CEMEX completes tender offer for Southdown, Inc.
November 6, 2000
CEMEX, S.A. de C.V. (NYSE: CX) announced today that it has successfully completed its tender offer for Southdown, Inc. (NYSE: SDW). Approximately 91.7% of Southdown's outstanding shares were tendered at the cash offer price of $73.00 per share.
"We are extremely pleased that the great majority of Southdown's shareholders responded positively to our offer," said Lorenzo H. Zambrano, Chairman and CEO of CEMEX. "By quickly completing this acquisition and merger, we are now able to move rapidly ahead, combining our two organizations in the United States for the benefit of our customers and of our shareholders."
Following the tender offer that commenced on October 5, 2000, CEMEX's indirect subsidiary, CENA Acquisition Corp., has accepted for purchase and payment 33,023,207 shares of the issued and outstanding stock of Southdown. The total includes 1,603,929 shares that have been tendered to CENA Acquisition Corp. where delivery of the shares has been guaranteed within three business days of the expiration of the tender offer.
Upon the terms and conditions of the merger agreement with Southdown, CEMEX expects the tender offer to be followed by a merger of CENA Acquisition Corp. with and into Southdown. Pursuant to this merger, those Southdown shareholders who did not tender their shares in the tender offer and who do not seek appraisal of their shares pursuant to the applicable provisions of Louisiana law will have their shares converted into the right to receive US$73.00 per share net to each such shareholder in cash upon due presentation of the certificate representing their shares to Citibank, N.A., the depositary for the tender offer.
CEMEX is one of the three largest cement companies in the world with approximately 65 million metric tons of production capacity. It is also the world's largest trader of cement and the world's leading producer of white cement. CEMEX is engaged in the production, distribution, marketing and sale of cement, ready-mix concrete, aggregates and clinker through operating subsidiaries in four different continents. For more information, visit www.cemex.com.
Daniel Pérez Whitaker
(528) 152 2747
(528) 328 3631
José Antonio González