building a STRONGER foundation - Cemex
building a STRONGER foundation - Cemex
building a STRONGER foundation - Cemex
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Private Cash Tender Offer to Holders of CBs. In March 2011, we used cash deposited in a CB reserve created with proceeds<br />
from the offering of the January 2011 Notes to prepay approximately Ps691 million (approximately U.S.$56 million based on<br />
prevailing exchange rates as of December 31, 2010) of CBs, in connection with a private cash tender offer to holders of CBs in<br />
Mexico for up to approximately Ps999 million (approximately U.S.$81 million based on prevailing exchange rates as of December 31,<br />
2010). After these prepayments, we had approximately Ps308 million (approximately U.S.$25 million based on prevailing exchange<br />
rates as of December 31, 2010) of CBs outstanding, which are due on September 15, 2011 and for which we have created a CB<br />
reserve.<br />
2011 Amendments to the Financing Agreement. On April 12, 2011, we obtained consents from the required lenders and our<br />
major creditors under the Financing Agreement to make certain amendments to the Financing Agreement to allow us to retain funds in<br />
the CB reserve from disposal proceeds, permitted fundraisings and cash in hand, to meet CBs maturing in April and September 2012.<br />
Offering of 2015 Floating Rate Senior Secured Notes. On April 5, 2011, we closed the offering of U.S.$800 million aggregate<br />
principal amount of Floating Rate Senior Secured Notes due 2015, in a transaction exempt from registration pursuant to Rule 144A<br />
and Regulation S under the Securities Act. The payment of principal, interest and premium, if any, on the April 2011 Notes is fully<br />
and unconditionally guaranteed by CEMEX México, New Sunward and CEMEX España. The April 2011 Notes are secured by a firstpriority<br />
security interest over the Collateral and all proceeds of such Collateral. The April 2011 Notes were issued at a price of<br />
U.S.$99.001 per U.S.$100 principal amount. The net proceeds from the offering, approximately U.S.$788 million, were used to repay<br />
indebtedness under the Financing Agreement.<br />
Recent Developments Relating to Changes in Our Senior Management Team<br />
On April 11, 2011, we announced changes to our senior management team effective April 12, 2011. Our operations, now<br />
organized under six regions, will be led by the following executives, all of whom have served previously in various senior level<br />
operating positions within the company:<br />
Jaime Elizondo, President of CEMEX South America and Caribbean, who will also oversee Global Procurement;<br />
Joaquin Estrada, President of CEMEX Asia, who will also oversee Global Trading;<br />
Ignacio Madridejos, President of CEMEX Northern Europe, who will also oversee Global Energy and Sustainability;<br />
Jaime Muguiro, President of CEMEX Mediterranean;<br />
Juan Romero, President of CEMEX Mexico, who will also oversee Global Technology; and<br />
Karl Watson, Jr., President of CEMEX USA.<br />
Additionally, Fernando A. González was appointed Executive Vice President of Finance and Administration and also assumed<br />
the role of Chief Financial Officer; Juan Pablo San Agustin assumed the role of Executive Vice President for Strategic Planning and<br />
Business Development; and Luis Hernandez assumed the role of Executive Vice President for Organization and Human Resources.<br />
These nine executives will report directly to CEMEX’s Chairman and Chief Executive Officer, Lorenzo H. Zambrano, and, with<br />
him, comprise the company’s ten member Executive Committee.<br />
In addition, two long serving executives left their operating functions, and continue to work for the Company in other roles.<br />
Francisco Garza, former President for CEMEX Americas, now serves as Vice Chairman of the Board of CEMEX Mexico, Chairman<br />
of the newly created CEMEX Latin America Advisory Board, and continues supporting CEMEX’s high-level Public Affairs activities<br />
both in Mexico and in Latin America. Víctor Romo, former Executive Vice President of Administration, continues to participate in<br />
CEMEX as Advisor to the Chairman and coordinate Board Committees, as well as support other strategic initiatives.<br />
Finally, we also announced the early retirement of Rodrigo Treviño, former Chief Financial Officer.<br />
We believe these changes will result in an organizational structure that is more effective in its decision-making processes and<br />
more focused on our customers and markets.<br />
Recent Developments Relating to Our Securitization Programs<br />
On May 5, 2011, we extended our accounts receivable securitization program for our operations in Spain five years for up to<br />
€100 million in funded amounts. As a result, this program will expire on May 5, 2016.<br />
On May 17, 2011, we extended our accounts receivable securitization program for our operations in the United States two years<br />
for up to U.S.$275 million in funded amounts. As a result, this program will expire on May 17, 2013.<br />
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