CEMEX Finance LLC PURCHASE AGREEMENTPurchase Agreement • June 30th, 2010 • Cemex Sab De Cv • Cement, hydraulic • New York
Contract Type FiledJune 30th, 2010 Company Industry JurisdictionCEMEX Finance LLC, a Delaware limited liability company (the “Issuer”), an indirect subsidiary of CEMEX, S.A.B. de C.V., a publicly traded stock corporation with variable capital (sociedad anónima bursátil de capital variable) organized under the laws of Mexico (the “Company”), proposes to issue and sell to the several parties named in Schedule I hereto (the “Initial Purchasers”), for whom you (the “Representatives”) are acting as representatives, U.S.$1,250,000,000 principal amount of its 9.500% Senior Secured Notes due 2016 (the “Securities”). The Securities will be unconditionally guaranteed (the “Guarantees”) by each of (i) the Company, CEMEX México, S.A. de C.V., Empresas Tolteca de México, S.A. de C.V. and CEMEX Concretos, S.A. de C.V. (collectively, the “Mexican Note Guarantors”), (ii) New Sunward Holding B.V. (“New Sunward”), (iii) CEMEX España, S.A. (“CEMEX España”); and (iv) CEMEX Corp. (the “U.S. Note Guarantor” and together with the Mexican Note Guarantors, CEMEX España and
CEMEX Finance LLC PURCHASE AGREEMENTPurchase Agreement • June 30th, 2010 • Cemex Sab De Cv • Cement, hydraulic • New York
Contract Type FiledJune 30th, 2010 Company Industry JurisdictionCEMEX Finance LLC, a Delaware limited liability company (the “Issuer”), an indirect subsidiary of CEMEX, S.A.B. de C.V., a publicly traded stock corporation with variable capital (sociedad anónima bursátil de capital variable) organized under the laws of Mexico (the “Company”), proposes to issue and sell to the several parties named in Schedule I hereto (the “Initial Purchasers”), for whom you (the “Representatives”) are acting as representatives, €350,000,000 principal amount of its 9.625% Senior Secured Notes due 2017 (the “Securities”). The Securities will be unconditionally guaranteed (the “Guarantees”) by each of (i) the Company, CEMEX México, S.A. de C.V., Empresas Tolteca de México, S.A. de C.V. and CEMEX Concretos, S.A. de C.V. (collectively, the “Mexican Note Guarantors”), (ii) New Sunward Holding B.V. (“New Sunward”), (iii) CEMEX España, S.A. (“CEMEX España”); and (iv) CEMEX Corp. (the “U.S. Note Guarantor” and together with the Mexican Note Guarantors, CEMEX España and New S