CEMEX’s $1 Billion Offering

Cleary Gottlieb represented initial purchasers BNP Paribas, BofA Securities, Citigroup, J.P. Morgan, Mizuho, BBVA, Credit Agricole CIB, HSBC, ING, IMI - Intesa Sanpaolo, and SMBC Nikko in $1 billion subordinated notes offering by CEMEX.

The notes are perpetual and have no fixed maturity date, mandatory redemption date or sinking fund provision.

CEMEX intends to use the proceeds of the offering for general corporate purposes, including the refinancing of existing indebtedness. The offering was conducted as a private placement under Rule 144A of the Securities Act of 1933 and outside of the United States in reliance on Regulation S. The transaction priced on June 4, 2025, and closed on June 10, 2025.

Cleary has been counsel in a number of CEMEX-related matters, including as counsel to the bank steering committees in CEMEX’s restructuring of approximately $15 billion of its debt in 2009 and further restructuring of approximately $7 billion in 2012. Since 2009, Cleary has acted as counsel to initial purchasers in the issuance of approximately $26.3 billion in high-yield bonds and convertible debentures by CEMEX.

CEMEX is one of the largest cement companies in the world based on annual installed cement production capacity and one of the largest ready-mix concrete companies worldwide. CEMEX primarily engages in the production, distribution, marketing, and sale of cement, ready-mix concrete, aggregates, and clinker.