EX-2 3 d747690dex2.htm EX-2 EX-2

Cemex, S.A.B. DE C.V.

Separate Financial Statements

December 31, 2023, 2022 and 2021

(With Independent Auditor’s Report Thereon)

 


INDEX TO THE PARENT COMPANY-ONLY FINANCIAL STATEMENTS

 

Cemex, S.A.B. de C.V. (Parent Company-Only):

  

Statements of Income for the years ended December 31, 2023, 2022 and 2021

     1  

Statements of Comprehensive Income (Loss) for the years ended December 31, 2023, 2022 and 2021

     2  

Statements of Financial Position as of December 31, 2023 and 2022

     3  

Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021

     4  

Statements of Changes in Stockholders’ Equity for the years ended December 31, 2023, 2022 and 2021

     5  

Notes to the Financial Statements

     6  

Independent Auditors’ Report – KPMG Cárdenas Dosal, S.C

     41  

 


Cemex, S.A.B. de C.V. (PARENT COMPANY-ONLY)

Statements of Income

(Millions of Pesos)

 

          Years ended December 31,  
     Notes    2023      2022      2021  

Revenues

   4    $ 100,892        88,866        79,989  

Cost of sales

   5      (67,668      (59,077      (51,880
     

 

 

    

 

 

    

 

 

 

Gross profit

        33,224        29,789        28,109  

Operating expenses

   6      (20,985      (18,040      (13,857
     

 

 

    

 

 

    

 

 

 

Operating earnings before other income (expenses), net

        12,239        11,749        14,252  

Other income (expenses), net

   7      84        (921      4,287  
     

 

 

    

 

 

    

 

 

 

Operating earnings

        12,323        10,828        18,539  

Financial expense

   8.1, 18      (13,017      (11,451      (11,471

Financial income and other items, net

   8.2      (123      4,677        3,375  

Foreign exchange result

        (716      (439      2,441  

Share of profit of equity accounted investees

   14      8,699        12,577        2,028  
     

 

 

    

 

 

    

 

 

 

Net income before income tax

        7,166        16,192        14,912  

Income tax (expense) benefit

   21      (3,846      1,149        272  
     

 

 

    

 

 

    

 

 

 

NET INCOME

      $ 3,320        17,341        15,184  
     

 

 

    

 

 

    

 

 

 

The accompanying notes are part of these Parent Company-only financial statements.

 

1


Cemex, S.A.B. de C.V. (PARENT COMPANY-ONLY)

Statements of Comprehensive Income (Loss)

(Millions of Pesos)

 

            Years ended December 31,  
     Notes      2023      2022      2021  

NET INCOME

      $ 3,320        17,341        15,184  

Items that are or may be reclassified subsequently to the statement of operations

           

Results from derivative financial instruments designated as cash flow hedges

     18.4        (8      2,105        776  

Items that will not be reclassified subsequently to the statement of operations

           

Currency translation effects and results on equity of subsidiaries

     26.2, 26.3        (25,392      (12,714      4,121  

Net actuarial gains (losses) from remeasurements of defined benefit pension plans

     20        12        (33      (9

Income tax revenue recognized directly in other comprehensive income

     21.2        657        519        48  
     

 

 

    

 

 

    

 

 

 
        (24,723      (12,228      4,160  
     

 

 

    

 

 

    

 

 

 

Total items of other comprehensive income (loss) for the period

        (24,731      (10,123      4,936  
     

 

 

    

 

 

    

 

 

 

TOTAL COMPREHENSIVE INCOME (LOSS)

      $ (21,411      7,218        20,120  
     

 

 

    

 

 

    

 

 

 

The accompanying notes are part of these Parent Company-only financial statements.

 

2


Cemex, S.A.B. de C.V. (PARENT COMPANY-ONLY)

Statements of Financial Position

(Millions of Pesos)

 

            As of December 31,  
     Notes      2023      2022  
ASSETS         

CURRENT ASSETS

        

Cash and cash equivalents

     9      $ 3,066        2,652  

Trade accounts receivable, net

     10        4,992        4,243  

Other accounts receivable

     11        2,739        1,508  

Inventories

     12        1,139        1,121  

Accounts receivable from related parties

     19.1        1,922        2,976  

Other current assets

     13        542        531  
     

 

 

    

 

 

 

Total current assets

        14,400        13,031  
     

 

 

    

 

 

 

NON-CURRENT ASSET

        

Equity accounted investees

     14        320,187        355,529  

Other investments and non-current accounts receivable

     15        1,743        1,765  

Accounts receivable from related-parties long term

     19.1        2,362        677  

Property, machinery and equipment, net and assets for the right-of-use, net

     16        50,918        51,399  
     

 

 

    

 

 

 

Total non-current assets

        375,210        409,370  
     

 

 

    

 

 

 

TOTAL ASSETS

      $ 389,610        422,401  
     

 

 

    

 

 

 
LIABILITIES AND STOCKHOLDERS’ EQUITY         

CURRENT LIABILITIES

        

Other current financial obligations

     18.2      $ 2,350        2,498  

Trade payables

        7,118        6,963  

Current accounts payable to related parties

     19.1        66,112        65,599  

Other current liabilities

     17        12,593        9,944  
     

 

 

    

 

 

 

Total current liabilities

        88,173        85,004  
     

 

 

    

 

 

 

NON-CURRENT LIABILITIES

        

Non-current debt

     18.1        98,987        128,027  

Other non-current financial obligations

     18.2        968        1,412  

Pensions and other post-employment benefits

     20        517        557  

Non-current accounts payable to related parties

     19.1        28        59  

Deferred income tax liabilities

     21.2        336        1,668  

Other non-current liabilities

        954        901  
     

 

 

    

 

 

 

Total non-current liabilities

        101,790        132,624  
     

 

 

    

 

 

 

TOTAL LIABILITIES

        189,963        217,628  
     

 

 

    

 

 

 

STOCKHOLDERS’ EQUITY

        

Common stock and additional paid-in capital

     22.1        103,276        105,572  

Other equity reserves and subordinated notes

     22.3        26,744        32,894  

Retained earnings

     22.2        69,627        66,307  
     

 

 

    

 

 

 

TOTAL STOCKHOLDERS’ EQUITY

        199,647        204,773  
     

 

 

    

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

      $ 389,610        422,401  
     

 

 

    

 

 

 

The accompanying notes are part of these Parent Company-only financial statements.

 

3


Cemex, S.A.B. de C.V. (PARENT COMPANY-ONLY)

Statements of Cash Flows

(Millions of Pesos)

 

            Years ended December 31,  
     Notes      2023      2022      2021  

OPERATING ACTIVITIES

           

Net income

      $ 3,320        17,341        15,184  

Adjustments for:

           

Depreciation of property, machinery, and equipment

     16        2,466        2,373        282  

Share of profit of equity accounted investees

     14        (8,699      (12,577      (2,028

Financial items, net

        13,856        7,213        5,655  

Income taxes

     21        3,846        (1,149      (272

Results from the sale of assets

     7        (478      (1      (50

Sale of CO2 emission allowances

     7        —         —         (4,210

Changes in working capital, excluding income taxes

        2,293        9,578        10,297  
     

 

 

    

 

 

    

 

 

 

Cash flow provided by operating activities

        16,604        22,778        24,858  
     

 

 

    

 

 

    

 

 

 

Financial expenses paid

        (10,503      (9,867      (8,255

Income taxes paid

        (6,298      (138      (470
     

 

 

    

 

 

    

 

 

 

Net cash flows (used in) provided by operating activities after interest and income taxes

        (197      12,773        16,133  
     

 

 

    

 

 

    

 

 

 

INVESTING ACTIVITIES

           

Equity accounted investees

     14        5,314        73        (262

Proceeds from the sale of CO2 emission allowances, net

        —         —         4,210  

Purchase of property, machinery, and equipment, net

     16        (1,029      (3,397      (2,529

Non-current related parties, net

        (642      —         —   

Non-current leases with related parties

        341        (625      —   
     

 

 

    

 

 

    

 

 

 

Net cash flows provided by (used in) investing activities

        3,984        (3,949      1,419  
     

 

 

    

 

 

    

 

 

 

FINANCING ACTIVITIES

           

Debt repayments

     18.1        (65,601      (47,113      (119,222

Proceeds from new debt instruments

     18.1        50,902        39,947        84,333  

Issuances of subordinated notes

     22.3        18,269        —         19,786  

Coupons paid on subordinated notes

     22.3        (2,160      (1,096      (268

Derivative financial instruments

     18.4        (3,333      684        (841

Shares in trust for future deliveries under share-based compensation

     23        (785      (733      —   

Other financial obligations, net

     18.2        (633      (853      (1,318

Non-current leases paid to related parties

        (32      57        —   

Non-current related parties, net

        —         925        (995

Own shares repurchase program

     22.1        —         (2,296      —   

Other financial expenses paid in cash

        —         (250      (280
     

 

 

    

 

 

    

 

 

 

Net cash flows used in financing activities

        (3,373      (10,728      (18,805
     

 

 

    

 

 

    

 

 

 

Increase (decrease) in cash and cash equivalents

        414        (1,904      (1,253

Cash and cash equivalents at beginning of period

        2,652        4,556        5,809  
     

 

 

    

 

 

    

 

 

 

CASH AND CASH EQUIVALENTS AT END OF PERIOD

     9      $ 3,066        2,652        4,556  
     

 

 

    

 

 

    

 

 

 

Changes in working capital, excluding income taxes:

           

Trade accounts receivable, net

      $ (749      (571      517  

Other accounts receivable

        (1,031      (48      (313

Inventories

        (18      (354      3,007  

Current related parties, net

        1,487        8,160        9,758  

Trade accounts payable

        244        (199      (3,648

Other current liabilities

        2,360        2,590        976  
     

 

 

    

 

 

    

 

 

 

Changes in working capital, excluding income taxes

      $ 2,293        9,578        10,297  
     

 

 

    

 

 

    

 

 

 

The accompanying notes are part of these Parent Company-only financial statements.

 

4


Cemex, S.A.B. de C.V. (PARENT COMPANY-ONLY)

Statements of Changes in Stockholders’ Equity

For the years ended December 31, 2023, 2022 and 2021

(Millions of Pesos)

 

     Notes    Common
stock
    Additional paid-in
capital
    Other equity reserves
and subordinated notes
    Retained earnings      Total stockholders’
Equity
 

Balance as of December 31, 2020

      $ 4,167       103,300       19,355       33,782        160,604  

Comprehensive income, net

   22.3      —        —        4,936       15,184        20,120  

Issuance of subordinated notes

   22.3      —        —        19,786       —         19,786  

Coupons paid on subordinated notes

   22.3      —        —        (604     —         (604

Share-based compensation

   23      —        —        1,553       —         1,553  

Cancellation of own shares by shareholders’ resolution

   22.1      (3     (1,892     1,895       —         —   
     

 

 

   

 

 

   

 

 

   

 

 

    

 

 

 

Balance as of December 31, 2021

      $ 4,164       101,408       46,921       48,966        201,459  

Comprehensive income (loss), net

   22.3      —        —        (10,123     17,341        7,218  

Coupons paid on subordinated notes

   22.3      —        —        (1,079     —         (1,079

Share-based compensation

   23      —        —        895       —         895  

Transfer of employees’ rights and obligations

   20      —        —        (691     —         (691

Shares in trust for future deliveries under share-based compensation

   23      —        —        (733     —         (733

Own shares purchased under share repurchase program

   22.1      —        —        (2,296     —         (2,296
     

 

 

   

 

 

   

 

 

   

 

 

    

 

 

 

Balance as of December 31, 2022

      $ 4,164       101,408       32,894       66,307        204,773  

Comprehensive income (loss), net

   22.3      —        —        (24,731     3,320        (21,411

Issuance of subordinated notes

   22.3      —        —        18,269       —         18,269  

Coupons paid on subordinated notes

   22.3      —        —        (2,228     —         (2,228

Share-based compensation

   23      —        —        1,029       —         1,029  

Shares in trust for future deliveries under share-based compensation

   23      —        —        (785     —         (785

Cancellation of own shares by shareholders’ resolution

   22.1      (2     (2,294     2,296       —         —   
     

 

 

   

 

 

   

 

 

   

 

 

    

 

 

 

Balance as of December 31, 2023

      $ 4,162       99,114       26,744       69,627        199,647  
     

 

 

   

 

 

   

 

 

   

 

 

    

 

 

 

The accompanying notes are part of these Parent Company-only financial statements.

 

 

5


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

1)

DESCRIPTION OF BUSINESS

Cemex, S.A.B. de C.V., originated in 1906, is a publicly traded variable stock corporation (sociedad anónima bursátil de capital variable) organized under the laws of the United Mexican States, or Mexico, and is the parent company of entities whose main activities are oriented to the construction industry, through the production, marketing, sale and distribution of cement, ready-mix concrete, aggregates, urbanization solutions and other construction materials and services. In addition, Cemex, S.A.B. de C.V. performs significant business and operational activities in Mexico.

The shares of Cemex, S.A.B. de C.V. are listed on the Mexican Stock Exchange (“MSE”) as Ordinary Participation Certificates (“CPOs”) (Certificados de Participación Ordinaria) under the symbol “CemexCPO.” Each CPO represents two series “A” shares and one series “B” share of common stock of Cemex, S.A.B. de C.V. In addition, Cemex, S.A.B. de C.V.’s shares are listed on the New York Stock Exchange (“NYSE”) as American Depositary Shares (“ADSs”) under the symbol “CX.” Each ADS represents ten CPOs.

The terms “Cemex, S.A.B. de C.V.” and/or the “Parent Company” used in these accompanying notes to the financial statements refer to Cemex, S.A.B. de C.V. without its consolidated subsidiaries. The terms the “Company” or “Cemex” refer to Cemex, S.A.B. de C.V. together with its consolidated subsidiaries.

The issuance of these financial statements was authorized by Cemex, S.A.B. de C.V.’s management on February 7, 2024. These financial statements will be submitted for approval to the annual general ordinary shareholders’ meeting of Cemex, S.A.B. de C.V. on March 22, 2024.

 

2)

RELEVANT EVENTS DURING THE REPORTED PERIODS

 

   

On January 1, 2022, in connection with the reorganization described below, a group of employees of Cemex Operaciones México, S.A. de C.V., a subsidiary of Cemex, S.A.B. de C.V., was transferred to the Parent Company. Concerning such transfer, which has been gradually finished in several stages during 2023 and 2022 (note 7), the Parent Company assumed the rights and obligations related to the employees, among other impacts. In addition, Cemex, S.A.B. de C.V. acquired certain assets necessary for the functions of such employees in transaction that did not generate gains or losses in the statement of income considering they were executed between entities under common control.

 

   

On August 1, 2021, Cemex, S.A.B. de C.V. formalized a corporate reorganization in Mexico (“corporate reorganization”) pursuant to which the Parent Company transferred certain activities related to the production of cement, ready-mix concrete, and aggregates to its subsidiaries Cemex Operaciones México, S.A. de C.V. and Cemex Concretos, S.A. de C.V. Moreover, Cemex, S.A.B. de C.V., jointly with its subsidiaries Cemex Concretos, S.A. de C.V. and Proveedora Mexicana de Materiales, S.A. de C.V., continues to carry out activities related to the commercialization, promotion, and sale of cement and ready-mix concrete products to customers. In addition, on August 1, 2021, Cemex Operaciones México, S.A. de C.V., entered into a supply contract to provide Cemex, S.A.B. de C.V. with the products it will commercialize pursuant to the corporate restructuring.

 

3)

BASIS OF PRESENTATION AND DISCLOSURE

Cemex, S.A.B. de C.V.’s financial statements as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021, were prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

Cemex, S.A.B. de C.V., adopted Disclosure of Accounting Policies (Amendments to IAS 1) starting January 1, 2023. The amendments require the disclosure of “material” rather than “significant” accounting policies. Accounting policy information is material if, when considered together with other information included in an entity’s financial statements, it can reasonably be expected to influence decisions that the primary users of general-purpose financial statements make on the basis of those financial statements. See note 26 for Cemex’s material accounting policies.

Separate financial statements

The parent company-only financial statements of Cemex, S.A.B. de C.V. presented herein constitute the separate financial statements of a parent company as defined by International Accounting Standard 27 - Separate Financial Statements (“IAS 27”). Separate Financial Statements reflect the Parent Company’s unconsolidated financial position, financial performance, cash flows and changes in stockholders’ equity as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021. The consolidated financial statements of Cemex, S.A.B. de C.V. and its subsidiaries were issued separately.

Presentation currency and definition of terms

During the reported periods, the presentation currency of the financial statements was the Mexican Peso. When reference is made to Pesos or “$” it means Mexican Pesos, except when specific reference is made to a different currency. The amounts in the financial statements and the accompanying notes are stated in millions, except when references are made to earnings per share and/or prices per share. When reference is made to “US$,” “U.S. Dollar” or “Dollars,” it means Dollars of the United States of America (the “United States”). When reference is made to “€” or “Euros,” it means the currency in circulation in a significant number of European Union (“EU”) countries. When reference is made to “£” or “Pounds,” it means British Pounds sterling. Previously reported Peso amounts of prior years are restated when the underlying transactions in other currencies remain unsettled using the closing exchange rates as of the reporting date. Amounts reported in Pesos should not be construed as representations that such amounts represent those Pesos or Dollars or could be converted into Pesos or Dollars at the rate indicated.

 

6


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Basis of presentation and disclosure – continued

As of December 31, 2023 and 2022, translations of Pesos into Dollars and Dollars into Pesos, were determined for statement of financial position amounts using the closing exchange rate of $16.97 and $19.50, respectively, and for statements of operations amounts, using the average exchange rates of $17.63, $20.03 and $20.43 Pesos per Dollar for 2023, 2022 and 2021, respectively. When the amounts between parentheses are the Peso and the Dollar, the amounts were determined by translating the Euro amount into Dollars using the closing exchange rates at year-end and then translating the Dollars into Pesos as previously described.

Statements of income

Cemex, S.A.B. de C.V. includes the line item titled “Operating earnings before other income (expenses), net” considering that it is subtotal relevant for the determination of Cemex’s “Operating EBITDA” (Operating earnings before other income (expenses), net plus depreciation and amortization) as described below in this note. The line item of “Operating earnings before other income (expenses), net” allows for easy reconciliation of the amount in these financial statements under IFRS to the non-IFRS measure of Operating EBITDA by adding back depreciation and amortization. The line item “Other income (expenses), net” consists primarily of revenues and expenses not directly related to Cemex, S.A.B. de C.V.’s main activities or which are of a non-recurring nature, including impairment losses of long-lived assets, non-recurring sales of emission allowances of CO2, results on disposal of assets and restructuring costs, among others (note 7). Under current IFRS, the inclusion of certain subtotals such as “Operating earnings before other income (expenses), net” and the display of the statement of income vary significantly by industry and company according to specific needs.

Although Operating EBITDA is not a measure of operating performance, an alternative to cash flows or a measure of financial position under IFRS, Operating EBITDA is the financial measure used by Cemex’s chief executive officer to review operating performance and profitability, for decision-making purposes and to allocate resources. On a consolidated basis, Operating EBITDA is a measure used by the Parent Company’s creditors to review its ability to internally fund capital expenditures, to review its ability to service or incur debt and to comply with financial covenants under its financing agreements.

Cemex, S.A.B. de C.V. presents consolidated Operating EBITDA in note 18.1 (Financial instruments—Financial covenants), which may not be comparable to other similarly titled measures of other companies.

Statements of cash flows

During 2023, 2022 and 2021, the effects of the corporate reorganization described in note 2, did not represent sources or uses of cash in the operating, investing or financing activities, considering that are related to transactions between entities under common control. In addition, the statements of cash flows exclude the following transactions that did not represent sources or uses of cash:

Financing activities:

 

   

In 2023, 2022 and 2021, the increases in other financing obligations in connection with lease contracts negotiated during those years for $260, $746 and $438, respectively (note 18.2).

Investing activities:

 

   

In 2023, 2022 and 2021, in connection with the leases negotiated during the year, the increases in assets for the right-of-use related to lease contracts for $260, $746 and $438, respectively (note 16.2).

Newly issued IFRS adopted in the reported periods

IFRS 17, Insurance contracts (“IFRS 17”)

Beginning January 1, 2023, IFRS 17 replaced IFRS 4, Insurance contracts, which sets forth accounting requirements for all contracts in which an entity (the “Issuer”) accepts significant insurance risks from another entity (the “Policyholder”) by agreeing to compensate the Policyholder if a specified uncertain future event (the insured event) adversely affects the Policyholder. IFRS 17 may apply to any contract in which an entity assumes a risk position similar to an Issuer, to the extent that is not being accounted for under other IFRS, such as warranties or residual value guarantees, covered by IFRS 15, Revenues from contracts with customers (“IFRS 15”) and IFRS 16, Leases (“IFRS 16”), respectively, among others. IFRS 17 does not apply to acquired insurance policies.

Concurrent with the adoption of IFRS 17, Cemex analyzed its several contracts and concluded that: a) it has not issued insurance policies to third-parties; and b) all obligations and contingent obligations arising from another type of contracts are accounted under the relevant IFRS, such as IFRS 15, IFRS 16, IFRS 9, Financial Instruments (“IFRS 9”) or IAS 19, Employee benefits (“IAS 19”), as applicable.

 

7


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Newly issued IFRS adopted in the reported periods – continued

 

Others

In addition, beginning January 1, 2023, Cemex, S.A.B de C.V, adopted prospectively IFRS amendments that did not result in any material impact on its results of operation or financial position, and which are explained as follows:

 

Standard

  

Main topic

Amendments to IAS 8, Definition of Accounting Estimates

  

The amendment makes a distinction between how an entity should present and disclose different types of accounting changes in its financial statements. Changes in accounting policies must be applied retrospectively while changes in accounting estimates are accounted for prospectively.

Amendments to IAS 12, Income Taxes – Deferred Tax related to Assets and Liabilities arising from a Single Transaction

  

The amendment clarifies that companies should account for deferred tax assets and liabilities on transactions such as leases and decommissioning obligations. Cemex has always applied these criteria.

Amendments to IFRS 16, Leases – Lease Liability in a Sale and Leaseback

  

The amendments mentioned that on initial recognition, the seller-lessee would include variable payments when it measures a lease liability arising from a sale-and-leaseback transaction. In addition, the amendments established that the seller-lessee could not recognize gains or losses relating to the right of use it retains after initial recognition.

 

4)

REVENUES

Cemex, S.A.B. de C.V.’s revenues are related to its operational activities, mainly originated from the sale and distribution of cement, ready-mix concrete, aggregates and other construction materials and services, including urbanization solutions, as well as to management and other activities, and are recognized at a point in time or over time in the amount of the price, before tax on sales, expected to be received for goods and services supplied due to ordinary activities, as contractual performance obligations are fulfilled, and control of goods and services passes to the customer. Cemex, S.A.B. de C.V. grants credit for terms ranging from 15 to 90 days depending on the type and risk profile of each customer. For the years ended December 31, 2023, 2022 and 2021, revenues were as follows:

 

     2023      2022      2021  

From the sale of goods related to main activities

   $ 90,526        78,293        71,341  

From the sale of other goods and services 1

     777        1,219        6,385  

Rental income 2

     7,126        6,165        1,429  

License fees and administrative services

     2,463        3,189        834  
  

 

 

    

 

 

    

 

 

 
   $ 100,892        88,866        79,989  
  

 

 

    

 

 

    

 

 

 

 

1

For the year ended December 31, 2021, includes $3,521 in relation to the sale of inventory related to the corporate reorganization (note 2).

2

For the years ended December 31, 2023, 2022 and 2021, includes $6,676, $5,787 and $1,118, respectively, in relation to operating leases related to the corporate reorganization (notes 2 and 16.2).

Under IFRS 15, certain promotions and/or discounts and rebates offered as part of the sale transaction, result in a portion of the transaction price being allocated to such commercial incentives as separate performance obligations, recognized as contract liabilities with customers, and deferred to the statement of operations during the period in which the incentive is exercised by the customer or until it expires.

For the years ended December 31, 2023, 2022 and 2021 changes in the balance of contract liabilities with customers are as follows:

 

     2023      2022      2021  

Opening balance of contract liabilities with customers

   $ 405        364        359  

Increase during the period for new transactions

     2,083        1,643        1,121  

Decrease during the period for exercise or expiration of incentives

     (2,058      (1,602      (1,116
  

 

 

    

 

 

    

 

 

 

Closing balance of contract liabilities with customers

   $ 430        405        364  
  

 

 

    

 

 

    

 

 

 

For the years 2023, 2022 and 2021, any costs capitalized as contract fulfillment assets and released over the contract life according to IFRS 15, Revenues from contracts with customers were not significant.

 

5)

COST OF SALES

Cost of sales represents the production cost of inventories at the moment of sale. Such cost of sales includes depreciation, amortization and depletion of assets involved in production, expenses related to storage in production plants and freight expenses of raw material in plants and delivery expenses of Cemex, S.A.B. de C.V. ’s ready-mix concrete business.

 

8


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Cost of sales – continued

The detail of Cemex, S.A.B. de C.V.’s cost of sales by nature for the years 2023, 2022 and 2021 is as follows:

 

     2023      2022      2021  

Raw materials and goods for resale

   $ 53,730        48,463        46,876  

Electricity, fuels and other services

     4,394        3,822        2,821  

Depreciation and amortization

     1,856        1,794        206  

Payroll

     1,095        880        2,252  

Transportation costs

     799        749        830  

Maintenance, repairs and supplies

     345        222        1,609  

Other production costs and changes in inventory

     5,449        3,147        (2,714
  

 

 

    

 

 

    

 

 

 
   $ 67,668        59,077        51,880  
  

 

 

    

 

 

    

 

 

 

 

6)

OPERATING EXPENSES

Administrative expenses represent the expenses associated with personnel, services, and equipment, including depreciation and amortization, related to managerial activities and back office for the Company’s management. Sales expenses represent the expenses associated with personnel, services, and equipment, including depreciation and amortization, incurred in sales activities. Distribution and logistics expenses refer to expenses of storage at points of sales, including depreciation and amortization, as well as freight expenses of finished products between plants and points of sale and freight expenses between points of sales and the customers’ facilities.

Cemex, S.A.B. de C.V.’s operating expenses by function during 2023, 2022 and 2021, are as follows:

 

     2023      2022      2021  

Administrative expenses

   $ 6,404        5,824        3,134  

Selling expenses

     2,270        2,016        1,726  
  

 

 

    

 

 

    

 

 

 

Total administrative and selling expenses

     8,674        7,840        4,860  

Distribution and logistics expenses

     12,311        10,200        8,997  
  

 

 

    

 

 

    

 

 

 

Total operating expenses

   $ 20,985        18,040        13,857  
  

 

 

    

 

 

    

 

 

 

Cemex, S.A.B. de C.V.’s operating expenses by nature during 2023, 2022 and 2021, are as follows:

 

     2023      2022      2021  

Transportation costs

   $ 10,926        8,797        3,747  

Payroll

     4,653        3,709        2,785  

Professional legal, accounting and miscellaneous consulting services

     4,427        4,371        5,677  

Depreciation and amortization

     610        579        76  

Insurance and sureties

     128        161        88  

Rental expenses

     84        52        730  

Public services and office supplies

     69        41        114  

Maintenance, repairs and supplies

     26        13        318  

Expected credit losses on trade accounts receivable

     1        33        3  

Other operating expenses

     61        284        319  
  

 

 

    

 

 

    

 

 

 
   $ 20,985        18,040        13,857  
  

 

 

    

 

 

    

 

 

 

 

7)

OTHER INCOME (EXPENSES), NET

The detail of the caption “Other income (expenses), net” in 2023, 2022 and 2021 is as follows:

 

     2023      2022      2021  

Results from the sale of assets

   $ 478        1        50  

Provision related to electricity charges 1

     (260      (667      —   

Restructuring costs 2

     (35      (341      —   

Miscellaneous fees and others

     (99          86        27  

Results from the sale of CO2 emission allowances

     —         —         4,210  
  

 

 

    

 

 

    

 

 

 
   $ 84        (921       4,287  
  

 

 

    

 

 

    

 

 

 

 

1

Refers to a provision recognized as a result of a change in legislation that may require an additional payment in relation to electricity charges.

2

Refers mainly to non-recurrent expenses related to the transfer of personnel from Cemex Operaciones México, S.A de C.V., certain severance payments and the definite closing of operating sites in connection with the reorganization initiated in 2021 described in note 2.

 

9


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Other income (expenses), net – continued

During the year ended December 31, 2021, Cemex, S.A.B. de C.V. recognized a net gain of $4,210 recognized in other income (expenses), net from the sale of CO2 emission allowances (the “Allowances”). These Allowances represent certificates issued to entities by the member states of the EU to regulate annual emission of CO2 and were acquired by the Parent Company in prior years from its subsidiaries operating in such EU considering surplus between Allowances received and actual emissions.

 

8)

FINANCIAL ITEMS

 

8.1)

FINANCIAL EXPENSE

Financial expenses of $13,017 in 2023, $11,451 in 2022 and $11,471 in 2021, represent the interest on Cemex, S.A.B. de C.V. debt measured using the effective interest rate and, in 2023, 2022 and 2021 includes $108, $120 and $167, respectively, of interest expense related to Cemex, S.A.B. de C.V. lease contracts (notes 16.2 and 18.2). From the previously reported amounts for the years 2022 and 2021, Cemex, S.A.B. de C.V. reclassified from the caption of Financial expense to the line item of Financial income and other items, net, an income of $2,132 and an expense of $1,709, respectively, corresponding to results associated with the early redemption of debt during those years (note 18.1), considering it contributes to an improved analysis of the financial expense and to conform with the classification of these effects in 2023.

 

8.2)

FINANCIAL INCOME AND OTHER ITEMS, NET

For the years ended December 31, 2023, 2022 and 2021, the detail of “Financial income and other items, net” was as follows:

 

     2023      2022      2021  

Financial income

   $ 1,013        2,590        5,001  

Results from financial instruments, net (notes 15 and 18.4) 1

     (1,122      2,041        (1,809

Net interest cost of defined benefits liabilities (note 20)

     (49      (12      (4

Others

     35        58        187  
  

 

 

    

 

 

    

 

 

 
   $ (123      4,677        3,375  
  

 

 

    

 

 

    

 

 

 

 

1

For the years 2022 and 2021, includes the reclassification described in note 8.1.

 

9)

CASH AND CASH EQUIVALENTS

The balance in this caption is comprised of available amounts of cash and cash equivalents, represented by low-risk, highly liquid short-term investments readily convertible into known amounts of cash, including overnight investments, which yield fixed returns and have maturities of less than three months from the investment date. These fixed-income investments are recorded at cost plus accrued interest. Accrued interest is included in the statement of income as part of “Financial income and other items, net.”

As of December 31, 2023 and 2022, cash and cash equivalents consisted of:

 

     2023      2022  

Cash and bank accounts

   $ 811        508  

Fixed-income securities and other cash equivalents

     2,255        2,144  
  

 

 

    

 

 

 
   $ 3,066        2,652  
  

 

 

    

 

 

 

 

10)

TRADE ACCOUNTS RECEIVABLE, NET

As of December 31, 2023 and 2022, trade accounts receivable, net consisted of:

 

     2023      2022  

Trade accounts receivable

   $ 5,209        4,517  

Allowances for expected credit losses

     (217      (274
  

 

 

    

 

 

 
   $ 4,992        4,243  
  

 

 

    

 

 

 

As of December 31, 2023 and 2022, balances include accounts receivable of $2,387 and $2,331, respectively, sold under outstanding securitization programs and/or factoring programs with recourse established in Mexico, in which Cemex, S.A.B. de C.V., effectively surrenders control associated with the trade accounts receivable sold and there is no guarantee or obligation to reacquire the assets; nonetheless, in such programs, Cemex, S.A.B. de C.V., retains certain residual interest in the programs and/or maintains continuing involvement with the accounts receivable. Therefore, the receivables sold were not removed from the statement of financial position and the amounts funded to the Parent Company as of December 31, 2023, and 2022 of $1,782 in both years, were recognized within the line item “Other financial obligations” (note 18.2). The discount granted to the acquirers of the trade receivables is recorded as a financial expense and amounted to $256 in 2023, $189 in 2022 and $123 in 2021. These securitization and factoring programs mentioned above are usually negotiated for periods of one to two years and are usually renewed at their maturity.

 

10


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Trade accounts receivable, net – continued

Allowances for doubtful accounts are determined and recognized upon origination of the trade accounts receivable based on an Expected Credit Loss (“ECL”) model. For the years ended December 31, 2023, 2022 and 2021, the ECL expense on accounts receivable was $1, $33 and $3, respectively, charged to the statements of income as part of operating expense. Under this ECL model, Cemex, S.A.B. de C.V. segments its accounts receivable in a matrix by type of client or homogeneous credit risk and days past due and determines for each segment an average rate of ECL, considering actual credit loss experience over the last 24 months and analyses of future delinquency, which is applied to the balance of the accounts receivable. Changes in the ECL allowance in 2023, 2022 and 2021 were as follows:

 

     2023      2022      2021  

Allowances for expected credit losses at beginning of period

   $ 274        255        432  

Charged to selling expenses

     1        33        3  

Deductions

     (58      (14      (180
  

 

 

    

 

 

    

 

 

 

Allowances for expected credit losses at end of period

   $ 217        274        255  
  

 

 

    

 

 

    

 

 

 

 

11)

OTHER ACCOUNTS RECEIVABLE

As of December 31, 2023 and 2022, the caption other accounts receivable, included the following:

 

     2023      2022  

Other refundable taxes

   $ 1,654        140  

Non-trade accounts receivable 1

     725        785  

Current portion of assets from valuation of derivative financial instruments (note 18.4)

     360        583  
  

 

 

    

 

 

 
   $ 2,739        1,508  
  

 

 

    

 

 

 

 

1

Non-trade accounts receivable are mainly attributable to the sale of assets.

 

12)

INVENTORIES

Inventories are valued using the lower cost or net realizable value. The weighted average cost of inventories includes expenditures incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. Inventory balances are subject to impairment. When an impairment situation arises, the inventory balance is adjusted to its net realizable value against “Cost of sales.” Advances to suppliers of inventory are presented as part of other current assets.

As of December 31, 2023 and 2022, the balances of inventories were summarized as follows:

 

     2023      2022  

Finished goods

   $ 798        906  

Materials and spare parts

     339        212  

Inventory in transit

     2        3  
  

 

 

    

 

 

 
   $ 1,139        1,121  
  

 

 

    

 

 

 

For the years ended December 31, 2023 and 2022, Cemex, S.A.B. de C.V. recognized in the caption of “Cost of sales” in the statements of income, inventory obsolescence of $8 and $9, respectively.

 

13)

OTHER CURRENT ASSETS

As of December 31, 2023 and 2022, other current assets consisted of:

 

     2023      2022  

Advance payments

   $ 306        294  

Investment available for sale

     236        237  
  

 

 

    

 

 

 
   $ 542        531  
  

 

 

    

 

 

 

 

11


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

14)

EQUITY ACCOUNTED INVESTEES

As of December 31, 2023 and 2022 equity method accounted investees are detailed as follows:

 

Subsidiaries:    Activity      Country      %      2023     2022  

Cemex Trademarks Holding Ltd.

     Holding        Switzerland        99.6      $ 58,329       55,003  

Cemex Operaciones México, S.A. de C.V.

     Adm Services        Mexico        99.9        241,978       276,710  

Cemex Concretos, S.A. de C.V.

     Ready-mix        Mexico        95.9        7,132       10,741  

Other companies

     —         —         —         5,866       6,997  

Associates:

             

Camcem, S.A. de C.V.

     Cement        Mexico        40.1        6,702       5,990  

Other companies

     —         —         —         180       88  
           

 

 

   

 

 

 
            $ 320,187       355,529  
           

 

 

   

 

 

 

Out of which:

             

Acquisition cost

 

   $ 462,664       467,978  

Equity method recognition

 

   $ (142,477     (112,449
  

 

 

   

 

 

 

In July 2023, Cemex Concretos, S.A. de C.V. declared dividends in the amount of $3,700, of which, $3,547 was received by the Parent Company. In addition, in November 2023, Cemex S.A.B. de C.V. received dividends for an aggregate amount of $1,767 from its subsidiaries Cemex Internacional, S.A. de C.V., Cemex Agencia, S.A. de C.V., Pro Ambiente, S.A. de C.V., Proveedora Mexicana de Materiales, S.A. de C.V and other companies.

The combined condensed financial information presented below refers to equity accounted investees in which Cemex, S.A.B. de C.V. holds significant influence. For information regarding the financial position and statement of income of Cemex’s subsidiaries, reference is made to the consolidated financial statements of Cemex.

Combined condensed statement of financial position information of associates as of December 31, 2023 and 2022 is set forth below:

 

     2023      2022  

Current assets

   $ 22,383        22,196  

Non-current assets

     25,744        26,683  
  

 

 

    

 

 

 

Total assets

     48,127        48,879  
  

 

 

    

 

 

 

Current liabilities

     4,674        5,077  

Non-current liabilities

     13,143        14,637  
  

 

 

    

 

 

 

Total liabilities

     17,817        19,714  
  

 

 

    

 

 

 

Total net assets

   $ 30,310        29,165  
  

 

 

    

 

 

 

Out of the total assets amounts in 2023 and 2022 presented in the table above, Camcem, S.A. de C.V. (“Camcem”), which is the holding company of Grupo Cementos de Chihuahua, S.A.B. de C.V. (“GCC”), represented 98% in both years. In addition, out of total liabilities, Camcem represented 80% in 2023 and 96% in 2022.

Combined selected information of the statements of income of associates in 2023, 2022 and 2021 is set forth below:

 

     2023      2022      2021  

Revenues

   $ 24,372        23,870        19,972  

Operating earnings

     6,717        5,442        4,591  

Income before income tax

     4,566        3,282        2,548  

Net income

     2,658        1,937        1,448  
  

 

 

    

 

 

    

 

 

 

Out of net income in 2023, 2022 and 2021 from the table above, amounts that Cemex participates and which reflect the share in associates in the Company’s statements of income, Camcem represented 101%, 100% and 106%, respectively.

 

12


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

15)

OTHER INVESTMENTS AND NON-CURRENT ACCOUNTS RECEIVABLE

As of December 31, 2023 and 2022, other investments and non-current accounts receivable included the following:

 

     2023      2022  

Non-current portion of assets from valuation of derivative financial instruments (note 18.4)

   $ 1,073        1,103  

Extraction rights

     109        109  

Investments in strategic equity securities

     40        81  

Investments at fair value with changes recognized through the statement of operations

     6        5  

Other non-current investments

     515        467  
  

 

 

    

 

 

 
   $ 1,743        1,765  
  

 

 

    

 

 

 

 

16)

PROPERTY, MACHINERY AND EQUIPMENT, NET AND ASSETS FOR THE RIGHT-OF-USE, NET

As of December 31, 2023 and 2022, property, machinery and equipment, net and assets for the right-of-use, net were summarized as follows:

 

     2023      2022  

Property, machinery and equipment, net

   $ 50,000        50,215  

Assets for the right-of-use, net

     918        1,184  
  

 

 

    

 

 

 
   $ 50,918        51,399  
  

 

 

    

 

 

 

 

16.1)

PROPERTY, MACHINERY AND EQUIPMENT, NET

As of December 31, 2023, the average useful lives by category of fixed assets, which are reviewed at each reporting date, were as follows:

 

     Years  

Administrative and industrial buildings

     35  

Machinery and equipment in plant

     25  

Ready-mix trucks and motor vehicles

     10  

Office equipment and other assets

     5  
  

 

 

 

As of December 31, 2023, to the best of its knowledge, management considers that its commitments and actions in relation to climate change do not currently affect the estimated average useful lives of its property, machinery and equipment described above.

As of December 31, 2023 and 2022, the property, machinery and equipment, net balances and changes for the period for such caption, are as following:

 

     2023  
     Land and
quarries
    Building     Machinery and
equipment
    Investments
in progress 1
    Total  

Cost at beginning of period

   $ 16,234       8,810       37,730       11,881       74,655  

Accumulated depreciation and depletion

     (1,353     (3,352     (19,735     —        (24,440
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at beginning of period

     14,881       5,458       17,995       11,881       50,215  

Capital expenditures

     —        451       2,402       2,573       5,426  

Stripping costs

     72       —        —        —        72  

Disposals and reclassification 2

     (225     (46     (799     (2,921     (3,991

Depreciation and depletion for the period

     (148     (255     (1,665     —        (2,068

Foreign currency translation effects

     277       69       —        —        346  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Cost at end of period

     16,358       9,284       39,333       11,533       76,508  

Accumulated depreciation and depletion

     (1,501     (3,607     (21,400     —        (26,508
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at end of period

   $ 14,857       5,677       17,933       11,533       50,000  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

13


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Property, machinery and equipment, net - continued

 

     2022  
     Land and
quarries
    Building     Machinery and
equipment
    Investments
in progress 1
    Total  

Cost at beginning of period

   $ 16,116       8,597       35,528       10,806       71,047  

Accumulated depreciation and depletion

     (1,193     (3,080     (18,130     —        (22,403
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at beginning of period

     14,923       5,517       17,398       10,806       48,644  

Capital expenditures

     —        175       2,817       4,118       7,110  

Stripping costs

     60       —        —        —        60  

Disposals and reclassification 2

     (112     (4     (615     (3,043     (3,774

Depreciation and depletion for the period

     (160     (272     (1,605     —        (2,037

Foreign currency translation effects

     170       42       —        —        212  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Cost at end of period

     16,234       8,810       37,730       11,881       74,655  

Accumulated depreciation and depletion

     (1,353     (3,352     (19,735     —        (24,440
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at end of period

   $ 14,881       5,458       17,995       11,881       50,215  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

1

As of December 31, 2023, and 2022, includes costs related to the construction of the second kiln in the Tepeaca cement plant in the Mexican state of Puebla and other investment projects for $7,879 and $8,351, respectively. The construction of this kiln is intended to increase installed capacity of the plant to four million tons per year.

2

In connection with the disposals, during 2023 and 2022, Cemex, S.A.B. de C.V. sold certain assets to related parties for an amount of $386 and $407, respectively, related to the corporate reorganization (note 2).

In connection with the corporate reorganization and the transfer of production processes described in note 2, Cemex, S.A.B. de C.V. leased some of its property, machinery, and equipment to Cemex Operaciones México, S.A. de C.V. and Cemex Concretos, S.A. de C.V. The Parent Company maintains these leased assets in its statement of financial position and recognizes depreciation expense over the asset’s useful life. For the years ended December 31, 2023 and 2022, Cemex, S.A.B. de C.V., recognized lease revenue for $6,676 and $5,787, respectively.

 

16.2)

ASSETS FOR THE RIGHT-OF-USE, NET

As of December 31, 2023 and 2022, assets for the right-of-use, net and the changes in this caption, were as follows:

 

     2023  
      Land      Buildings     Machinery and
equipment 
    Others     Total  

Assets for the right-of-use at beginning of period

   $ 205       401       2,332       271       3,209  

Accumulated depreciation

     (89     (182     (1,658     (96     (2,025
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at beginning of period

     116       219       674       175       1,184  

Additions of new leases

     62       58       140       —        260  

Cancellations and remeasurements, net

     1       (67     (62     —        (128

Depreciation for the period

     (34     (52     (196     (116     (398
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Assets for the right-of-use at end of period

     268       392       2,410       271       3,341  

Accumulated depreciation

     (123     (234     (1,854     (212     (2,423
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at end of period

   $ 145       158       556       59       918  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

     2022  
     Land and
quarries
    Buildings     Machinery and
equipment 
    Others     Total  

Assets for the right-of-use at beginning of period

   $ 124       281       2,173       131       2,709  

Accumulated depreciation

     (15     (142     (1,460     (72     (1,689
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at beginning of period

     109       139       713       59       1,020  

Additions of new leases

     78       120       408       140       746  

Cancellations and remeasurements, net

     3       —        (249     —        (246

Depreciation for the period

     (74     (40     (198     (24     (336
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Assets for the right-of-use at end of period

     205       401       2,332       271       3,209  

Accumulated depreciation

     (89     (182     (1,658     (96     (2,025
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value at end of period

   $ 116       219       674       175       1,184  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

For the years ended December 31, 2023, 2022 and 2021, the combined rental expense related with short-term leases, low-value leases and variable lease payments were $56, $48 and $32, respectively, and were recognized in cost of sales and operating expenses, as applicable.

 

14


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

17)

OTHER CURRENT LIABILITIES

As of December 31, 2023 and 2022, other current liabilities are shown below:

 

     2023      2022  

Provisions 1

   $ 3,930        3,028  

Advance from customers

     3,253        2,983  

Accounts payable and accrued expenses

     2,426        1,100  

Interest payable

     1,388        1,746  

Taxes payable

     1,166        682  

Contract liabilities with customers (note 4)

     430        405  
  

 

 

    

 

 

 
   $ 12,593        9,944  
  

 

 

    

 

 

 

 

1

The caption refers primarily to services, insurance and fees.

 

18)

FINANCIAL INSTRUMENTS

 

18.1)

CURRENT AND NON-CURRENT DEBT

Cemex, S.A.B. de C.V.’s debt summarized as of December 31, 2023 and 2022, by interest rates and currencies were as follows:

 

     2023      2022  
     Current      Non-current     Total 1      Current      Non-current     Total 1  

Floating rate debt

   $ —         30,614       30,614      $ —         30,641       30,641  

Fixed rate debt

     —         68,373       68,373        —         97,386       97,386  
  

 

 

    

 

 

   

 

 

    

 

 

    

 

 

   

 

 

 
   $ —         98,987       98,987      $ —         128,027       128,027  
  

 

 

    

 

 

   

 

 

    

 

 

    

 

 

   

 

 

 

Effective rate 2

               

Floating rate

     —         7.2        —         4.6  

Fixed rate

     —         5.1        —         5.2  
  

 

 

    

 

 

      

 

 

    

 

 

   

 

     2023     2022  
Currency    Current      Non-current      Total      Effective rate 2     Current      Non-current      Total      Effective rate 2  

Dollars

   $ —         70,249        70,249        5.4   $ —         104,137        104,137        5.6

Euros

     —         16,796        16,796        4.2     —         18,688        18,688        3.3

Pesos

     —         11,942        11,942        12.0     —         5,202        5,202        12.2
  

 

 

    

 

 

    

 

 

      

 

 

    

 

 

    

 

 

    
   $ —         98,987        98,987        $ —         128,027        128,027     
  

 

 

    

 

 

    

 

 

      

 

 

    

 

 

    

 

 

    

 

1

As of December 31, 2023 and 2022, cumulative discounts, fees and other direct costs incurred in Cemex, S.A.B. de C.V.’s outstanding debt borrowings and the issuance of notes payable for $779 (US$46) and $861 (US$44), respectively, are presented reducing the related debt balances and are amortized to financial expense over the maturity of the related debt instruments under the effective interest rate method.

2

In 2023 and 2022, represents the weighted-average nominal interest rate of the related debt agreements determined at the end of each period.

As of December 31, 2023 and 2022, Cemex, S.A.B. de C.V.’s debt summarized by type of instrument, was as follows:

 

2023

   Current      Non-current      2022    Current      Non-current  

Bank loans

         Bank loans      

Syndicated loans, 2025 to 2028

     —         42,014      Syndicated loans, 2024 to 2026      —         50,269  
     

 

 

          

 

 

 
     —         42,014           —         50,269  
     

 

 

          

 

 

 

Notes payable

         Notes payable      

Medium-term notes, 2026 to 2031

     —         56,973      Medium-term notes, 2024 to 2031      —         77,758  
     

 

 

          

 

 

 
     —         56,973           —         77,758  
     

 

 

          

 

 

 

Total bank loans and notes payable

     —         98,987      Total bank loans and notes payable      —         128,027  

Current maturities

     —         —       Current maturities      —         —   
  

 

 

    

 

 

       

 

 

    

 

 

 
   $ —         98,987         $ —         128,027  
  

 

 

    

 

 

       

 

 

    

 

 

 

 

15


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Debt – continued

Changes in debt for the years ended December 31, 2023, 2022 and 2021 were as follows:

 

     2023      2022      2021  

Debt at beginning of year

   $ 128,027        141,592        173,233  

Proceeds from new debt instruments

     50,902        39,947        84,333  

Debt repayments

     (65,601      (47,113      (119,222

Foreign currency translation and accretion effects

     (14,341      (6,399      3,248  
  

 

 

    

 

 

    

 

 

 

Debt at end of year

   $ 98,987        128,027        141,592  
  

 

 

    

 

 

    

 

 

 

As a result of debt transactions incurred to issue, refinance, replace and/or repurchase existing debt instruments, as applicable, the Parent Company issuance costs, premiums and/or redemption costs (the “Transactional Costs”) for a total of $1,207 in 2023, $932 in 2022 and $2,715 in 2021. Of which, $275 in 2023, $89 in 2022 and $759 in 2021, related to new debt instruments or the extension of existing debt, adjusted the carrying amount of the related debt and are amortized over the remaining term of each instrument while $932 in 2023, $843 in 2022 and $1,956 in 2021, associated with the extinguished portion of the related debt, were recognized in the caption “Financial income and other items, net.” In addition, Transactional Costs pending for amortization related to extinguished debt of $199 in 2023, $116 in 2022 and $544 in 2021 were recognized within “Financial income and other items, net.”

As of December 31, 2023 and 2022, non-current notes payable for $56,973 and $77,758, respectively, are detailed as follows:

 

Description 1

   Date of
issuance
     Currency      Principal
amount
     Rate     Maturity
date
     Redeemed
amount 2

US$
    Outstanding
amount 2

US$
     2023      2022  

CEBURES 2023 variable rate 3

     05/Oct/23        Pesos        1,000        TIIE+.45     01/Oct/26        —        59      $ 1,000        —   

CEBURES 2023 fixed rate 3

     05/Oct/23        Pesos        5,000        11.48     26/Sep/30        —        295        4,961        —   

July 2031 Notes 4

     12/Jan/21        Dollar        1,750        3.875     11/Jul/31        (642     1,108        18,706        21,494  

September 2030 Notes 4

     17/Sep/20        Dollar        1,000        5.20     17/Sep/30        (283     717        12,119        13,923  

November 2029 Notes 4

     19/Nov/19        Dollar        1,000        5.45     19/Nov/29        (247     753        12,710        14,602  

June 2027 Notes 5

     05/Jun/20        Dollar        1,000        7.375     05/Jun/27        (1,000     —         —         19,416  

March 2026 Notes

     19/Mar/19        Euro        400        3.125     19/Mar/26        —        442        7,477        8,323  
                     

 

 

    

 

 

 
                      $ 56,973        77,758  
                     

 

 

    

 

 

 

 

1

As of December 31, 2023, these issuances are fully and unconditionally guaranteed by Cemex Concretos, S.A. de C.V., Cemex Operaciones México, S.A. de C.V., Cemex Innovation Holding Ltd. and Cemex Corp.

 

2

Presented net of all notes repurchased and held by Cemex, S.A.B. de C.V.’s subsidiaries. As of December 31, 2023, all repurchased notes have been canceled.

 

3

On October 5, 2023, Cemex, S.A.B. de C.V. issued sustainability-linked long-term notes (certificados bursátiles) in Mexico (the “2023 CEBURES”) for an aggregate principal amount of $6,000. The 2023 CEBURES, consist of two tranches: the first, for $1,000 with a 3-year tenor at a floating annual interest rate of TIIE 28 plus 0.45% (the “Variable Rate 2023 CEBURES”), and the second, for $5,000 with a 7-year tenor at a fixed annual interest rate of 11.48% (the “Fixed Rate 2023 CEBURES”). In connection with these issuances, Cemex, S.A.B. de C.V. negotiated interest rate and currency derivative instruments to synthetically change the financial risks profile from the Peso to the Dollar (note 18.4).

 

4

During 2022, pursuant to tender offers and other market transactions, Cemex, S.A.B de C.V. partially repurchased several series of its notes for an aggregate notional amount of US$1,172. The difference between the amount paid for such notes and the notional amount redeemed, net of transactional costs, generated a repurchase gain of US$104 ($2,132), recognized in the statement of operations for the year in the line item “Financial income and other item, net.”

 

5

On June 5, 2023, Cemex fully redeemed the June 2027 Notes. The difference between the amount paid for such notes and the notional amount redeemed, net of transactional cost, generated a repurchase loss of $652, recognized in the line item “Financial income and other items, net.”

Non-current debt maturities as of December 31, 2023, were as follows:

 

     2023  

2025

   $ 9,321  

2026

     12,979  

2027

     9,005  

2028

     19,186  

2029 and thereafter

     48,496  
  

 

 

 
   $ 98,987  
  

 

 

 

As of December 31, 2023, Cemex, S.A.B. de C.V. had the following lines of credit, of which, the only committed portion refers to the revolving credit facility under the 2023 Credit Agreement, at annual interest rates ranging between 5.36% and 6.56%, depending on the negotiated currency:

 

Millions of U.S. Dollars    Lines of credit      Available  

Other lines of credit from banks 1

   US$ 752        752  

Revolving credit facility 2023 Credit Agreement

     2,000        1,400  
  

 

 

    

 

 

 
   US$ 2,752        2,152  
  

 

 

    

 

 

 

 

1

Uncommitted amounts subject to the banks’ availability.

 

16


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Debt – continued

 

Sustainability-linked and green financing

As of December 31, 2023 and 2022, Cemex, S.A.B. de C.V. debt of $98,987 and $128,027, included balances outstanding denominated in Dollars, Euros and Pesos under either its 2021 Sustainability-linked Financing Framework (the “2021 SLFF”) or its 2023 Sustainability-linked Financing Framework (the “2023 SLFF, and together with the 2021 SLFF, the (“SLFFs”) of $71,732 in 2023 and $78,546 in 2022, representing the Company’s debt that is linked and aligned to Cemex’s strategy of CO2 emissions reduction and its ultimate vision of a carbon-neutral economy.

As of December 31, 2023, the balance of debt under the SLFFs includes $65,776 of debt arising from bank loans, including the 2023 Credit Agreement described below. Under the 2023 Credit Agreement, the annual performance in respect to the metrics referenced in the 2023 SLFF may result in a total adjustment of the interest rate margin of plus or minus 5 bps1, in line with other sustainability-linked facilities from investment-grade rated borrowers.

The remainder of the debt balance under the SLFFs relates to the 2023 CEBURES. Of these, $1,000 or the variable rate leg is linked exclusively to one metric of the 2023 SLFF and may result in an increase of 20 bps in the nominal value at redemption. The remaining $4,961, or the fixed rate leg is also linked to only one metric of the 2023 SLFF and may result in a per annum increase of 25 bps to the interest rate applicable to the last four semi-annual coupon payments.

Additionally, Cemex’s securitization programs (notes 10 and 18.2) are linked to the 2021 SLFFs, utilizing one or more metrics and may result in an annual fee payment equivalent to up to 5 bps of the total facilities amount.

2023 Credit Agreement and 2021 Credit Agreement

On October 30, 2023, Cemex refinanced its 2021 Credit Agreement (as described below), extending the maturity to 2028. The refinanced 2021 Credit Agreement (the “2023 Credit Agreement”) comprises a US$1,000, 5-year amortizing term loan and a US$2,000, 5-year committed revolving credit facility (“RCF”). The 2023 Credit Agreement represents a reduction of US$500 in the term loan and an increase of US$250 in the revolver of the 2021 Credit Agreement. The 2023 Credit Agreement, denominated exclusively in Dollars, maintains its previous interest rate margin and financial covenants, consistent with an investment-grade capital structure, which provide for a maximum ratio of Consolidated Net Debt (as defined below) to Consolidated EBITDA (as defined below) (“Consolidated Leverage Ratio”) of 3.75 times throughout the life of the loan and a minimum ratio of Consolidated EBITDA to interest expense (“Consolidated Coverage Ratio”) of 2.75 times. As of December 31, 2023, the debt outstanding under the 2023 Credit Agreement amounted to $27,152 (US$1,600), which includes amounts owed under the RCF of $10,182 (US$600).

All tranches under the 2023 Credit Agreement include a margin over SOFR1 from 100 bps1 to 175 bps, depending on the Consolidated Leverage Ratio ranging from less than or equal to 2.25 times in the lower end to greater than 3.25 times in the higher end.

On November 8, 2021, Cemex, S.A.B. de C.V. closed a Dollar-denominated US$3,250 syndicated sustainability-linked credit agreement (the “2021 Credit Agreement”), which proceeds were mainly used to fully repay its previous syndicated facilities agreement entered in 2017. The 2021 Credit Agreement, which was the first debt instrument issued by Cemex, S.A.B de C.V. under the 2021 SLFF, resulted in a stronger liquidity position for Cemex, S.A.B de C.V. from a risk and credit rating perspective.

The balance of debt under the 2023 Credit Agreement, in which debtor is Cemex, S.A.B. de C.V., is guaranteed by Cemex Concretos, S.A. de C.V., Cemex Operaciones México, S.A. de C.V., Cemex Innovation Holding Ltd. and Cemex Corp., same guarantor structure applicable in all senior notes of the Parent Company and the previous 2021 Credit Agreement.

The 2023 Credit Agreement contains ongoing representations, warranties, affirmative and negative covenants, including financial covenants. As of December 31, 2023 and 2022, The Parent Company was in compliance with all covenants contained in the 2023 Credit Agreement and the 2021 Credit Agreement, as applicable. Cemex, S.A.B. de C.V. cannot assure that in the future it will be able to comply with all such covenants, including any financial covenants, which non-compliance, if not remedied, could result in an event of default, which could materially and adversely affect Cemex, S.A.B. de C.V. business and financial condition.

 

1

The Secured Overnight Financing Rate (“SOFR”) is a measure of the cost of borrowing cash overnight collateralized by Treasury securities. As of December 31, 2023, SOFR rate was 5.38%. The contraction “bps” means basis points. One hundred basis points equal 1%. See note 18.5 for recent developments on the interest rate benchmark reform.

2

The Tasa de Interés Interbancaria de Equilibrio (“TIIE”) is the variable rate used for debt denominated in Pesos. As of December 31, 2023 and 2022, the 28-day TIIE rate was 11.50% and 10.77%, respectively.

 

17


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Debt – continued

 

Financial Covenants

Under the 2023 Credit Agreement and the 2021 Credit Agreement, at the end of each quarter for each period of four consecutive quarters, Cemex, S.A.B. de C.V. must comply with a maximum Consolidated Leverage Ratio of 3.75 times and a minimum Consolidated Coverage Ratio of 2.75 times throughout the life of the corresponding credit agreement. These financial ratios are calculated using the consolidated amounts under IFRS.

Consolidated Leverage Ratio

 

   

Under the 2023 Credit Agreement and the 2021 Credit Agreement, the ratio is calculated by dividing “Consolidated Net Debt” by “Consolidated EBITDA” for the last twelve months as of the calculation date. Consolidated Net Debt equals debt, as reported in the statement of financial position, net of cash and cash equivalents, excluding any existing or future obligations under any securitization program, and any subordinated debt of Cemex, S.A.B. de C.V., adjusted for net mark-to-market of all derivative instruments, as applicable, among other adjustments including in relation for business acquisitions or disposals.

Consolidated EBITDA: Under the 2023 Credit Agreement and the 2021 Credit Agreement, represents Operating EBITDA for the last twelve months as of the calculation date, as adjusted for any discontinued EBITDA, and solely for the purpose of calculating the Consolidated Leverage Ratio on a pro forma basis for any material disposition and/or material acquisition.

Consolidated Coverage Ratio

 

   

Under the 2023 Credit Agreement and the 2021 Credit Agreement, the ratio is calculated by dividing Consolidated EBITDA by the financial expense for the last twelve months as of the calculation date.

As of December 31, 2023, 2022 and 2021, under the 2023 Credit Agreement and the 2021 Credit Agreement, as applicable, the main consolidated financial ratios were as follows:

 

Consolidated financial ratios         Refers to the compliance limits and calculations that were
effective on each date
 
    

 

   2023      2022      2021  

Leverage ratio

   Limit      <=3.75        <=3.75        <=3.75  
   Calculation      2.06        2.84        2.73  
     

 

 

    

 

 

    

 

 

 

Coverage ratio

   Limit      >=2.75        >=2.75        >=2.75  
   Calculation      7.91        6.27        5.99  
     

 

 

    

 

 

    

 

 

 

Cemex, S.A.B. de C.V.’s ability to comply with these ratios may be affected by economic conditions, volatility in foreign exchange rates, as well as by overall conditions in the financial and capital markets or other factors.

Cemex, S.A.B. de C.V. will classify all of its non-current debt as current debt if: 1) as of any measurement date Cemex, S.A.B. de C.V. fails to comply with any covenants that would cause a default, including the aforementioned financial ratios; or 2) the cross default clause that is part of the 2023 Credit Agreement is triggered by the provisions contained therein; 3) as of any date prior to a subsequent measurement date Cemex, S.A.B. de C.V. expects not to be in compliance with such financial ratios in the absence of: a) amendments and/or waivers covering the next succeeding 12 months; b) high probability that the violation will be cured during any agreed upon remediation period and be sustained for the next succeeding 12 months; and/or c) an agreement to refinance the relevant debt on a long-term basis. As a result of noncompliance with the agreed upon financial ratios or, in such event, the absence of a waiver of compliance or a negotiation thereof, after certain procedures followed upon Cemex, S.A.B. de C.V.’s lenders’ request, they may call for the acceleration of payments due under the 2023 Credit Agreement. That scenario would have a material adverse effect on Cemex, S.A.B. de C.V.’s operating results, liquidity or financial position.

 

18.2)

OTHER FINANCIAL OBLIGATIONS

Other financial obligations in the statement of financial position of Cemex, S.A.B. de C.V. as of December 31, 2023 and 2022, are as follows:

 

     2023      2022  
     Current      Non-current      Total      Current      Non-current      Total  

I.   Leases

   $ 568        968        1,536      $ 716        1,412        2,128  

II. Liabilities secured with accounts receivable

     1,782        —         1,782        1,782        —         1,782  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   $ 2,350        968        3,318      $ 2,498        1,412        3,910  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

18


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Other financial obligations – continued

 

I.

Leases (8.1, 16.2, 26.1, 26.3 and 26.5)

Cemex, S.A.B. de C.V. has several operating and administrative assets under lease contracts (note 16.2). The Parent Company applies the recognition exemption for short-term leases and leases of low-value assets, which are directly recognized in the cost of sales or operating expenses, as applicable. Changes in the balance of lease financial liabilities during 2023, 2022 and 2021 were as follows:

 

     2023      2022      2021  

Lease financial liability at beginning of year

   $ 2,128        2,465        3,321  

Additions from new leases

     260        746        438  

Reductions from payments

     (633      (853      (1,318

Cancellations and liability remeasurements

     (311      (275      86  

Foreign currency translation and accretion effects

     92        45        (62
  

 

 

    

 

 

    

 

 

 

Lease financial liability at end of year

   $ 1,536        2,128        2,465  
  

 

 

    

 

 

    

 

 

 

In 2021, the line-item reduction from payments includes the termination of the lease contract related to the corporate buildings of $484.

As of December 31, 2023 the non-current lease financial liabilities are as follows:

 

     2023  

2025

   $ 332  

2026

     201  

2027

     96  

2028

     35  

2029 and thereafter

     304  
  

 

 

 
   $ 968  
  

 

 

 

Total cash outflows for leases in 2023, 2022 and 2021, including the interest expense portion as disclosed at note 8.1, were $738, $973 and $1,484, respectively. Future payments associated with these contracts are presented in notes 19.2 and 24.2.

 

II.

Liabilities secured with accounts receivable

As mentioned in note 10, as of December 31, 2023 and 2022, the funded amounts of trade accounts receivable under securitization programs and/or factoring programs with recourse of $1,782 in both years, were recognized in “Other financial obligations” in the statement of financial position.

The balances of the Parent Company other financial obligations associated with the programs for the sale of accounts receivable mentioned above are part of Cemex, S.A.B. de C.V. total obligations under the 2021 SLFF, which are linked and aligned to Cemex’s strategy of CO2 emissions reduction and its ultimate vision of a carbon-neutral economy.

 

18.3)

FAIR VALUE OF FINANCIAL INSTRUMENTS

Under IFRS, fair value represents an “Exit Value” which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, considering the counterparty’s credit risk in the valuation. Exit Value is premised on the existence of a market and market participants for the specific asset or liability. When there are no market and/or market participants, IFRS establishes a fair value hierarchy that gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements), inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly, used mainly to determine the fair value of securities, investments or loans that are not actively traded (Level 2 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements).

Financial assets and liabilities

The book values of cash, trade receivable, other accounts receivable, trade payables, other accounts payable and accrued expenses, as well as current debt, approximate their corresponding estimated fair values due to the revolving nature of these financial assets and liabilities in the short-term.

The estimated fair value of non-current debt is level 1 and level 2 and is either based on estimated market prices for such or similar instruments, considering interest rates currently available for Cemex, S.A.B. de C.V. to negotiate debt with the same maturities, or determined by discounting future cash flows using market-based interest rates currently available.

The fair values determined by Cemex, S.A.B. de C.V. for its derivative financial instruments are level 2. There is no direct measure for the risk of Cemex, S.A.B. de C.V. or its counterparties in connection with such instruments. Therefore, the risk factors applied for Cemex, S.A.B. de C.V.’s assets and liabilities originated by the valuation of such derivatives were extrapolated from publicly available risk discounts for other public debt instruments of Cemex, S.A.B. de C.V. or its counterparties.

 

19


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Fair value of financial instruments – continued

The estimated fair value of derivative instruments fluctuates over time and is determined by measuring the effect of future relevant economic variables according to the yield curves shown in the market as of the reporting date. These values should be analyzed in relation to the fair values of the underlying transactions and as part of Cemex, S.A.B. de C.V.’s overall exposure to fluctuations in interest rates and foreign exchange rates. The notional amounts of derivative instruments do not represent amounts of cash exchanged by the parties, and consequently, there is no direct measure of Cemex, S.A.B. de C.V.’s exposure to the use of these derivatives. The amounts exchanged are determined based on the notional amounts and other terms included in the derivative instruments.

As of December 31, 2023 and 2022, the carrying amounts of non-current financial assets and liabilities and their respective fair values were as follows:

 

     2023      2022  
     Carrying amount      Fair value      Carrying amount      Fair value  

Financial assets

           

Investments available for sale (note 13)

   $ 236        236      $ 237        237  

Derivative financial instruments (notes 15 and 18.4)

     1,073        1,073        1,103        1,103  
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 1,309        1,309      $ 1,340        1,340  
  

 

 

    

 

 

    

 

 

    

 

 

 

Financial liabilities

           

Non-current debt (note 18.1)

   $ 98,987        95,999      $ 128,027        120,204  

Other financial obligations (note 18.2)

     968        624        1,412        1,016  

Derivative financial instruments (note 18.4)

     260        260        32        32  

Non-current accounts payable with related parties (note 19.1)

     28        28        59        59  
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 100,243        96,911      $ 129,530        121,311  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

18.4)

DERIVATIVE FINANCIAL INSTRUMENTS

During the reported periods, in compliance with the guidelines established by its Risk Management Committee, the restrictions set forth by its debt agreements and its hedging strategy (note 18.5), Cemex, S.A.B. de C.V. held derivative instruments with the objectives explained in the following paragraphs.

As of December 31, 2023 and 2022, the notional amounts and fair values of Cemex, S.A.B. de C.V.’s derivative instruments were as follows:

 

     2023      2022  
     Notional amount      Fair value      Notional amount      Fair value  

I. Net investment hedges

   US$ 976        (94      837        (48

II. Cross currency swaps

     335        23        —         —   

III. Interest rate swaps

     750        30        1,018        54  

IV. Fuel price hedging

     232        5        136        8  

V. Foreign exchange options

     300        10        500        18  
  

 

 

    

 

 

    

 

 

    

 

 

 
   US$ 2,593        (26      2,491        32  
  

 

 

    

 

 

    

 

 

    

 

 

 

The caption “Financial income and other items, net” in the statements of income includes gains and losses related to the recognition of changes in fair values of the derivative financial instruments during the applicable period, which represented net losses of $326 (US$19) in 2023, $103 (US$5) in 2022 and of $123 (US$6) in 2021. During the reported periods, Cemex, S.A.B. de C.V. did not have derivatives designated as fair value hedges.

 

I.

Net investment hedge

As of December 31, 2023 and 2022, there are Dollar/Peso foreign exchange forward contracts with target tenor ranging from 1 to 15 months for notional amounts of US$518 ($8,790) and US$738 ($14,391), respectively. Cemex, S.A.B. de C.V. has designated this program as a hedge of Cemex, S.A.B. de C.V.’s net investment in Pesos, pursuant to which changes in the fair market value of these instruments are recognized as part of other equity reserves. For the years 2023, 2022 and 2021, these contracts generated losses of $3,028 (US$172), $1,924 (US$96) and $81 (US$4), respectively, which partially offset currency translation gains in each year recognized in equity generated from the Parent Company’s net assets denominated in Pesos. The losses generated from these derivatives relate to the appreciation of the Peso, mainly in 2023 and 2022.

In addition, as of December 31, 2023 and 2022, as part of the Peso net investment hedge strategy, there are additional Dollar/Peso capped forwards, structured with option contracts, for a notional amount of US$458 ($7,777) and US$99 ($1,919). These capped forwards contain limits on the upside that the instrument may generate. Changes in the fair market value of such capped forward contracts are also recognized as part of other equity reserves. For the years 2023 and 2022, these contracts generated losses of $953 (US$54) and $37 (US$2), respectively, which partially offset currency translation gains recognized in equity generated from Cemex S.A.B de C.V. net assets denominated in Pesos due to the appreciation of the Peso in 2023 and 2022.

 

20


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Derivatives financial instruments – continued

Moreover, during the year 2022, the Parent Company unwound Dollar/Euro cross-currency swap contracts for a notional amount of US$750 ($14,625), which resulted in a settlement gain of $1,550 (US$80) recognized in equity. Cemex, S.A.B. de C.V. designated the foreign exchange forward component of these instruments as a hedge of its net investment in Euros, and changes in fair market were recognized as part of other equity reserves, while changes in fair value of the interest rate swap component until settlement were recognized within the line of “financial income and other items, net.” representing gains of $151 (US$8) in 2022 and losses of $20 ($1) in 2021. For the years 2022 and 2021, the foreign exchange forward component generated gains of $1,400 (US$70) and $204 (US$10) recognized in equity, which partially offset currency translation losses recognized in other equity reserves generated from net assets denominated in Euros due to the depreciation of the Euro against the Dollar in 2022 and 2021, related to the exchange of interest rates in the statement of income.

 

II.

Cross currency swaps

During October 2023, Cemex, S.A.B. de C.V. entered into cross-currency swap contracts for a notional amount of US$335 ($5,685). In connection with the issuances of the 2023 CEBURES as described in note 18.1, aiming to change the rate and currency risk profile of the 2023 CEBURES from the Peso to the Dollar. The Parent Company designated these contracts as cash flow hedges of interest rate payments in relation to an equivalent amount of variable and fixed interest rate debt. Changes in fair value of these contracts for the interest rate swap leg are initially recognized as part of other equity reserves and are subsequently allocated through financial expense as interest expense on the related loans is accrued in the statement of income while changes in fair value of the currency forward leg are recognized directly in the statement of income partially offsetting the related Peso denominated debt’s foreign exchange fluctuation. For the year 2023, changes in the fair value of these contracts considering their different elements generated a gain of $409 (US$23) recognized in other equity reserves and a gain of $89 ($5) recognized in the statement of income.

 

III.

Interest rate swap contracts

For accounting purposes under IFRS, Cemex, S.A.B. de C.V. designates interest rate swaps as cash flow hedges, to fix interest rate payments in relation to an equivalent amount of floating interest rate debt. As a result, changes in the fair value of these contracts are initially recognized as part of other comprehensive income in equity and are subsequently reclassified to financial expense as the interest expense of the related floating interest rate debt is accrued in the statement of income.

As of December 31, 2023 and 2022, the Parent Company held interest rate swaps for a notional amount of US$750 ($12,728), in both periods, with a fair market value representing assets of $508 (US$30) in 2023 and $758 (US$39) in 2022, negotiated in June 2018 to fix interest payments of existing bank loans bearing Dollar floating rates. During November 2021, Cemex, S.A.B. de C.V. unwound a portion of its then outstanding interest rate swaps resulting in a settlement loss of $102 (US$5), recognized within “Financial income and other items, net” in the statement of income, and extended the remaining contracts until November 2026. For the years ended in 2023, 2022 and 2021, changes in the fair value of these contracts generated losses of $157 (US$9), gains of $1,382 (US$69) and gains of $470 (US$23), respectively, recognized in other equity reserves. Moreover, during the same periods, Cemex, S.A.B. de C.V. recycled results from equity to the line item “Financial expenses” representing income of $393 (US$22) in 2023, expense of $39 (US$2) in 2022 and $445 (US$22) in 2021.

In addition, as of December 31, 2022, the Parent Company held interest rate swaps for a notional of US$268 ($5,231), negotiated to fix interest payments of existing bank loans referenced to Pesos floating rates that matured in November 2023, which fair value represented an asset of $287 (US$15) in 2022. During December 2021, Cemex, S.A.B. de C.V. partially unwound its interest rate swap receiving $61 (US$3) recognized within “Financial income and other items, net” in the statement of income. For the years 2023, 2022 and 2021 until their settlement, changes in the fair value of these contracts generated losses of $260 (US$15), gains of $59 (US$3) and gains of $306 (US$15), respectively, recognized in other equity reserves. Moreover, during the same periods, Cemex, S.A.B. de C.V. recycled results from equity to the line item of “Financial expenses” representing gains of $329 (US$18) in 2023, gains of $150 (US$7) in 2022 and losses of $5 (US$0.3) in 2021.

 

IV.

Fuel price hedging

As of December 31, 2023 and 2022, Cemex, S.A.B. de C.V. maintained swap and option contracts negotiated to hedge the price of certain fuels in several operations, primarily diesel and gas, for aggregate notional amounts of US$110 ($1,866) and US$136 ($2,659), respectively, with an estimated aggregate fair value representing assets of $12 (US$1) in 2023 and of $159 (US$8) in 2022. By means of these contracts, for own consumption only at the consolidated level, the Parent Company either fixed the price of these fuels or entered into option contracts to limit the prices to be paid for these fuels, over certain volumes representing a portion of the estimated consumption of such fuels in several operations. These contracts have been designated as cash flow hedges of diesel or gas consumption, and as such, changes in fair value are recognized temporarily through other equity reserves and are recycled to operating expenses as the related fuel volumes are consumed. For the years 2023, 2022 and 2021, changes in fair value of these contracts recognized in other equity reserves represented losses of $97 (US$6), losses of $509 (US$25) and gains of $449 (US$22), respectively. For these derivative financial instruments Cemex, S.A.B. de C.V. only acts as a financial intermediary for its subsidiaries with the third parties, for such reason the accounting effects for the Parent Company in other equity reserves are offset by virtue of mirror contracts.

In addition, as of December 31, 2023, Cemex, S.A.B. de C.V. held Brent Oil call spreads with a notional of US$122 ($2,070) intended economically to mitigate the exposure over a portion of the diesel cost implicit in the distribution expense. Changes in the fair value of these contracts are recognized directly in the statement of income as part of “Financial income and other items, net” which resulted in losses of $13 (US$1) in 2023.

 

21


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Derivatives financial instruments – continued

 

V.

Foreign Exchange Options

As of December 31, 2023 and 2022, Cemex, S.A.B. de C.V. held Dollar/Peso call spread option contracts for a notional amount of US$300 ($5,091) and US$500 ($9,750), respectively. Such contracts mature between June 2025 and December 2025 and were negotiated to maintain the value in Dollars over an equivalent amount of revenue generated in Pesos. Changes in the fair value of these instruments generated losses of $328 (US$18) in 2023, losses of $257 (US$13) in 2022 and losses of $102 (US$5) in 2021, recognized within “Financial income and other items, net.”

 

18.5)

RISK MANAGEMENT

Enterprise risks may arise from any of the following situations: i) the potential change in the value of assets owned or reasonably anticipated to be owned, ii) the potential change in value of liabilities incurred or reasonably anticipated to be incurred, iii) the potential change in value of services provided, purchase or reasonably anticipated to be provided or purchased in the ordinary course of business, iv) the potential change in the value of assets, services, inputs, products or commodities owned, produced, manufactured, processed, merchandised, leased or sell or reasonably anticipated to be owned, produced, manufactured, processed, merchandised, leased or sold in the ordinary course of business, or v) any potential change in the value arising from interest rate or foreign exchange rate exposures arising from current or anticipated assets or liabilities.

In the ordinary course of business, the Parent Company is exposed to commodities risk, including the exposure from inputs such as fuel, coal, petroleum coke, carbon slags, gypsum and other industrial materials which are commonly used in the production process, and expose Cemex, S.A.B. de C.V. to variations in prices of the underlying commodities. To manage this and other risks, such as credit risk, interest rate risk, foreign exchange risk, equity risk and liquidity risk, considering the guidelines set forth by the Board of Directors, which represent Cemex, S.A.B. de C.V.’s risk management framework and that are supervised by several Committees, the Parent Company’s management establishes specific policies that determine strategies oriented to obtain natural hedges to the extent possible, such as avoiding customer concentration in a determined market or aligning the currencies portfolio in which Cemex, S.A.B. de C.V. incurred its debt with those in which cash flows are generated.

As of December 31, 2023 and 2022, these strategies are sometimes complemented with the use of derivative financial instruments as mentioned in note 18.4, such as the commodity forward contracts on fuels negotiated to fix the price of these underlying commodities.

The main risk categories are mentioned below:

Credit risk

Credit risk is the risk of financial loss faced by the Parent Company if a customer or counterpart of a financial instrument does not meet its contractual obligations and originates mainly from trade accounts receivable. As of December 31, 2023 and 2022, the maximum exposure to credit risk is represented by the balance of financial assets. Management has developed policies for the authorization of credit to customers. The accounting exposure to credit risk is monitored constantly according to the payment behavior of the debtors. Credit is assigned on a customer-by-customer basis and is subject to assessments which consider the customers’ payment capacity, as well as past behavior regarding due dates, balances past due and delinquent accounts. In cases deemed necessary, Cemex, S.A.B. de C.V.’s management requires guarantees from its customers and financial counterparties regarding financial assets.

The Parent Company’s management has established a policy of low risk tolerance that analyzes the creditworthiness of each new client individually before offering the general conditions of payment terms and delivery. The review includes external ratings, when references are available, and in some cases bank references. Thresholds of purchase limits are established for each client, which represent the maximum purchase amounts that require different levels of approval. Customers who do not meet the levels of solvency requirements imposed by Cemex, S.A.B. de C.V. can only carry out transactions by paying cash in advance. As of December 31, 2023, considering Cemex, S.A.B. de C.V.’s best estimate of potential expected losses based on the ECL model (note 10), the allowance for expected credit losses was $217.

The aging of trade accounts receivable as of December 31, 2023 is as follows:

 

     2023  

Neither past due, nor impaired portfolio

   $ 4,777  

Past due les than 90 days portfolio

     147  

Past due more than 90 days portfolio

     285  
  

 

 

 
   $ 5,209  
  

 

 

 

Interest rate risk

Interest rate risk is the risk that a financial instrument’s fair value or future cash flows will fluctuate because of changes in market interest rates, which only affect Cemex, S.A.B. de C.V.’s results if the fixed rate non-current debt is measured at fair value. The Parent Company’s fixed-rate non-current debt is carried at amortized cost and therefore is not subject to interest rate risk. Cemex, S.A.B. de C.V.’s exposure to the risk of changes in market interest rates relates primarily to its non-current debt obligations with floating interest rates which, if such rates were to increase, may adversely affect its financing cost and the results for the period.

 

22


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Interest rate risk – continued

 

Additionally, there is an opportunity cost for continuing to pay a determined fixed interest rate when the market rates have decreased and the entity may obtain improved interest rate conditions in a new loan or debt issuance. Cemex, S.A.B. de C.V. manages its interest rate risk by balancing its exposure to fixed and floating rates while attempting to reduce its interest costs. The Parent Company could renegotiate the conditions or repurchase the debt, particularly when the net present value (“NPV”) of the estimated future benefits from the interest rate reduction is expected to exceed the cost and commissions that would have to be paid in such renegotiation or repurchase of debt.

As of December 31, 2023 and 2022, 31% and 24%, respectively, of the non-current debt was denominated in floating interest rates at a weighted average interest rate of SOFR plus 95 bps in 2023 and LIBOR plus 148 bps in 2022. These figures reflect the effect of interest rate swaps held by the Parent Company during 2023 and 2022. As of December 31, 2023 and 2022, if interest rates at that date had been 0.5% higher, with all other variables held constant, the net income of Cemex, S.A.B. de C.V. in 2023 and 2022 would have decreased by $227 (US$13) and $243 (US$12), because of higher interest expense on variable rate denominated debt.

Management of interest rate benchmark reform

In connection with the global reform of major interest rate benchmarks, which included the replacement of interbank offered rates (IBORs) with alternative secured rates (referred to as the “IBOR reform”), during the first half of 2023 Cemex completed the migration of applicable financial instruments, derivatives and loans previously linked to Dollar LIBOR rates.

Cemex, S.A.B. de C.V.’s financial risk management committee monitored and managed the Company’s transition to alternative secured rates.

Foreign currency risk

Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Cemex, S.A.B. de C.V.’s exposure to the risk of changes in foreign exchange rates relates primarily to its financing activities. As of December 31, 2023, 71% of the financial debt was Dollar-denominated, 17% was Euro-denominated and 12% was Peso-denominated; therefore, Cemex, S.A.B. de C.V. has a foreign currency exposure arising from the Dollar-denominated financial debt and the Euro-denominated financial debt, versus the currency in which Cemex, S.A.B. de C.V.’s revenues are settled. Cemex, S.A.B. de C.V. cannot assure that it will generate revenues in Pesos sufficient to settle its obligations in Dollars and Euro. As of December 31, 2023, Cemex, S.A.B. de C.V. had implemented a derivative financing hedging strategy using foreign exchange options for a notional amount of US$300 to hedge the value in Dollar terms of revenues generated in Pesos to partially address this foreign currency risk (note 18.4). Complementarily, Cemex, S.A.B. de C.V. may negotiate other derivative financing hedging strategies in the future if either of its debt portfolio currency mix, interest rate mix, market conditions and/or expectations changes.

Monetary position by currency

As of December 31, 2023 and 2022, the net monetary assets (liabilities) by currency are as follows:

 

Current:    2023      2022  

Monetary assets

   $ 15,088        11,910  

Monetary liabilities

     (87,973      (85,004
  

 

 

    

 

 

 

Net monetary liabilities

   $ (72,885      (73,094
  

 

 

    

 

 

 

Non-current:

     

Monetary assets

   $ 2,078        2,442  

Monetary liabilities

     (101,790      (132,625
  

 

 

    

 

 

 

Net monetary liabilities

   $ (99,712      (130,183
  

 

 

    

 

 

 
Out of which:      

Dollars

   $ (92,759      (141,112

Pesos

     (62,881      (43,279

Euros

     (16,957      (18,886
  

 

 

    

 

 

 
   $ (172,597      (203,277
  

 

 

    

 

 

 

Considering that the Parent Company’s functional currency for all assets, liabilities and transactions related to its financial and holding company activities is the Dollar (note 26.3), foreign currency risk is associated with the translation into Dollars of subsidiaries’ net assets denominated in other currencies. When the Dollar appreciates, the value of such net assets denominated in other currencies decreases in Dollar terms, generating negative foreign currency translation and reducing stockholders’ equity. Conversely, when the Dollar depreciates, the value of such net assets denominated in other currencies increase in Dollar terms generating the opposite effect. Cemex, S.A.B. de C.V. has implemented a Dollar/Peso foreign exchange forward contracts program to hedge foreign currency translation in connection with its net assets denominated in Pesos (note 18.4).

 

23


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Equity risk

Equity risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in the market price of Cemex, S.A.B. de C.V.’s and/or third party’s shares. Under these equity derivative instruments, there is a direct relationship between the change in the fair value of the derivative and the change in price of the underlying share. All changes in the fair value of such derivative instruments are recognized in the statement of income as part of “Financial income and other items, net.” During the reported periods effects were not significant. As of December 31, 2023, Cemex, S.A.B. de C.V. does not have derivative financial instruments based on the price of the Parent Company’s shares or any third-party’s shares.

Liquidity risk

Liquidity risk is the risk that Cemex, S.A.B. de C.V. will not have sufficient funds available to meet its obligations. In addition to cash flows provided by its operating activities, to meet Cemex, S.A.B. de C.V.’s overall liquidity needs for operations, servicing debt and funding capital expenditures and acquisitions, Cemex, S.A.B. de C.V. relies on cost-cutting and operating improvements to optimize capacity utilization and maximize profitability, as well as borrowing under credit facilities, proceeds of debt and equity offerings, and proceeds from asset sales. Cemex, S.A.B. de C.V. is exposed to risks from changes in foreign currency exchange rates, prices and currency controls, interest rates, inflation, governmental spending, social instability, and other political, economic and/or social developments, any one of which may materially affect Cemex, S.A.B. de C.V.’s results and reduce cash from operations. The maturities of Cemex, S.A.B. de C.V.’s contractual obligations are included in note 24.2.

As of December 31, 2023, current liabilities, which include $66,112 of current accounts payable to related parties, exceed current assets by $73,773. It is noted that as part of its operating strategy implemented by management, the Company operates with a negative working capital balance. For the year ended December 31, 2023, Cemex, S.A.B. de C.V. used cash flows in operating activities of $197. Cemex, S.A.B. de C.V.’s management considers that it will generate sufficient cash flows from operations in the following twelve months to meet its current obligations, considering that its consolidated subsidiaries also have significant current assets that can be obtained by Cemex, S.A.B. de C.V. if required. In addition, as of December 31, 2023, Cemex, S.A.B. de C.V. has a committed line of credit under the RFC for US$2,000 ($33,940). As of December 31, 2023, the disposed amount is US$600 ($10,182).

As of December 31, 2023 and 2022, the potential requirement for additional margin calls under our different commitments is not significant.

As of December 31, 2023, in connection with the aggregate balance of current liabilities with related parties of $66,112, which refer primarily to Cemex Innovation Holding Ltd, Cemex Operaciones Mexico, S.A. de C.V., Cemex Transporte, S.A. de C.V. and Cemex Concretos, S.A. de C.V. (note 19.1), Cemex, S.A.B. de C.V. has proven successful in refinancing such liabilities considering that it exercises control over its subsidiaries.

 

19)

BALANCES AND TRANSACTIONS WITH RELATED PARTIES

 

19.1)

ACCOUNTS RECEIVABLE AND PAYABLE WITH RELATED PARTIES

Balances and transactions between Cemex, S.A.B. de C.V. and its subsidiaries and equity accounted investees result primarily from: (i) businesses and operational activities in Mexico; (ii) the acquisition or sale of shares of subsidiaries within the group; (iii) products purchase and sale, billing of administrative services, rents, rights to use brands and commercial names, royalties and other services rendered between affiliated companies; and (iv) loans with subsidiaries and equity accounted investees. When market prices and/or market conditions are not readily available, Cemex, S.A.B. de C.V. conducts transfer pricing studies to assure compliance with regulations applicable to transactions between related parties. As of December 31, 2023 and 2022, the primary accounts receivable and payable with related parties, are the following:

 

2023    Assets      Liabilities  
     Current      Non-current      Current      Non-current  

Cemex Innovation Holding Ltd

   $ —         —         22,727        —   

Cemex Operaciones México, S.A. de C.V.

     —         62        26,123        —   

Sinergia Deportiva, S.A. de C.V.

     —         2,027        —         —   

Especialistas en Corredores Viales, S.A. de C.V.

     651        —         —         —   

Reservas Ecológicas Sustentables de la Laguna, S.A. de C.V.

     219        —         —         —   

Cemex Corp

     184        —         —         —   

Cemex Transporte, S.A. de C.V.

     —         —         2,249        —   

Cemex Concretos, S.A. de C.V.

     —         272        12,091        —   

Others

     868        1        2,922        28  
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 1,922        2,362        66,112        28  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

24


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Accounts receivable and payable with related parties – continued

 

2022    Assets      Liabilities  
     Current      Non-current      Current      Non-current  

Cemex Innovation Holding Ltd

   $ —         —         31,194        —   

Cemex Operaciones México, S.A. de C.V.

     —         133        16,264        —   

Sinergia Deportiva, S.A. de C.V.

     1,254        —         —         —   

Especialistas en Corredores Viales, S.A. de C.V.

     560        —         —         —   

Reservas Ecológicas Sustentables de la Laguna, S.A. de C.V.

     198        —         —         —   

Cemex Corp

     314        —         —         —   

Cemex Internacional, S.A. de C.V.

     —         —         549        59  

Cemex Transporte, S.A. de C.V.

     —         —         2,014        —   

Cemex Concretos, S.A. de C.V.

     —         544        12,194        —   

Others

     650        —         3,384        —   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 2,976        677        65,599        59  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

19.2)

PRINCIPAL OPERATIONS WITH RELATED PARTIES

The principal operations of Cemex, S.A.B. de C.V. with related parties for the years ended December 31, 2023, 2022 and 2021, were as follows:

 

     2023      2022      2021  

Revenues:

        

Net sales (note 2)

   $ 23,772        20,578        19,810  

Rental income (notes 2, 4 and 16.2)

     7,126        6,165        1,429  

License fees and administrative services (notes 2 and 4)

     2,463        3,189        834  

Cost of sales and operating expenses:

        

Raw material, finished goods and other production cost (note 2)

     41,244        35,753        25,202  

Management service expense

     —         1,568        524  

Lease expense (note 16.2)

     18        —         592  

Financing (income) cost:

        

Financial expense

     6,137        3,558        1,809  

Financial income and other items, net

     (796      (2,492      (4,903
  

 

 

    

 

 

    

 

 

 

As of December 31, 2023, in connection with the operating lease agreements that Cemex, S.A.B. de C.V. holds with related parties, the cash flows to be received in the following years are detailed as follows:

 

(Millions)    2023  
Obligations    Less than 1
year
     1 – 3
Years
     3 – 5
Years
     More than 5
Years
     Total  

Operating leases to be received from related parties 1

   $ 2,579        7,704        7,704        2,562        20,549  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

1

The amounts represent nominal cash flows.

As of December 31, 2023 and 2022, Cemex, S.A.B. de C.V. had lease payable with related parties for US$2 ($40) and US$4 ($75), respectively.

As of December 31, 2023, in relation to the rights of use that Cemex, S.A.B. de C.V. sublease to related parties described in note 16.2, below are the nominal cash flows to be received in the following years:

 

(Millions)    2024      2025      2026      2027 - 2032      Total  

Cemex Operaciones México, S.A. de C.V.

   US$ 1        5        2        1        9  

Cemex Concretos, S.A. de C.V.

     1        12        9        7        29  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   US$ 2        17        11        8        38  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   $ 34        288        187        136        645  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

In addition, for the years 2023, 2022 and 2021, in the ordinary course of business, the Parent Company has entered into transactions with related parties for the sale and/or purchase of products, sale and/or purchase of services or the lease of assets, all of which are not significant and to the best of the Parent Company’s knowledge are not significant to the related party, are incurred for non-significant amounts and are executed following the same authorizations applied to other third parties. The identified transactions, which involved members of the Parent Company’s Board of Directors and senior management, as applicable, are reviewed by the Parent Company’s Board of Directors Corporate Practices and Finance Committee and approved or ratified at least annually by the Parent Company’s Board of Directors.

 

25


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Principal operations with related parties – continued

 

The Parent Company, also, enters into transactions with affiliates it indirectly controls, such as Trinidad Cement Limited, Caribbean Cement Company Limited, CLH and CLH’s consolidated companies, and CHP and CHP’s consolidated entities; with other companies in which Cemex has a non-controlling position, such as GCC, Lehigh White Cement Company and Neoris; with companies in which the Parent Company’s Board of Director members are members of such company’s board of directors, like FEMSA, S.A.B. de C.V., Carza, S.A.P.I. de C.V., Nemak, S.A.B. de C.V., NEG Natural, S.A. de C.V.; and with companies at which members of Cemex’s senior management have family members, such as Cementos Españoles de Bombeo, S. de R.L. de C.V., all of which are also reviewed by the Parent Company’s Board of Directors Corporate Practices and Finance Committee and approved or ratified at least annually by the Parent Company’s Board of Directors. For the Parent Company, none of these transactions are material to be disclosed separately.

The most important transactions with related parties during 2023 were as follows:

 

   

Cemex, S.A.B. de C.V. has a Master Services Agreement pursuant to which Cemex receives information technology services and solutions globally from Neoris. For the year 2023, Cemex incurred in consulting services from Neoris for a consolidated amount of US$94. Cemex holds a 35% equity interest in Neoris and some of Cemex’s employees are members of the board of directors of Neoris.

 

   

For the year 2023, Cemex incurred services from CEB, a provider of ready-mix pumping services to Cemex’s customers in Mexico for a consolidated amount of US$55.

For the years 2023, 2022 and 2021, the aggregate compensation of Cemex, S.A.B. de C.V.’ Board of Directors, including alternate directors, and Cemex’s top management was USD$71, USD$44 and USD$50, respectively. Of these amounts, USD$24 in 2023, USD$29 in 2022, USD$26 in 2021, were paid as base compensation plus performance bonuses, including pension and post-employment benefits. In addition, USD$47 in 2023, USD$15 in 2022 and USD$24 in 2021 of the aggregate amounts in each year, corresponded to allocations of ADSs under Cemex’s executive share-based compensation programs.

 

20)

PENSIONS AND POST-EMPLOYMENT BENEFITS

During August 2021, Cemex, S.A.B. de C.V., acquired the rights and obligations of a group of employees that were transferred from several subsidiaries to the Parent Company, due to a labor reform in Mexico effective beginning September 2021. In addition, on January 1, 2022, a group of employees were transferred to the Parent Company from Cemex Operaciones México, S.A. de C.V. (note 2).

Defined contribution pension plans

The costs of defined contribution plans for the years ended December 31, 2023, 2022 and 2021 were $277, $279 and $157, respectively. Cemex, S.A.B. de C.V. contributes periodically the amounts offered by the pension plan to the employee’s individual accounts, not retaining any remaining liability as of the financial statements’ date.

Defined benefit pension plans

Cemex, S.A.B. de C.V. defined benefit plans is closed to new participants. Actuarial results related to pension and other post-employment benefits are recognized in earnings and/or in “Other comprehensive income” for the period in which they are generated, as appropriate. For the years ended December 31, 2023, 2022 and 2021, the effects of pension plans and other post-employment benefits are summarized as follows:

 

     Pensions      Other benefits      Total  

Net period cost (income):

   2023     2022      2021      2023     2022      2021      2023     2022      2021  

Recorded in operating costs and expenses

                       

Service cost

   $ 2       2        1        10       9        4        12       11        5  

Past service cost

     2       1        —         1       —         —         3       1        —   

Settlements, curtailments, and other changes

     (69     —         —         (20     —         —         (89     —         —   
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 
     (65     3        1        (9     9        4        (74     12        5  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Recorded in other financial expenses

                       

Net interest cost

     35       3        1        14       9        3        49       12        4  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Recorded in other comprehensive income

                       

Actuarial (gains) losses for the period

     (20     33        2        8       —         7        (12     33        9  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 
   $ (50     39        4        13       18        14        (37     57        18  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

 

26


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Pensions and post-employment benefits – continued

 

As of December 31, 2023 and 2022, the reconciliation of the actuarial benefits’ obligations and pension plan assets, are presented as follows:

 

     Pensions     Other benefits     Total  
     2023     2022     2023     2022     2023     2022  

Change in benefits obligation:

            

Projected benefit obligation at beginning of the period

   $ 407       29       150       90       557       119  

Service cost

     2       2       10       9       12       11  

Interest cost

     35       3       14       9       49       12  

Actuarial (gains) losses

     (20     33       8       —        (12     33  

Plan amendments

     (67     1       (19     —        (86     1  

Benefits paid

     (3     (2     (3     (4     (6     (6

Employees transfer from subsidiaries

     1       341       2       46       3       387  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net projected liability in the statement of financial position

   $ 355       407       162       150       517       557  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

For the years 2023, 2022 and 2021, actuarial (gains) losses for the period were generated by the following main factors as follows:

 

     2023      2022      2021  

Actuarial (gains) losses due to experience

   $ (26      9        19  

Actuarial (gains) losses due to demographic assumptions

     13        59        —   

Actuarial (gains) losses due financial assumptions

     1        (35      (10
  

 

 

    

 

 

    

 

 

 
   $ (12      33        9  
  

 

 

    

 

 

    

 

 

 

In 2023, net actuarial gains due to experience adjustments of $26, partially offset by actuarial losses due to demographic variables of $13, mainly due to the update of the mortality table.

In 2022, net actuarial losses due to demographic assumptions resulted from a change in life expectancy and the ongoing update of the mortality table. In addition, the gain in financial assumptions was mainly driven by an increase in the discount rate applicable to the calculation of the benefits’ obligations, as market interest rates increased in 2022 as compared to 2021.

In 2021, the net actuarial losses due to experience was partially offset by gains in financial assumptions that were mainly driven by moderate increases in the discount rate applicable to the calculation of the benefits’ obligations as market interest rates increased in 2021 as compared to 2020.

The most significant assumptions used in the determination of the benefit obligation were as follows:

 

     2023      2022  

Discount rates

     10.50      10.50

Rate of return on plan assets

     10.50      10.50

Rate of salary increases

     4.50      4.50
  

 

 

    

 

 

 

As of December 31, 2023, estimated payments for pensions and other post-employment benefits over the next 10 years were as follows:

 

     Estimated
payments
 

2024

   $ 340  

2025

     35  

2026

     33  

2027

     32  

2028 – 2033

     162  
  

 

 

 

Cemex, S.A.B. de C.V. has established health care benefits for retired personnel limited to a certain number of years after retirement. As of December 31, 2023 and 2022, the projected benefits obligation related to these benefits was $75 and $61, respectively, included within other benefits liability. The medical inflation rates used to determine the projected benefits obligation of these benefits in 2023 and 2022 7% in both years.

Significant events of reduction or liquidation of pensions and other post-employment benefits to employees during the reporting periods.

In 2023, as a result of an extension in the retirement age for the Company’s operations in Mexico, Cemex, S.A.B. de C.V. there was a reduction of $89 in the retirement obligations recognized against the statement of income for the period. In addition, a labor reform in vacation days in Mexico resulted in a modification to its pension plans in a past service expense of $3, recognized in the statement of income for the period.

 

27


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

Pensions and post-employment benefits – continued

 

Sensitivity analysis of pension and other post-employment benefits

For the year ended December 31, 2023, Cemex, S.A.B. de C.V. performed sensitivity analyses on the most significant assumptions that affect the PBO, considering reasonable independent changes of plus or minus 50 basis points in each of these assumptions. The increase (decrease) that would have resulted in the PBO of pensions and other post-employment benefits as of December 31, 2023 are shown below:

 

     Pensions     Other benefits     Total  
Assumptions:    +50 bps     -50 bps     +50 bps     -50 bps     +50 bps     -50 bps  

Discount Rate Sensitivity

   $ (10     11       (5     5       (15     16  

Salary Increase Rate Sensitivity

     1       (1     2       (2     3       (3

Pension Increase Rate Sensitivity

     2       (2     3       (3     5       (5
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

21)

INCOME TAXES

 

21.1)

INCOME TAXES FOR THE PERIOD

The amounts of income tax (expense) benefit in the statement of income for 2023, 2022 and 2021 are summarized as follows:

 

     2023      2022      2021  

Current income tax

   $ (4,521      (91      (240

Deferred income tax

     675        1,240        512  
  

 

 

    

 

 

    

 

 

 
   $ (3,846      1,149        272  
  

 

 

    

 

 

    

 

 

 

 

21.2)

DEFERRED INCOME TAXES

The effect of deferred income taxes for the period represents the difference between the income tax balances at the beginning and end of the period. As of December 31, 2023 and 2022 the temporary differences that generated the deferred income tax assets and liabilities of Cemex, S.A.B. de C.V. are presented below:

 

     2023      2022  

Deferred tax assets:

     

Allowances for expected credit losses

   $ 65        82  

Provisions

     1,501        1,184  

Advance from customers

     1,059        1,062  

Tax loss to be amortized

     —         165  

Liabilities for the right-of-use (note 16.2)

     463        628  

Derivative financial instruments

     2,029        1,327  

Other deferred tax assets

     122        27  
  

 

 

    

 

 

 

Total deferred tax assets

     5,239        4,475  
  

 

 

    

 

 

 

Deferred tax liabilities:

     

Land and buildings

     (5,117      (5,417

Assets for the right-of-use (note 16.2)

     (275      (355

Accounts receivable to related parties

     (63      (250

Advance payments

     (120      (121
  

 

 

    

 

 

 

Total deferred tax liabilities

     (5,575      (6,143
  

 

 

    

 

 

 

Net deferred tax assets (liabilities)

   $ (336      (1,668
  

 

 

    

 

 

 

Cemex, S.A.B. de C.V. does not recognize a deferred tax liability for the undistributed earnings generated by its subsidiaries, considering that such undistributed earnings are expected to be reinvested and not generate taxable income in the near future. In addition, for the year ended December 31, 2023 and 2022, Cemex, S.A.B. de C.V. recognized an income tax gain within other comprehensive income of $657 in 2023 and of $519 in 2022, respectively, mainly related to the net investment hedge (note 18.4).

 

28


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

21.3)

RECONCILIATION OF EFFECTIVE INCOME TAX RATE

For the years ended December 31, 2023, 2022 and 2021, the effective income tax rates were as follows:

 

     2023     2022     2021  

Net income before income tax

   $ 7,166       16,192       14,912  

Income tax

     (3,846     1,149       272  
  

 

 

   

 

 

   

 

 

 

Effective income tax rate 1

     (53.7 %)      7.0     1.8
  

 

 

   

 

 

   

 

 

 

 

1 

The average effective tax rate equals the net amount of income tax benefit or expense divided by net income before income taxes, as these line items are reported in the statement of operations.

The effects of inflation are recognized differently for tax purposes and for book purposes. This situation, which creates differences between book and tax bases, gives rise to permanent differences between the enacted tax rate and the effective rate shown in the statement of income of Cemex, S.A.B. de C.V.

As of December 31, 2023, 2022 and 2021, these differences were as follows:

 

     2023     2022     2021  
     %     $     %     $     %     $  

Enacted income tax rate

     (30.0     (2,150     (30.0     (4,858     (30.0     (4,474

Inflation adjustments

     (33.7     (2,417     (29.1     (4,710     (33.4     (4,980

Changes in deferred tax assets 1

     10.1       721       57.6       9,333       54.6       8,146  

Non-deductible and other items

     (0.1     —        8.5       1,384       10.6       1,580  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Effective tax rate and tax (expense) benefit

     (53.7     (3,846     7.0       1,149       1.8       272  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

1 

Refers to the effects in the effective income tax rate associated with changes during the period in the amount of deferred income tax assets related to tax loss carryforwards.

 

22)

STOCKHOLDERS’ EQUITY

As of December 31, 2023 and 2022, stockholders’ equity excludes investments in CPOs of Cemex, S.A.B. de C.V. held by subsidiaries of $272 (20,541,277 CPOs) and $156 (20,541,277 CPOs), respectively, which were eliminated within “Other equity reserves and subordinated notes.”

 

22.1)

COMMON STOCK AND ADDITIONAL PAID-IN CAPITAL

As of December 31, 2023 and 2022, common stock and additional paid-in capital was as follows:

 

     2023      2022  

Common stock

   $ 4,162        4,164  

Additional paid-in capital

     99,114        101,408  
  

 

 

    

 

 

 
   $ 103,276        105,572  
  

 

 

    

 

 

 

As of December 31, 2023 and 2022, the common stock of Cemex, S.A.B. de C.V. was represented as follows:

 

     2023      2022  
Shares 1    Series A 2      Series B 2      Series A 2      Series B 2  

Subscribed and paid shares

     29,016,656,496        14,508,328,248        29,016,656,496        14,508,328,248  

Unissued shares authorized for executives’ stock compensation programs

     881,442,830        440,721,415        881,442,830        440,721,415  

Repurchased shares 3

     —         —         441,284,956        220,642,478  
  

 

 

    

 

 

    

 

 

    

 

 

 
     29,898,099,326        14,949,049,663        30,339,384,282        15,169,692,141  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

1 

As of December 31, 2023 and 2022, 13,068,000,000 shares correspond to the fixed portion, and 31,779,148,989 shares in 2023 and 32,441,076,423 shares in 2022, correspond to the variable portion.

2 

Series “A” or Mexican shares must represent at least 64% of Cemex, S.A.B. de C.V.’s capital stock; Series “B” or free subscription shares must represent at most 36% of Cemex, S.A.B. de C.V.’s common stock.

3 

Shares repurchased under the share repurchase program authorized by the Parent Company’s shareholders.

 

29


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Common stock and additional paid in capital – continued

On March 23, 2023, stockholders at the general ordinary shareholders’ meeting of Cemex, S.A.B. de C.V. approved: (a) to set the amount of $500 or its equivalent in Pesos, as the maximum amount of resources that during fiscal year 2023, and until the next general ordinary shareholders’ meeting is held, Cemex, S.A.B. de C.V. may use for the acquisition of its own shares or securities that represent such shares; (b) authorize the Parent Company’s Board of Directors to determine the bases on which the acquisition and placement of said shares shall be instructed, designate the persons that shall make the decisions to acquire or place them, appoint those responsible for carrying out the transaction and giving the corresponding notices to the authorities; and (c) to decrease Cemex, S.A.B. de C.V.’s capital stock, in its variable part, through the cancellation of 662 million of own, ordinary, nominative and without nominative value expression shares, which were acquired through the share buyback program in fiscal year 2022.

On March 24, 2022, stockholders at the general ordinary shareholders’ meeting of Cemex, S.A.B. de C.V. approved: (a) setting an amount of US$500 or its equivalent in Pesos as the maximum amount of resources through the year 2022 and until the next general ordinary shareholders’ meeting of the Parent Company that Cemex, S.A.B. de C.V. may use for the acquisition of its own shares or securities that represent such shares; b) authorize the Parent Company’s Board of Directors to determine the bases on which the acquisition and placement of any such shares shall be instructed, designate the persons that shall make the decisions to acquire or place them, appoint those responsible for carrying out the transaction and giving the corresponding notices to the authorities; and (c) designation of the members of Cemex, S.A.B. de C.V.’s Board of Directors, as well as members of the Audit, Corporate Practices and Finance, and Sustainability Committees.

On March 25, 2021, stockholders at the general ordinary shareholders’ meeting (the “Shareholders’ Meeting”) of Cemex, S.A.B. de C.V. approved: (i) setting the amount of US$500 or its equivalent in Pesos as the maximum amount of resources through year 2021 and until the next general ordinary shareholders’ meeting of Cemex, S.A.B. de C.V. is held for the acquisition of its own shares or securities that represent such shares; (ii) the decrease of the variable part of Cemex, S.A.B. de C.V.’s share capital through the cancellation of (a) 1,134 million shares repurchased during the 2020 fiscal year, under the share repurchase program and (b) and aggregate of 3,409.5 million shares that were authorized to guarantee the conversion of then existing convertible securities, as well as for any new issuance of convertible securities and/or to be subscribed and paid for in a public offering or private subscription; and (iii) the appointment of the members of the Board of Directors, the Audit Committee, the Corporate Practices and Finance Committee (which reduced its members from four to three) and the Sustainability Committee of Cemex, S.A.B. de C.V.

In 2023 and 2022 Cemex, S.A.B de C.V. did not issue shares in connection with its executive share-based compensation programs (note 23).

 

22.2)

RETAINED EARNINGS

Cemex, S.A.B. de C.V.’s net income for the year is subject to a 5% allocation toward a legal reserve until such reserve equals one fifth of the equity represented by the common stock. As of December 31, 2023, 2022 and 2021, the legal reserve amounted to $1,804.

 

22.3)

OTHER EQUITY RESERVES AND SUBORDINATED NOTES

As of December 31, 2023 and 2022, the caption of other equity reserves and subordinated notes was integrated as follows:

 

     2023      2022  

Other equity reserves

   $ (11,311      13,108  

Subordinated notes

     38,055        19,786  
  

 

 

    

 

 

 
   $ 26,744        32,894  
  

 

 

    

 

 

 

Subordinated notes

On March 14, 2023, Cemex, S.A.B. de C.V. issued one series of US$1,000 of its 9.125% subordinated notes (the “2023 Subordinated Notes”). After issuance costs, Cemex, S.A.B. de C.V. received US$992. The net proceeds obtained in the issuance of the 2023 Subordinated Notes will be applied to finance, in whole or in part, one or more new or existing Eligible Green Projects (“EGPs”) under its use-of-proceeds Green Financing Framework. EGPs include those investments related to pollution prevention and control, renewable energy, energy efficiency, clean transportation, sustainable water and wastewater management, and eco-efficient and/or circular economy adapted products, production technologies and processes.

On June 8, 2021, Cemex, S.A.B. de C.V. issued one series of US$1,000 of its 5.125% subordinated notes (the “2021 Subordinated Notes”). After issuance costs, Cemex, S.A.B. de C.V. received US$994. The net proceeds obtained were used to repurchase in full the balance then outstanding of perpetual debentures issued by subsidiaries and the repayment of debt.

 

30


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Other equity reserves and subordinated notes – continued

Under the 2023 Subordinated Notes and the 2021 Subordinated Notes (jointly the “Subordinated Notes”), which do not have a maturity or repayment date or mandatory redemption date, interest may be deferred indefinitely at the sole discretion of the Parent Company. In addition, the Subordinated Notes: (i) are not redeemable at the option of the holders of the Subordinated Notes (the “Noteholders”), (ii) do not have the benefit of standard debt covenants, and (iii) do not include an event of default relating to a payment or covenant default with respect to any indebtedness of Cemex. Moreover, the Parent Company is in control of all instances that may lead to the repayment of the Subordinated Notes, including Cemex’s repurchase option on the fifth anniversary of each issuance, the specific redemption events as well as those under a reorganization or bankruptcy event under the applicable laws. In the hypothetical event of liquidation of the Parent Company, the Noteholders would have a claim on any residual net assets available after all liabilities have been settled; therefore, the Noteholders have no assurance of collecting the principal amounts of the Subordinated Notes or any deferred accrued interest, if any.

Based on the above characteristics of the Subordinated Notes, included in contractual terms that are considered to be substantive, and legal considerations, under IAS 32, Financial Instruments: Presentation (“IAS 32”), Cemex concluded that the Subordinated Notes represent equity instruments and are classified within controlling interest stockholders’ equity. The classification as equity of the Subordinated Notes can be summarized as follows:

 

   

The Subordinated Notes do not meet the definition of financial liability under IAS 32 considering that they include no contractual obligation: (i) to deliver cash or another financial asset to another entity; or (ii) to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavorable to the issuer. This is because:

 

   

The Noteholders have agreed to the deferral of interest and principal, given that, the Parent Company has the unilateral and unconditional right to perpetually defer the payment of principal and interest;

 

   

The Parent Company controls at all times any payments to be made to the Noteholders, even in the event of bankruptcy under either the laws of Mexico (Ley de Concursos Mercantiles) or U.S. bankruptcy laws (Chapter 11); and

 

   

The Subordinated Notes contractually evidence a residual interest in the assets of the Parent Company after deducting all of its liabilities. The only requirement to settle the Notes would be in liquidation, which is akin to an equity instrument under IAS 32.

Coupon payments on the Subordinated Notes were included within “Other equity reserves and subordinated notes” and amounted to $2,228 in 2023, $1,079 in 2022 and $604 in 2021.

 

23)

EXECUTIVE SHARE-BASED COMPENSATION

Stock/based awards granted to executives are defined as equity instruments, considering that the services received from employees are settled by delivering shares. The cost of these equity instruments represents their estimated fair value at the grant date of each plan and is recognized in the statement of income during the periods in which the executives render services and vest the exercise rights.

Cemex, S.A.B. de C.V. sponsors different long-term restricted share-based compensation programs for a wide range of executives. For eligible executives, stock-based compensation represents a fixed percentage of such executive’s annual compensation (the “Stock Bonus”). This Stock Bonus was paid in the Parent Company’s CPOs until December 31, 2023 and will be paid in the Parent Company’s ADSs beginning January 1, 2024, considering certain management improvements that do not affect the employees, and which number is determined on the award date by reference to the Stock Bonus amount and the stock market price of such award date (i.e., once the number of shares is determined, such number is fixed and will not change as a result of changes in the stock market price).

Under our long-term share-based compensation programs, the Company sponsors a program oriented to our top management, which is subject to internal and external performance metrics and rendering of services over a three-year period (the “Performance Plan”), and another program for key executives and key performers, which is subject only to the passage of time and rendering of services over a four-year period (the “Ordinary Plan” together with the Performance Plan, the “Share-Based Compensation Programs”). Shares awarded under the Ordinary Plan are initially restricted for resale and are proportionately released to the executives as services are rendered at the end of each year at a 25% rate over a four-year period, to the extent they remain in the Company at each settlement date. Once the executive is no longer employed by the Company, any shares awarded under the Ordinary Plan are forfeited. The Performance Plan, depending on their weighted achievement, may result in a final payout at the end of the third year between 0% and 200% of the target for each award. The fair value of the awards under the Performance Plan is determined using an option pricing model.

 

31


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Executive share-based compensation – continued

For the years 2023, 2022 and 2021, in connection with the Share-Based Compensation Programs were as follows:

 

Millions U.S. Dollars                               ADSs equivalents delivered
(thousands)
               

Plan

   Target
number of
ADSs

(thousands)
     ADS
price at
award’s
date 1
     Fair value
(%)
    Fair value
(millions)
     2023      2022      2021      ADSs
Forfeited

(thousands)
     ADSs
Outstanding
(thousands) 2
 

Performance Plans

                         

2018

     1,521.9      $  6.3        149     14.3        —         —         2,368.4        61.4        —   

2019

     2,303.0      $ 4.4        130     13.2        —         3,062.8        —         57.7        —   

2020

     4,146.0      $ 2.3        155     14.8        8,448.2        —         —         —         —   

2021

     1,227.2      $ 8.0        150     14.7        —         —         —         —         1,840.8  

2022

     2,403.6      $ 4.3        149     15.4        —         —         —         —         3,571.7  

2023

     2,825.4      $ 6.3        145     26.1        —         —         —         —         4,094.1  

Ordinary Plans

                         

2017

     2,704.4      $ 8.9        100     23.9        —         —         19.1        103.9        —   

2018

     5,304.2      $ 6.5        100     34.5        —         —         968.7        139.2        —   

2019

     8,048.2      $ 4.7        100     37.5        42.4        1,521.4        1,725.0        118.3        —   

2020

     11,162.2      $ 2.5        100     28.1        2,293.0        2,370.9        2,617.6        253.7        —   

2021

     5,716.6      $ 7.2        100     41.3        1,442.7        1,465.6        1,634.6        39.3        1,232.2  

2022

     9,483.0      $ 4.9        100     46.0        2,450.5        2,499.8        —         22.4        4,468.8  

2023

     6,531.9      $ 5.9        100     38.4        1,765.0        —         —         —         4,766.8  
             

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
                16,441.80        10,920.5        9,333.4        795.9        19,974.4  
             

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
1

Average ADS price of the awards at the date of grant.

2

Until the final payout of the Performance Plans is determined after the conclusion of the three-year period for each award, the number of ADSs outstanding assumes a payout considering the same percentage determined by the option pricing model.

The required Cemex, S.A.B. de C.V.’s CPOs delivered to the executives to meet the Parent Company’s awards are either newly issued or purchased, at the Parent Company’s election. For these purposes, an external trust in which the executives are beneficiaries may receive funding from Cemex, S.A.B. de C.V. to incur these purchases from time to time. Upon issuance of newly issued CPOs, the Parent Company recycles the fair value of the stock from other equity reserves to additional paid-in capital within equity. When Cemex, S.A.B. de C.V. funds the executives, it recognizes a decrease in other equity reserves against cash. As of December 31, 2023 and 2022, there were no options or commitments to make payments in cash to the executives based on changes in the market price of the Cemex, S.A.B. de C.V.’s CPO.

The compensation expense related to the Share-Based Compensation Programs described above, as determined considering the fair value of the awards at the date of grant in 2023, 2022 and 2021, was recognized in the operating results of each subsidiary where the executives render services against other equity reserves. In addition, the compensation expense related to the beneficiaries that render services directly in the Parent Company amounted to $513 in 2023, $508 in 2022 and $392 in 2021.

 

24)

COMMITMENTS

 

24.1)

GUARANTEES

As of December 31, 2023 and 2022, Cemex, S.A.B. de C.V., had guaranteed loans of certain subsidiaries for US$7 ($125) and US$40 ($780), respectively.

 

32


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

24.2)

CONTRACTUAL OBLIGATIONS

As of December 31, 2023, Cemex, S.A.B. de C.V. had the following contractual obligations are as follows:

 

(Millions)    2023  
Obligations    Less than 1
year
     1-3
years
     3-5
years
     More than
5 years
     Total  

Non-current debt 1

   US$ —         552        1,313        4,014        5,879  

Leases 2

     33        30        9        18        90  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total debt and other financial obligations

     33        582        1,322        4,032        5,969  

Short-term and low-value assets rentals 3

     1        —         —         —         1  

Pension plans and other benefits 4

     20        4        4        8        36  

Interest payment on debt 5

     345        549        452        394        1,740  

Purchases of services, raw materials, fuel and energy 6

     278        425        299        443        1,445  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total contractual obligations

   US$ 677        1,560        2,077        4,877        9,191  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
   $ 11,488        26,473        35,246        82,762        155,969  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

1

The schedule of debt payments, which includes current maturities, does not consider the effect of any refinancing of debt that may occur during the following years. In the past, Cemex, S.A.B. de C.V. has replaced its long-term obligations for others of a similar nature.

2

Represent nominal cash flows. As of December 31, 2023, the NPV of future payments under such leases was US$68, of which, US$26 refers to payments from 1 to 3 years and US$7 refer to payments from 3 to 5 years.

3

The amounts represent nominal cash flows. Refers to the estimated rental payments under short-term lease contracts and assets of low value. These contracts are not recognized as assets for the right-of-use and other financial obligations considering the exemption adopted by Cemex, S.A.B. de C.V.

4

Represents estimated annual payments under these benefits for the next ten years (note 20), including the estimate of new retirees during such future years.

5

Estimated cash flows on floating rate denominated debt were determined using the floating interest rates in effect as of December 31, 2023.

6

Future payments for the purchase of raw materials are presented based on contractual nominal cash flows. Future nominal payments for energy were estimated for all contractual commitments based on an aggregate average expected consumption per year using the future prices of energy established in the contracts for each period. Future payments also include Cemex’s commitments for the purchase of fuel.

 

24.3)

OTHER COMMITMENTS

As of December 31, 2023 and 2022, Cemex, S.A.B. de C.V was party to other commitments for several purposes, including the purchase of fuel and energy, the estimated future cash flows over maturity of which are presented in note 24.2. A description of the most significant contracts is as follows:

 

 

In addition to the contractual obligations included in the note 24.2, on October 25, 2022, an indirect subsidiary of Cemex, S.A.B de C.V. sold to Advent International (“Advent”) a 65% stake in Neoris N.V. (“Neoris”), while surrendering control to Advent, the Company retained through its indirect subsidiary an approximate 35% stake in Neoris. As part of this partnership with Advent, the Company signed with Neoris a 5-year contract globally beginning in 2023 until 2027 for the acquisition by Cemex of digitalization services and solutions for an annual amount of US$55, of which, it is expected that some portion of the annual cost under this contract will be incurred directly by the Parent Company.

 

 

On February 8, 2022, Cemex, S.A.B. de C.V renewed or entered into new agreements with six service providers in the fields of data processing services (back office) in finance, accounting and human resources; as well as Information Technology (“IT”) infrastructure services, support and maintenance of IT applications in the countries in which Cemex operates, for a tenure of five to seven years at an average annual cost of US$60. These contracts replaced the agreements Cemex, S.A.B. de C.V maintained with IBM, which expired on August 31, 2022. It is expected that some portion of the annual cost under these contracts will be incurred directly by the Parent Company.

 

 

Beginning in April 2016, in connection with the Ventika S.A.P.I. de C.V. and the Ventika II S.A.P.I. de C.V. wind farms (jointly “Ventikas”) located in the Mexican state of Nuevo Leon with a combined generation capacity of 252 Megawatts (“MW”), Cemex, S.A.B. de C.V agreed to acquire a portion of the energy generated by Ventikas for its overall electricity needs in Mexico for a period of 20 years. The estimated annual cost of this agreement is US$26 if Cemex receives all its energy allocation. Nonetheless, energy supply from wind is variable in nature and final amounts are determined considering the final MW per hour (“MWh”) effectively received at the agreed prices per unit.

 

33


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Other commitments – continued

 

 

Beginning in February 2010, for its overall electricity needs in Mexico Cemex, S.A.B. de C.V agreed with EURUS to purchase a portion of the electric energy generated for no less than 20 years. EURUS is a wind farm with an installed capacity of 250 MW operated by ACCIONA in the Mexican state of Oaxaca. The estimated annual cost of this agreement is US$78 if the Company receives all its energy allocation. Nonetheless, energy supply from wind sources is variable in nature and final amounts will be determined considering the final MWh effectively received at the agreed prices per unit.

 

 

Cemex, S.A.B. de C.V maintains a commitment initiated in April 2004 to purchase the energy generated by Termoeléctrica del Golfo (“TEG”) until 2027 for its overall electricity needs in Mexico. The estimated annual cost of this agreement is US$183 if the Company receives all its energy allocation. Nonetheless, final amounts will be determined considering the final MWh effectively received at the agreed prices per unit.

 

 

In connection with the above, Cemex, S.A.B. de C.V also committed to supply TEG and another third-party electrical energy generating plant adjacent to TEG with all fuel necessary for their operations until the year 2027, equivalent to 1.2 million tons of petroleum coke per year. The Company covers its commitments under this agreement acquiring the volume of fuel from sources in the international markets and Mexico.

 

 

On October 24, 2018, CEMEX, S.A.B. de C.V. entered into an energy financial hedge agreement in Mexico, commencing October 1, 2019 and for a period of 20 years. Through the aforementioned contract, the Company fixed the megawatt hour cost over an electric energy volume of 400 thousand megawatts hour per year, through the payment of US$25.375 price per megawatt hour of electric power in exchange for a market price. The committed price to pay will increase by 1.5% annually. The differential between the agreed price and the market price is settled monthly. CEMEX, S.A.B. de C.V. considers this agreement as a hedge for a portion of its aggregate consumption of electric energy in Mexico and recognizes the result of the exchange of price differentials described previously in the Statements of Income as a part of the costs of energy. During 2023, CEMEX, S.A.B. de C.V. received US$3. CEMEX, S.A.B. de C.V. does not record this agreement at fair value due to the fact that there is no deep market for electric power in Mexico that would effectively allow for its valuation.

 

25)

CONTINGENCIESFROM LEGAL PROCEEDINGS

Cemex, S.A.B. de C.V. is involved in various legal proceedings, which have not required the recognition of accruals, considering that the probability of loss is less than probable or remote. In certain cases, a negative resolution may represent a decrease in future revenues, an increase in operating costs or a loss. Nonetheless, until all stages in the procedures are exhausted in each proceeding, Cemex, S.A.B. de C.V. cannot assure the achievement of a final favorable resolution.

As of December 31, 2023, the most significant events with a determinable potential loss, the disclosure of which would not impair the outcome of the relevant proceeding, were as follows:

 

 

On October 1, 2019, SEMARNAT published the basis for a trial emissions trading program. The pilot phase of the trial program concluded on December 31, 2021, and was followed by a 12-month period ending on December 31, 2022 to transition to the operative stage. The Mexican Emissions Trading System (“Mexican ETS”) is expected to enter its Phase I starting January 1, 2024 and conclude on December 31, 2026, followed by its Phase II, is expected to last from January 1, 2027 to December 31, 2030. The operating rules for Phase I of the Mexican ETS are under review by the SEMARNAT and are expected to be issued in June 2024. For Phase I, the SEMARNAT will publish growth projections factors and corresponding free allocations of allowances for the cement, steel, energy, and chemical sectors which, as of December 31, 2023, are still being drafted. As of December 31, 2023, we are unable to determine if Phase I of the Mexican ETS will have a material adverse impact on our results of operations, liquidity and financial condition.

 

 

As of December 31, 2023, levies in effect in several Mexican states on the extraction of raw materials range from an amount to $0.67 Dollars to $9.17 Dollars per m3 and levies on GHG emissions range from $2.5 Dollars to $34.2 Dollars per ton. As of December 31, 2023, Cemex, S.A.B. de C.V. has filed constitutional challenges against these levies. If Cemex, S.A.B. de C.V. is unable to obtain favorable resolutions relating to these constitutional challenges, Cemex, S.A.B. de C.V. expects that the aggregate impact of these levies would have a material adverse impact on Cemex, S.A.B. de C.V.’s results of operations, liquidity, and financial condition.

 

 

In December 2016, Cemex, S.A.B. de C.V. received subpoenas from the SEC seeking information to determine whether there have been any violations of the U.S. Foreign Corrupt Practices Act stemming from the Maceo Project. These subpoenas do not mean that the SEC has concluded that Cemex, S.A.B. de C.V. or any of its affiliates violated the law. Cemex, S.A.B. de C.V. has been cooperating with the SEC and intends to continue cooperating fully with the SEC. On March 12, 2018, the DOJ issued a grand jury subpoena to Cemex, S.A.B. de C.V. relating to its operations in Colombia and other jurisdictions. In 2020, the Company delivered all of the information and documentation that had been requested and has not received any more requests since then. Cemex, S.A.B. de C.V. intends to cooperate fully with the SEC, the DOJ and any other investigatory entity. As of December 31, 2023, Cemex, S.A.B. de C.V. is unable to predict the duration, scope, or outcome of either the SEC investigation or the DOJ investigation, or any other investigation that may arise, or, because of the current status of the SEC investigation and the preliminary nature of the DOJ investigation, the potential sanctions which could be borne by the Parent Company, or if such sanctions, if any, would have a material adverse impact on Cemex, S.A.B. de C.V. results of operations, liquidity or financial position.

 

34


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Contingencies from legal proceedings – continued

 

 

In addition, as of December 31, 2023, CEMEX, S.A.B. de C.V. is involved in various legal proceedings of minor impact that have arisen in the ordinary course of business. These proceedings involve: 1) product warranty claims; 2) claims for environmental damages; 3) indemnification claims relating to acquisitions or divestitures; 4) claims to revoke permits and/or concessions; and 5) other diverse civil, administrative, commercial and lawless actions. CEMEX, S.A.B. de C.V. considers that in those instances in which obligations have been incurred, CEMEX, S.A.B. de C.V. has accrued adequate provisions to cover the related risks. CEMEX, S.A.B. de C.V. believes these matters will be resolved without any significant effect on its business, financial position or results of operations. In addition, in relation to certain ongoing legal proceedings, CEMEX, S.A.B. de C.V. is sometimes able to make and disclose reasonable estimates of the expected loss or range of possible loss, as well as disclose any provision accrued for such loss, but for a limited number of ongoing legal proceedings, CEMEX, S.A.B. de C.V. may not be able to make a reasonable estimate of the expected loss or range of possible loss or may be able to do so but believes that disclosure of such information on a case-by-case basis would seriously prejudice CEMEX, S.A.B. de C.V.’s position in the ongoing legal proceedings or in any related settlement discussions. Accordingly, in these cases, CEMEX, S.A.B. de C.V. has disclosed qualitative information with respect to the nature and characteristics of the contingency but has not disclosed the estimate of the range of potential loss.

 

26)

MATERIAL ACCOUNTING POLICIES

 

26.1)

USE OF ESTIMATES AND CRITICAL ASSUMPTIONS

The preparation of financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. These assumptions are reviewed on an ongoing basis using available information. Actual results could differ from these estimates. The main items subject to significant estimates and assumptions by management include impairment tests of long-lived assets, recognition of deferred income tax assets, the recognition of uncertain tax positions, the measurement of asset retirement obligations, as well as provisions regarding legal proceedings and environmental liabilities, among others. Significant judgment is required by management to appropriately assess the amounts of these concepts.

 

26.2)

FOREIGN CURRENCY TRANSACTIONS

Transactions denominated in foreign currencies are recorded in the functional currency at the exchange rates prevailing on the dates of their execution. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the statement of financial position date, and the resulting foreign exchange fluctuations are recognized in earnings, except for exchange fluctuations arising from: 1) foreign currency indebtedness associated with the acquisition of foreign entities; and 2) fluctuations associated with related parties’ balances denominated in foreign currency, whose settlement is neither planned nor likely to occur in the foreseeable future and as a result, such balances are of a permanent investment nature. These fluctuations are recorded against “Other equity reserves,” as part of the foreign currency translation adjustment (note 26.10) until the disposal of the foreign net investment, at which time, the accumulated amount in equity is recycled through the statement of income as part of the gain or loss on disposal.

The financial statements of foreign subsidiaries, as determined using their respective functional currency, are translated to U.S. Dollars and then to Pesos at the closing exchange rate for the statement of financial position and at the closing exchange rates of each month within the period for the statement of income. The functional currency is that in which each consolidated entity primarily generates and expends cash. The corresponding translation effect is included within “Other equity reserves” and is presented in the statement of other comprehensive income for the period as part of the foreign currency translation adjustment (note 26.10) until the disposal of the net investment in the foreign subsidiary.

Considering its integrated activities, for purposes of functional currency, Cemex, S.A.B. de C.V. deemed to have two divisions, one related with its financial and holding company activities, in which the functional currency is the Dollar for all assets, liabilities and transactions associated with these activities, and another division related with the Cemex, S.A.B. de C.V.’s operating activities in Mexico, in which the functional currency is the Peso for all assets, liabilities and transactions associated with these activities.

The most significant closing exchange rates for the statement of financial position and the approximate average exchange rates (as determined using the closing exchange rates of each month within the period) for the statement of income with respect to the primary functional currencies to the Peso as of December 31, 2023, 2022 and 2021, were as follows:

 

Country    2023      2022      2021  
   Closing      Average      Closing      Average      Closing      Average  

Dollar

     16.97        17.63        19.50        20.03        20.50        20.43  

Euros

     0.9059        0.9227        0.9344        0.9522        0.8789        0.8467  

British Pound Sterling

     0.7852        0.8019        0.8266        0.8139        0.7395        0.7262  

 

35


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

26.3)

FINANCIAL INSTRUMENTS

Classification and measurement of financial instruments

The financial assets that meet both of the following conditions and are not designated as at fair value through profit or loss: a) are held within a business model whose objective is to hold assets to collect contractual cash flows, and b) its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, are classified as “Held to collect” and measured at amortized cost. Amortized cost represents the NPV of the consideration receivable or payable as of the transaction date. This classification of financial assets comprises the following captions:

 

   

Cash and cash equivalents (note 9).

 

   

Trade accounts receivable, other current accounts receivable and other current assets (notes 10, 11 and 13). Due to their short-term nature, Cemex, S.A.B. de C.V. initially recognizes these assets at the original invoiced or transaction amount less expected credit losses, as explained below.

 

   

Trade accounts receivable sold under securitization programs, in which certain residual interest in the trade accounts receivable sold in case of recovery failure and continued involvement in such assets is maintained, do not qualify for derecognition and are maintained in the statement of financial position (notes 10 and 18.2).

 

   

Investments and non-current accounts receivable (note 15). Subsequent changes in effects from amortized cost are recognized in statement of operations as part of “Financial income and other items, net.”

Certain strategic investments are measured at fair value through other comprehensive income within “Other equity reserves” (notes 15 and 26.10). Cemex, S.A.B. de C.V. does not maintain financial assets “Held to collect and sell” whose business model has the objective of collecting contractual cash flows and then selling those financial assets.

The financial assets that are not classified as “Held to collect” or that do not have strategic characteristics fall into the residual category of held at fair value through the statement of operations as part of “Financial income and other items, net,” (notes 8.2 and 15).

Debt instruments and other financial obligations are classified as “Loans” and measured at amortized cost (notes 18.1 and 18.2). Interest accrued on financial instruments is recognized within “Other current liabilities” against financial expense. During the reported periods, Cemex, S.A.B. de C.V. did not have financial liabilities voluntarily recognized at fair value or associated with fair value hedge strategies with derivative financial instruments.

Derivative financial instruments are recognized as assets or liabilities in the statement of financial position at their estimated fair values, and the changes in such fair values are recognized in the statement of operations within “Financial income and other items, net” for the period in which they occur, except in the case of hedging instruments as described below (notes 8.2 and 18.4).

Hedging instruments (note 18.4)

A hedging relationship is established to the extent the entity considers, based on the analysis of the overall characteristics of the hedging and hedged items, that the hedge will be highly effective in the future and the hedge relationship at inception is aligned with the entity’s reported risk management strategy (note 18.5). The accounting categories of hedging instruments are: a) cash flow hedge, b) fair value hedge of an asset or forecasted transaction, and c) hedge of a net investment in a subsidiary.

In cash flow hedges, the effective portion of changes in fair value of derivative instruments are recognized in stockholders’ equity within other equity reserves and are reclassified to earnings as the interest expense of the related debt is accrued, in the case of interest rate swaps, or when the underlying products are consumed in the case of contracts on the price of raw materials and commodities. In hedges of the net investment in foreign subsidiaries, changes in fair value are recognized in stockholders’ equity as part of the foreign currency translation gains and losses within other equity reserves (note 18.4), whose reversal to earnings would take place upon disposal of the foreign investment. Derivative instruments are negotiated with institutions with significant financial capacity; therefore, Cemex, S.A.B. de C.V. believes the risk of non-performance of the obligations agreed to by such counterparties to be minimal.

Impairment of financial assets

Impairment losses of financial assets, including trade accounts receivable, are recognized using the Expected Credit Loss model (“ECL”) for the entire lifetime of such financial assets on initial recognition, and at each subsequent reporting period, even in the absence of a credit event or if a loss has not yet been incurred, considering for their measurement past events and current conditions, as well as reasonable and supportable forecasts affecting collectability. For purposes of the ECL model of trade accounts receivable, on a country-by-country basis, Cemex, S.A.B. de C.V. segments its accounts receivable by type of client, homogeneous credit risk and days past due and determines for each segment an average rate of ECL, considering actual credit loss experience generally over the last 12 months and analyses of future delinquency, which is applied to the balance of the accounts receivable. The average ECL rate increases in each segment of days past due until the rate is 100% for the segment of 365 days or more past due.

 

36


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

Costs incurred in the issuance of debt or borrowings.

Direct costs incurred in debt issuances or borrowings, as well as debt refinancing or non-substantial modifications to debt agreements that did not represent an extinguishment of debt by considering that the holders and the relevant economic terms of the new instrument are not substantially different to the replaced instrument, adjust the carrying amount of the related debt and are amortized as interest expense as part of the effective interest rate of each instrument over its maturity. These costs include commissions and professional fees. Costs incurred in the extinguishment of debt, as well as debt refinancing or modifications to debt agreements, when the new instrument is substantially different from the old instrument according to a qualitative and quantitative analysis, are recognized in the statement of operations as incurred.

Leases (notes 16.2, 18.2 and 26.5)

At the inception of a contract, Cemex, S.A.B. de C.V. assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if at the inception of the contract, conveys the right to control the use of an identified asset for a period in exchange for consideration. Pursuant to IFRS 16, leases are recognized as financial liabilities against assets for the right-of-use, measured at their commencement date as the NPV of the future contractual fixed payments, using the interest rate implicit in the lease or, if that rate cannot be readily determined, Cemex, S.A.B. de C.V.’s incremental borrowing rate. Cemex, S.A.B. de C.V. determines its incremental borrowing rate by obtaining interest rates from its external financing sources and makes certain adjustments to reflect the term of the lease, the type of the asset leased and the economic environment in which the asset is leased.

Cemex, S.A.B. de C.V. does not separate the non-lease component from the lease component included in the same contract. Lease payments included in the measurement of the lease liability comprise contractual rental fixed payments, less incentives, fixed payments of non-lease components and the value of a purchase option, to the extent that option is highly probable to be exercised or is considered a bargain purchase option. Interest incurred under the financial obligations related to lease contracts is recognized as part of the “Financial expense” line item in the statement of operations.

At the commencement date or upon modification of a contract that contains a lease component, Cemex, S.A.B. de C.V. allocates the consideration in the contract to each lease component based on their relative stand-alone prices. Cemex, S.A.B. de C.V. applies the recognition exception for lease terms of 12 months or less and contracts of low-value assets and recognizes the lease payment of these leases as rental expense in the statement of operations over the lease term. Cemex, S.A.B. de C.V. defined the lease contracts for office and computer equipment as low-value assets.

The lease liability is measured at amortized cost using the effective interest method as payments are incurred and is remeasured when: a) there is a change in future lease payments arising from a change in an index or rate, b) if there is a change in the amount expected to be payable under a residual guarantee, c) if the Parent Company changes its assessment of whether it will exercise a purchase, extension or termination option, or d) if there is a revised in-substance fixed lease payment. When the lease liability is remeasured, an adjustment is made to the carrying amount of the asset for the right-of-use or is recognized within “Financial income and other items, net” if such asset has been reduced to zero.

Embedded derivative financial instruments.

Cemex, S.A.B. de C.V. reviews its contracts to identify the existence of embedded derivatives. Identified embedded derivatives are analyzed to determine if they need to be separated from the host contract and recognized in the statement of financial position as assets or liabilities, applying the same valuation rules used for other derivative instruments.

 

26.4)

EQUITY ACCOUNTED INVESTEES (note 14)

Investments in controlled entities and in entities over which Cemex, S.A.B. de C.V. exercises significant influence, which are not classified as available for sale, are measured using the equity method.

 

26.5)

PROPERTY, MACHINERY AND EQUIPMENT AND RIGHT OF USE (note 16)

Property, machinery and equipment are recognized at their acquisition or construction cost, as applicable, less accumulated depreciation and impairment losses. Depreciation of property, machinery and equipment is recognized as part of cost and operating expenses (notes 5 and 6) and is calculated using the straight-line method over the estimated useful lives of the assets, except for mineral reserves, which are depleted using the units-of-production method. Periodic maintenance of fixed assets is expensed as incurred. Advances to suppliers of fixed assets are presented as part of other long-term accounts receivable.

Assets for the right-of-use related to leases are initially measured at cost, which comprises the initial amount of the lease liability adjusted by any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle, remove or restore the underlying asset, less any lease incentives received. Asset for the right-of-use are generally depreciated using the straight-line method from the commencement date to the end of the lease term. Asset for the right-of-use may be reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

Cemex, S.A.B. de C.V. capitalizes, as part of the related cost of fixed assets, interest expense from existing debt during the construction or installation period of qualifying fixed assets, considering Cemex, S.A.B. de C.V.’s corporate average interest rate and the average balance of investments in process for the period.

 

37


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

26.6)

IMPAIRMENT OF LONG-LIVED ASSETS (notes 14, 15 and 16)

Property, machinery and equipment, assets for the right-of-use and other investments

These assets are tested for impairment upon the occurrence of internal or external impairments indicators. Impairment losses, corresponding to the excess of the asset’s carrying amount over its recoverable amount, are recorded within “Other income (expenses), net.” Recoverable amounts, which include the NPV of future projected cash flows arising from the asset over its useful life (value in use), are determined considering market economic assumptions.

Equity accounted investees

Equity accounted investees are tested for impairment when required due to significant adverse changes, by determining the recoverable amount of such investment, which consists of the higher of the investment in subsidiaries and associates’ fair value, less cost to sell and value in use, represented by the discounted amount of estimated future cash flows to be generated to which those net assets relate. Cemex, S.A.B. de C.V. initially determines its discounted cash flows over periods of 5 to 10 years, depending on the economic cycle. If the value in use of the equity accounted investees is lower than its corresponding carrying amount, the Parent Company determines the fair value of its investment using methodologies generally accepted in the market to determine the value of entities, such as multiples of Operating EBITDA and by reference to other market transactions. An impairment loss is recognized within “Other income (expenses), net,” if the recoverable amount is lower than the net book value of the investment.

 

26.7)

PROVISIONS (note 17)

Cemex, S.A.B. de C.V. recognizes provisions when it has a legal or constructive obligation resulting from past events, whose resolution would require cash outflows, or the delivery of other resources owned by the Parent Company. As of December 31, 2023 and 2022, some significant proceedings that gave rise to a portion of the carrying amount of Cemex, S.A.B. de C.V.’s other current and non-current liabilities and provisions are detailed in note 25.

Obligations or losses related to contingencies are qualitatively disclosed in the notes to the financial statements. The effects of long-term commitments established with third parties, such as supply contracts with suppliers or customers, are recognized in the financial statements on an incurred or accrued basis, after taking into consideration the substance of the agreements. Relevant commitments are disclosed in the notes to the financial statements.

 

26.8)

PENSIONS AND OTHER POST-EMPLOYMENT BENEFITS (note 20)

Defined contribution pension plans

The costs of defined contribution pension plans are recognized in the operating results as they are incurred. Liabilities arising from such plans are settled through cash transfers to the employees’ retirement accounts, without generating future obligations.

Defined benefit pension plans and other post-employment benefits

The costs associated with defined benefit pension plans and other post-employment benefits, generally comprised of health care benefits, life insurance and seniority premiums, are recognized as services are rendered by the employees based on actuarial estimations of the benefits’ present value considering the advice of external actuaries. For certain pension plans, Cemex, S.A.B de C.V has created irrevocable trust funds to cover future benefit payments (“plan assets”). These plan assets are valued at their estimated fair value at the statement of financial position date. All actuarial gains and losses for the period, related to differences between the projected and real actuarial assumptions at the end of the period, as well as the difference between the expected and actual return on plan assets, are recognized as part of “Other items of comprehensive income, net” within stockholders’ equity.

The service cost, corresponding to the increase in the obligation for additional benefits earned by employees during the period, is recognized within operating costs and expenses. The net interest cost, resulting from the increase in obligations for changes in NPV and the change during the period in the estimated fair value of plan assets, is recognized within “Financial income and other items, net.”

Termination benefits

Termination benefits, not associated with a restructuring event, which mainly represent severance payments by law, are recognized in the operating results for the period in which they are incurred. In the event of restructuring it is recognized within “Otros income (expenses), net.”

 

38


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

26.9)

INCOME TAXES (note 21)

The income taxes reflected in the statement of operations include the amounts incurred during the period and the amounts of deferred income taxes, determined according to the income tax law applicable, reflecting any uncertainty in income tax treatments, and represent the addition of the amounts determined by applying the enacted statutory income tax rate at the end of the reporting period. According to IFRS, all items charged or credited directly in stockholders’ equity or as part of other comprehensive income or loss for the period are recognized net of their current and deferred income tax effects. The effect of a change in enacted statutory tax rates is recognized in the period in which the change is officially enacted.

Deferred income taxes

Deferred tax assets are reviewed at each reporting date and are derecognized when it is not deemed probable that the related tax benefit will be realized, considering the aggregate amount of self-determined tax loss carryforwards that Cemex, S.A.B. de C.V. believes will not be rejected by the tax authorities based on available evidence and the likelihood of recovering them prior to their expiration through an analysis of estimated future taxable income. To determine whether it is probable that deferred tax assets will ultimately be recovered, Cemex, S.A.B. de C.V. takes into consideration all available positive and negative evidence, including factors such as market conditions, industry analysis, expansion plans, projected taxable income, carryforward periods, current tax structure, potential changes or adjustments in tax structure, future reversals of existing temporary differences. Deferred income tax assets and liabilities relating to different tax jurisdictions are not offset.

Uncertain tax positions

The income tax effects of uncertain tax position are recognized when it is probable that the position will be sustained based on its technical merits and assuming that the tax authorities will examine each position and have full knowledge of all relevant information. For each position Cemex, S.A.B. de C.V. considers individually its probability, regardless of its relationship to any other broader tax settlement. The probability threshold represents a positive assertion by management that Cemex, S.A.B. de C.V. is entitled to the economic benefits of a tax position. If a tax position is considered not probable of being sustained, no benefits of the position are recognized. Interest and penalties related to unrecognized tax benefits are recorded as part of the income tax in the statement of income.

Effective income tax rate

The effective income tax rate is determined dividing the line item “Income tax” by the line item “Net income before income tax.” This effective tax rate is further reconciled to Cemex, S.A.B. de C.V.’s statutory tax rate applicable in Mexico (note 21).

 

26.10)

STOCKHOLDERS’ EQUITY

Other equity reserves and subordinated notes (note 22.3)

Groups the cumulative effects of items and transactions that are, temporarily or permanently, recognized directly to stockholders’ equity, and includes the comprehensive income, which reflects certain changes in stockholders’ equity that do not result from investments by owners and distributions to owners.

Beginning in June 2021, this line item includes the balance of the 2021 Subordinated Notes with no fixed maturity issued by Cemex, S.A.B. de C.V. Considering that Cemex, S.A.B. de C.V.’s subordinated notes have no fixed maturity date, there is no contractual obligation for Cemex, S.A.B. de C.V. to deliver cash or any other financial assets, the payment of principal and interest may be deferred indefinitely at the sole discretion of Cemex, S.A.B. de C.V. and specific redemption events are entirely under Cemex, S.A.B. de C.V.’s control, under applicable IFRS, the Subordinated Notes issued by Cemex, S.A.B. de C.V. qualify as equity instruments and are classified within controlling interest stockholders’ equity. In addition, this line item includes the accrued interest under Subordinated Notes.

The most significant items within “Other equity reserves and subordinated notes” during the reported periods are as follows:

Items of “Other equity reserves and subordinated notes” included within other comprehensive income (loss):

 

 

The effective portion of the valuation and liquidation effects from derivative instruments under cash flow hedging relationships, which are recorded temporarily in stockholders’ equity (note 26.3);

 

 

Changes in fair value of other investments in strategic securities (note 26.3); and

 

 

Current and deferred income taxes during the period arising from items whose effects are directly recognized in stockholders’ equity.

Items of “Other equity reserves and subordinated notes” not included in comprehensive income (loss):

 

 

Effects attributable to controlling stockholders’ equity for financial instruments issued by consolidated subsidiaries that qualify for accounting purposes as equity instruments;

 

 

The balance of Subordinated Notes with no fixed maturity and any interest accrued thereof; and

 

 

The cancellation of Cemex, S.A.B. de C.V.’s shares held by consolidated entities.

 

39


Cemex, S.A.B. de C.V.

Notes to the Parent Company-only Financial Statements

As of December 31, 2023, 2022 and 2021

(Millions of Mexican Pesos)

 

26.11)

EXECUTIVE SHARED-BASED COMPENSATION (note 23)

Share-based payments to executives are defined as equity instruments when services received from employees are settled by delivering shares of the Parent Company and/or a subsidiary; or as liability instruments when Cemex commits to make cash payments to the executives upon exercise of the awards based on changes in the Parent Company and/or the subsidiary’s stock (intrinsic value). The cost of equity instruments represents their estimated fair value at the date of grant and is recognized in the operating results during the periods in which the executives release any restriction. Cemex, S.A.B. de C.V. does not grant liability instruments.

 

26.12)

CONCENTRATION OF CREDIT

Cemex, S.A.B. de C.V. sells its products primarily to distributors in the construction industry, with no specific geographic concentration within the country in which Cemex, S.A.B. de C.V. operates. As of and for the years ended December 31, 2023, 2022 and 2021, no single customer individually accounted for a significant portion of the reported amounts of sales or in the balances of trade receivables. In addition, there is no significant concentration of a specific supplier relating to the purchase of raw materials.

 

26.13)

NEWLY ISSUED IFRS NOT YET ADOPTED

There are several amendments or new IFRS issued but not yet effective which are under analysis by Cemex, S.A.B. de C.V. management and expected to be adopted on their specific effective dates. Cemex, S.A.B. de C.V. management has preliminarily determined that these amendments and new IFRS, summarized as follows, will have no significant effect on the Parent Company’s financial position or operating results:

 

Standard

 

Main topic

  

Effective date

Amendments to IAS 7, Statement of Cash Flows and IFRS 7, Financial Instruments: Disclosures – Supplier Finance Arrangements

 

The amendment requires entities to provide additional disclosures about its supplier finance arrangements to provide users of financial statements with information about a) how such arrangements affect an entity’s liabilities and cash flows; and b) to understand their effect on an entity’s exposure to liquidity risk and how the entity might be affected if the arrangements were no longer available.

   January 1, 2024

Amendments to IAS 1, Presentation of Financial Statements – Non-current liabilities with covenants

 

The amendment improves information an entity provides when its right to defer settlement of liabilities for at least twelve months is subject to compliance with covenants.

   January 1, 2024

Amendments to IFRS 16, Leases – Lease liability in a sale and leaseback

 

The amendments mentioned that on initial recognition, the seller-lessee would include variable payments when it measures a lease liability arising from a sale-and- leaseback transaction. In addition, the amendments established that the seller-lessee could not recognize gains or losses relating to the right of use it retains after initial recognition.

   January 1, 2024

Amendments to IAS 1, Presentation of Financial Statements

 

Clarifies the requirements to be applied in classifying liabilities as current and non- current.

   January 1, 2024

Amendments to IAS 21, The Effects of Changes in Foreign Exchange Rates – Lack of Exchangeability

 

The amendments require an entity to apply a consistent approach to assessing whether a currency is exchangeable into another currency and when it is not, to determine the exchange rate to use and the disclosures to provide.

   January 1, 2025

 

27)

SUBSEQUENT EVENTS

On February 16, 2024, Cemex, S.A.B. de C.V. successfully reopened and placed its 2023 CEBURES for an additional nominal amount of $5,500. The settlement is expected to occur on February 20, 2024, subject to satisfaction of customary closing conditions. The reopening and placement of the 2023 CEBURES was made for the two available series: the first one was executed with respect to the Variable Rate 2023 CEBURES for $2,000 with an approximately 2.6-year tenor at a floating annual interest rate of TIIE 28 plus 0.45%, and the second one was executed with respect to the Fixed Rate 2023 CEBURES for $3,500 with an approximately 6.6-year tenor at an annual yield of 10.66%.

 

40


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KPMG Cérdenas Dosal, S.C.

Menuel Ávila Camacho 176 P1,

Reforma Social, Miguel Hidalgo,

C.P. 11650, Ciudad de México,

Teléfono: +01 (55) 5246 8300

kpmg.com.mx

Independent Auditors’ report

To the Board of Directors and Stockholders

CEMEX, S.A.B. de C.V.

Opinion

We have audited the separate financial statements of CEMEX, S.A.B. de C.V. (“the Company”), which comprise the separate statements of financial position as at December 31, 2023 and 2022, the separate statements of income, comprehensive income (loss), changes in stockholders’ equity and cash flows for the years ended December 31, 2023, 2022 and 2021, and notes, comprising material accounting policies and other explanatory information.

In our opinion, the accompanying separate financial statements present fairly, in all material respects, the unconsolidated financial position of the Company as at December 31, 2023 and 2022, and its unconsolidated financial performance and its unconsolidated cash flows for the years ended December 31, 2023, 2022 and 2021 in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IFRS Accounting Standards).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in Mexico, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the separate financial statements of the current period. These matters were addressed in the context of our audit of the separate financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

 

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Evaluation of the accounting classification of subordinated notes issued
The key audit matter      How the matter was addressed in our audit

As discussed in notes 22.3 and 26.10 to the separate financial statements, the Company has $1 billion U.S. dollars principal amount of subordinated notes (the “Notes”) as of December 31, 2023 that were issued during 2023 and on which, in accordance with the indenture, payment of principal and interest may be deferred indefinitely at the sole discretion of the Company. The Company performed an analysis of the classification of these Notes as equity instruments or as financial liabilities and concluded that they should be classified as equity instruments and presented within stockholders’ equity.

 

We have identified the evaluation of the accounting classification of the Notes as a key audit matter. The evaluation required challenging audit effort and judgement, particularly in the assessment of (1) whether the Company has an obligation to deliver cash or other financial assets in the normal course of business and in certain other possible scenarios including a reorganization, and (2) whether the clauses in the Notes that permit the deferral of payments at the Company’s discretion have economic substance and how they should be considered in the evaluation of their classification.

    

Our audit procedures in this area included, among others, the following:

 

•  Reading the indenture governing the Notes in order to identify the clauses relevant to the accounting classification and inspecting the Company’s technical accounting analyses to evaluate their interpretation and application of the relevant accounting literature;

 

•  Inspecting correspondence received from the Company’s external legal counsel that assessed whether the Company had an obligation to deliver cash or other financial assets in the event of a reorganization;

 

•  Evaluating the competence and capabilities of the external legal counsel of the Company; and

 

•  Evaluating the economic substance of the payment deferral clauses by assessing the pricing and third-party credit rating of the Notes at issuance compared to other similar instruments without any payment deferral clauses and considering the historic payments made by the Company.

Emphasis of Matter

As described in note 3, the accompanying separate financial statements have been prepared to be used by the Management of CEMEX, S.A.B. de C.V. as well as to comply with certain legal and tax requirements. The financial information therein does not include the consolidation of the financial statements of its subsidiaries, which have been accounted for under the equity method. In assessing the financial situation and results of the economic entity, we must refer to the consolidated financial statements of CEMEX, S.A.B. de C. V. and subsidiaries as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021, which were issued separately on February 12th, 2024 in accordance with IFRS Accounting Standards. Our opinion is not modified in respect of this matter.

Responsibilities of Management and Those Charged with Governance for the Separate Financial Statements

Management is responsible for the preparation and fair presentation of the separate financial statements in accordance with IFRS Accounting Standards, and for such internal control as management determines is necessary to enable the preparation of separate financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the separate financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

 

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Auditors’ Responsibilities for the Audit of the Separate Financial Statements

Our objectives are to obtain reasonable assurance about whether the separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. ‘Reasonable assurance’ is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these separate financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

 

   

Identify and assess the risks of material misstatement of the separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 

   

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

 

   

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

 

   

Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the separate financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

 

   

Evaluate the overall presentation, structure and content of the separate financial statements, including the disclosures, and whether the separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

 

   

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the separate financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the separate financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

KPMG Cárdenas Dosal, S.C.

 

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C.P.C. Arturo González Prieto

Monterrey, N.L.

February 20, 2024

 

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