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Cemex Amends Take-Over Bid for Trinidad Cement.

M2 EQUITYBITES-January 10, 2017-Cemex Amends Take-Over Bid for Trinidad Cement


10 January 2017 - Mexican building materials company Cemex, S.A.B. de C.V.'s (NYSE: CX) Sierra Trading subsidiary will present a change and variation notice making an amended offer to an offer and take-over bid that was presented on 5 December 2016 to all shareholders of Trinidad and Tobago-based building materials company Trinidad Cement Ltd., the company said.

Sierra Trading is offering to acquire up to 132,616,942 ordinary shares in TCL, which together with Sierra's existing share ownership in TCL of approximately 39.5%, would, if successful, result in Sierra holding up to 74.9% of the equity share capital in TCL.

Under the amended offer, Sierra will offer TT 5.07 in cash per TCL share and, except for shareholders of TCL in Barbados, shareholders of TCL will have the option to be paid for their TCL shares in TT or in USD.

Full acceptance of the Offer, as amended by the Amended Offer, in TT would result in a cash payment by Sierra of approximately TT 672m (USD 101m). The revised offer price represents a premium of 50% over the December 1, 2016 closing price of TCL's shares in the Trinidad and Tobago Stock Exchange.

Among other conditions, the offer, as amended by the amended offer, will be conditional on Sierra acquiring at least an amount of TCL shares that would allow Cemex, for financial reporting purposes, to consolidate TCL.

Unless extended, the Offer period, as amended by the amended offer, is expected to close on 24 January 2017.

Trinidad and Tobago time. Sierra does not currently expect to extend the offer period after 24 January 2017. All other terms and conditions of the offer not modified by the amended offer remain unchanged.

If the offer, as amended by the Amended Offer, is successful, TCL will continue operating as usual.

TCL's main operations are in Trinidad and Tobago, Jamaica and Barbados. TCL is the majority shareholder of Caribbean Cement company Ltd. a main cement producer in Jamaica.

As of 30 September 2016, TCL and its subsidiaries had EBITDA of approximately USD 77m for the last twelve months, net debt of approximately USD 113m, representing a net financial leverage of approximately 1.5x. If the offer is successful TCL would, for financial reporting purposes, be consolidated by Cemex.

Cemex is a global building materials company that provides high-quality products and reliable services to customers and communities in more than 50 countries.

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Publication:M2 EquityBites (EQB)
Geographic Code:5TRIN
Date:Jan 10, 2017
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