Approximately $ 3 Billion of Debt Affected.
New York, November 22, 2000 – Moody's Investors Service confirmed the long term debt ratings of CEMEX, S.A. de C.V. (senior at Ba1), Compania Valenciana de Cementos Portland, S.A. (CVCP) (senior at Baa3) and changed the outlook for CEMEX to stable from positive. Moody's also downgraded the ratings of Southdown Inc. (senior subordinated to Ba2). Moody's action follows CEMEX's announcement that it has completed a merger with Southdown valued at approximately $2.8 billion including assumed debt.
Ratings confirmed with a stable outlook are:
CEMEX, S.A. de C.V. – guaranteed senior unsecured debt and medium term notes rated Ba1, senior implied rating of Ba1, senior unsecured issuer rating of Ba2.
CEMEX Mexico, S.A. de C.V. (formerly Tolmex) – senior unsecured debt rated Ba1
CEMEX International Capital LLC – Putable Capital Securities rated "ba2"
CEMEX Netherlands B.V. – subordinated debentures rated Ba2
Compania Valenciana de Cementos Portland – senior implied rating of Baa3, senior unsecured issuer rating of Ba1
The rating downgraded is:
Southdown, Inc.: senior subordinated notes downgraded from Baa2 to Ba2
Rating confirmed:
CEMEX S.A.– euro-commercial paper at Not Prime
CEMEX has completed its merger with Southdown, the second largest U.S. cement producer, in a cash transaction valued at approximately $2.8 billion. The acquisition extends the trend of consolidation in the global cement industry, whereby the leading producers, including CEMEX, continue to seek greater scale, diversity and stability of cash flows via global acquisitions. Moody's confirmation reflects the expected financial and operational benefits of the combination, including the addition of significant capacity and cash flow in a large, stable market, an improved balance of cash flow between developed and developing markets, potential logistic and marketing synergies with CEMEX's U.S. operations, and the strong financial condition of Southdown before the acquisition. The rating also considers projected debt protection measurements similar to those currently generated by CEMEX and Valenciana, and the leveraging of Southdown's balance sheet to fund a portion of the transaction. Moody's also noted that a key consideration in confiming the ratings of CEMEX and Valenciana is the structure of a portion of the financing, which includes a preferred, non-recourse obligation at a special purpose company. The financing includes a dividend payment while the obligation is outstanding, and creates a relatively short-term obligation in the required repayment within 18 months. Repayment can be made with cash, proceeds of an IPO of Valenciana or transfer of an equity interest in Valenciana. Given the unknown market conditions for a future IPO, the percentage interest to be sold or transferred cannot be determined at this time, although current market valuations for international cement producers suggest that the sale of a 20-25% interest in Valenciana would be required. Conceivably, in the event of extremely weak market conditions, CEMEX's ownership interest in Valenciana could be diluted significantly. Despite the potential operating benefits of the acquisition, the uncertainty reflected in this contingent obligation has caused a revision in CEMEX's outlook to stable from positive.
CEMEX, S.A. de C.V., headquartered in Monterrey, Mexico, is the world's third largest producer of cement. Revenues were $4.8 billion in 1999. Southdown, Inc., based in Houston, Texas, is the second largest producer of cement in the United States. Revenues totaled $1.3 billion in 1999.
https://www.moodys.com/research/MOODYS-CONFIRMS-RATINGS-OF-CEMEX-SA-de-CV-SENIOR-AT–PR_41302