Leading Global Cement Producer in $1.5 Billion Equity Offering

October 3, 2005

Cleary Gottlieb represented Citigroup Global Markets Inc. and J.P. Morgan Securities Inc. as joint bookrunning managers in cement producer CEMEX’s registered global offering of 30.99 million American Depository Shares (“ADSs”). Citigroup also acted as global coordinator for the approximately $1.5 billion transaction.

In the United States and other countries, CEMEX offered 22.9 million ADSs at $49.50 per ADS. CEMEX also offered 80.5 million Ordinary Participation Certificates (“CPOs”) in Mexico for $4.95 per CPO, as well as 2.96 million ADSs and 10.37 million CPOs offered upon the underwriters’ exercise in full of their over-allotment option. Each ADS represents ten CPOs.

The principal purpose of the offering was to unwind forward contracts in CEMEX shares between CEMEX and several banks. The ADSs and CPOs sold in the offering were previously acquired by the forward banks in open market purchases to hedge their exposure under the forward contracts. CEMEX sold its ADSs and CPOs in primary offerings through a Mexican trust to which the forward banks had previously transferred their CEMEX shares. CEMEX then used the offering proceeds to pay the forward banks the approximately $1.3 billion forward purchase price before directly collecting the remaining proceeds of approximately $197.5 million.

CEMEX is the third-largest cement company in the world, with operations in North America, Europe, South America, Central America, the Caribbean, Africa, the Middle East and Asia.