially adversely affect our financial condition and results of operations” and “Recent Developments—Recent Developments Relating to Effects of COVID-19 on Our Business and Operations” for more information on our liquidity position and on risks to our business mainly caused by the COVID-19 pandemic.

Investments and Acquisitions

The transactions described below represent our principal investments, acquisitions and divestitures completed during the nine-month period ended September 30, 2020.

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Divestitures

OUR CORPORATE STRUCTURE AS OF SEPTEMBER 30, 2020

CEMEX, S.A.B. de C.V. is an operating and a holding company that, in general, operates its business through subsidiaries which, in turn, hold interests in CEMEX’s cement and ready-mix concrete operating companies, as well as other businesses. The following chart summarizes CEMEX’s corporate structure as of September 30, 2020. The chart also shows for each company, unless otherwise indicated, CEMEX’s approximate direct or indirect, or consolidated, percentage equity ownership or economic interest, or percentage of shares in certain subsidiaries that are part of the Collateral. The chart has been simplified to show only some of CEMEX’s major holding companies and/or operating companies in most of the main countries in which CEMEX operates, and/or relevant companies in which CEMEX holds a significant direct or indirect interest, and does not include all of CEMEX’s operating subsidiaries and its intermediate holding companies. For a description of developments relating to our corporate structure which are not reflected below, see “Recent Developments—Other Recent Developments—Effectiveness of Merger of New Sunward with and into CEMEX España.”, “Recent Developments—Recent Developments Relating to Our Investments and Acquisitions—Tender Offer for Outstanding Shares of CLH.” and “Recent Developments—Recent Developments Relating to Our Investments and Acquisitions—Increase of Our Interest in CEMEX Holding Philippines, Inc.”

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INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

F-1

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

Condensed Consolidated Statements of Operations

(Millions of U.S. Dollars, except for earnings per share)