CEMEX, S.A.B. de C.V. (“CEMEX”) (NYSE: CX) announced today that it has
entered into a new credit agreement for U.S.$1.35 billion (the "Credit
Agreement"), with nine of the main lending banks from its Facilities
Agreement dated September 17, 2012 (as amended from time to time, the
"Facilities Agreement".)
The main terms of the new Credit Agreement, which represent an
improvement over the main terms of the existing Facilities Agreement,
are as follows:
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An average 4-year term with equal semi-annual payments of principal of
20% each, beginning on the third anniversary of the Credit Agreement
and with the last payment on September 2019.
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A spread over LIBOR of between 250 and 375 basis points, depending on
the level of leverage of CEMEX.
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A revolving credit tranche of 40% of the total principal amount with
the same maturity.
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Improvements in certain covenants and undertakings that will provide
more flexibility to CEMEX.
"We are very pleased with the improved terms of this transaction which
reflect the better credit profile that CEMEX has achieved in the last
years. It also represents CEMEX’s return to the syndicated bank market
under conventional conditions," said Jose Antonio Gonzalez, CEMEX’s
Chief Financial Officer. "We appreciate the confidence of the
participating banks and look forward to their continued support."
The proceeds from the Credit Agreement will initially be used to
refinance U.S.$1.35 billion of indebtedness under the Facilities
Agreement. Following such repayment, and along with the repayment of
U.S.$350 million from the proceeds of its senior secured notes issued on
September 11, 2014, CEMEX will have repaid an aggregate amount of
U.S.$1.7 billion of indebtedness under the Facilities Agreement during
September and October of 2014, reducing the total outstanding principal
balance to approximately U.S.$2.475 billion and avoiding a contingent
payment of a quarterly fee of 0.50% over the outstanding amount under
the Facilities Agreement from the third quarter of 2015 onwards. In a
second phase of this process, which begins today, CEMEX will be inviting
other banks to participate in this transaction, with any additional
funds also to be applied initially toward the repayment of indebtedness
under the Facilities Agreement.
The Credit Agreement includes the same guarantors as the Facilities
Agreement and shares in the same collateral pledged in favor of the
lenders under the Facilities Agreement and other secured obligations of
CEMEX. The Credit Agreement contains similar collateral release
provisions as the Facilities Agreement.
Leverage and interest coverage covenants in the Credit Agreement will
mirror those currently established in the Facilities Agreement until
December 2016. Thereafter, for the period commencing after December 2016
and up to September 2019, the leverage and interest coverage covenants
will be set at a maximum of 4.25x and a minimum of 2.25x, respectively.
The terms of the Credit Agreement provide CEMEX greater flexibility to
obtain financing and to make investments than the terms under the
existing Facilities Agreement. In addition, the mandatory prepayments
framework in the Credit Agreement allows more discretion to CEMEX in the
use of its cash, as compared to the existing Facilities Agreement.
Additionally, CEMEX will submit a consent request to amend the
Facilities Agreement to conform the terms of certain provisions of the
Facilities Agreement to those of the Credit Agreement. Such amendments
require the approval of 66.67% of the current creditors under the
Facilities Agreement. However, if any of the requested amendments to the
Facilities Agreement are not obtained within 90 days from the signing of
the Credit Agreement, the respective provisions of the Credit Agreement
shall be amended to reflect current conditions in the Facilities
Agreement.
The nine banks that are currently participating in the Credit Agreement
as joint mandated lead managers and joint bookrunners and that are,
directly or through their affiliates, also lenders are Banco Santander
(México), S.A., Institución de Banca Múltiple; Grupo Financiero
Santander México; BBVA Securities Inc.; BNP Paribas Securities Corp.;
Citigroup Global Markets Inc.; Crédit Agricole Corporate and Investment
Bank; HSBC México, S.A., Institución de Banca Múltiple, Grupo Financiero
HSBC; ING Capital LLC; J.P. Morgan Securities LLC; and Merrill Lynch,
Pierce, Fenner & Smith Incorporated.
CEMEX is a global building materials company that provides high-quality
products and reliable services to customers and communities in more than
50 countries. CEMEX has a rich history of improving the well-being of
those it serves through innovative building solutions, efficiency
advancements, and efforts to promote a sustainable future.
This press release contains forward-looking statements and
information that are necessarily subject to risks, uncertainties, and
assumptions. No assurance can be given that the transactions described
herein will be consummated or as to the ultimate terms of any such
transactions. CEMEX assumes no obligation to update or correct the
information contained in this press release.
Copyright Business Wire 2014