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Xella announces the launch of € 300 Million Senior Secured Notes Offering by XEFIN LUX S.C.A.

Xella International S.A. (“Xella”), a leading European multi-brand manufacturer of wall-building materials and premium dry lining products and a leading European lime producer, announces the offering of €300 million aggregate principal amount of Senior Secured Notes due 2018 (the “Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the U.S. Securities Act of 1933 and outside the United States to certain non- U.S. persons pursuant to Regulation S under the U.S. Securities Act of 1933.

The Notes will be offered by Xefin Lux S.C.A. (the “Issuer”), a financing vehicle established for the primary purpose of facilitating the offering of the Notes. In connection with the offering of the Notes, the Issuer will enter into a commitment letter with the agent under Xella's existing Senior Facilities Agreement and become a lender under the Senior Facilities Agreement. Pursuant to the commitment letter, the Issuer will make available for borrowings under a new facility a principal amount equal to the aggregate principal amount of the Notes issued in the offering. The Notes will have the indirect benefit of the payment obligations of the obligors in respect of the new facility loan, the indirect benefit of the senior facility collateral securing such obligations and certain other limited indirect benefits, rights and protections.

The issuance of the Notes is part of a refinancing of a portion of Xella’s outstanding indebtedness. The gross proceeds of the offering of the Notes will be used to refinance an aggregate principal amount of €250 million under the existing Senior Facilities Agreement and €50 million of other outstanding indebtedness.



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