EX-2 3 d528224dex2.htm EX-2

Exhibit 2

2013

FIRST QUARTER RESULTS

Stock Listing Information

Colombian Stock Exchange S.A. Ticker: CLH

Investor Relations

In Colombia: +(57 1) 603?9175

E?mail: patricio.trevinog@cemex.com edgar.ramirez@cemex.com

OPERATING AND FINANCIAL HIGHLIGHTS

January – March First Quarter

2013 2012 2013 2012

pro forma % Var. pro forma % Var.

Consolidated cement volume (thousand

1,691 1,846 (8%) 1,691 1,846 (8%)

of metric tons)

Consolidated domestic gray cement

1,505 1,658 (9%) 1,505 1,658 (9%)

volume (thousand of metric tons)

Consolidated ready?mix volume

708 736 (4%) 708 736 (4%)

(thousand of cubic meters)

Consolidated aggregates volume

1,547 1,608 (4%) 1,547 1,608 (4%)

(thousand of metric tons)

Net sales 383 393 (2%) 383 393 (2%)

Gross profit 213 213 0% 213 213 0%

Gross profit margin 55.6% 54.2% 1.4pp 55.6% 54.2% 1.4pp

Operating earnings before other

118 115 2% 118 115 2%

expenses, net

Operating earnings before other

30.7% 29.4% 1.3pp 30.7% 29.4% 1.3pp

expenses, net, margin

Controlling interest net income 26 26

Operating EBITDA 141 130 8% 141 130 8%

Operating EBITDA margin 36.7% 33.2% 3.5pp 36.7% 33.2% 3.5pp

Free cash flow after maintenance

51 51

capital expenditures

Free cash flow 40 40

Net debt 1,514 548 176% 1,514 548 176%

Total debt 1,582 651 143% 1,582 651 143%

Earnings per share 0.05 N/A N/A 0.05 N/A N/A

Shares outstanding at end of period 556 N/A N/A 556 N/A N/A

Employees 3,685 3,260 13% 3,685 3,260 13%

In millions of US dollars, except percentages, employees, and per?share amounts. Shares outstanding at the end of period are presented in millions.

Consolidated net sales in the first quarter of 2013 decreased to US$383 million, representing a decrease of 2%

compared with the pro forma first quarter of 2012. Adjusting for the fewer business days during the quarter, consolidated

net sales increased 3% versus the comparable period. The increase in net sales was mainly due to higher prices, in local currency terms, in most of our markets.

Cost of sales as a percentage of net sales decreased by 1.3pp during the first quarter of 2013 compared with the same pro

forma period last year, from 44.4% to 45.7%. This is mainly due to the effect of higher prices on sales and a decrease in

fuel costs as a result of higher alternative fuel utilization.

Operating expenses as a percentage of net sales remained flat during the first quarter of 2013 compared with the same

pro forma period last year. Excluding depreciation, operating expenses also as a percentage of net sales, declined

by 1.6 percentage points.

Operating EBITDA increased by 8% to US$141 million during the first quarter of 2013 compared with the same

pro forma period last year. Adjusting for the fewer business days during the quarter, operating EBITDA increased 15%

versus the comparable period in 2012. The increase was due to a positive contribution from the operations in Colombia,

Panama and Costa Rica. Operating EBITDA margin increased

3.5pp from 33.2% in the pro forma first quarter of 2012 to 36.7% this quarter, mainly as a result better pricing dynamics

in all of our products, our continuous improvement in the efficiency of our operations due to a higher alternative fuels utilization and logistics optimizations.

Controlling interest net income during the first quarter of 2013 was US$26 million.

Total debt at the end of the first quarter of 2013 was US$1,582 million.

Please refer to definition of terms and disclosure for presentation of financial and operating information.

2013 First Quarter Results Page 2

OPERATING RESULTS

Colombia

January – March First Quarter

2013 2012 2013 2012

% Var. % Var.

pro forma pro forma

Net sales 209 216 (3%) 209 216 (3%)

Operating EBITDA 87 84 4% 87 84 4%

Operating EBITDA margin 41.7% 38.9% 2.8pp 41.7% 38.9% 2.8pp

In millions of US dollars, except percentages.

Domestic gray cement Ready?mix Aggregates

Year?over?year percentage

January – March First Quarter January ? March First Quarter January ? March First Quarter

variation

Volume (15%) (15%) 2% 2% (6%) (6%)

Price (USD) 9% 9% 10% 10% 0% 0%

Price (local currency) 10% 10% 11% 11% 1% 1%

In Colombia, domestic gray cement and aggregated volumes decreased by 15% and 6%, respectively, while ready

mix volumes increased by 2% during the first quarter of 2013 versus the comparable period last year. Adjusting for the

fewer business days in the quarter, volumes declined by 10% for domestic gray cement, grew by 7% for ready mix, and remained flat for aggregates.

Our price increase at the beginning of the year, as expected, caused a slight reduction in our market share. In previous

years after losing market share for this reason we have regained this market share in subsequent quarters. Self?construction

sector experienced lower activity as some prospective home buyers have delayed their home purchasing decision awaiting

the results of the government’s 100 thousand free homes program. In addition, Bogota experienced a decline in housing.

Furthermore, some infrastructure projects which were expected to start during the quarter were delayed and are still in the feasibility stage.

In Panama, during the first quarter of 2013, domestic gray cement, ready?mix and aggregates volumes decreased by 1%,

16% and 6%, respectively, versus the comparable period last year. Adjusting for the fewer days during the quarter,

domestic gray cement and aggregates volumes increased 8% and 2%, respectively, while ready?mix volumes declined by 9%.

The infrastructure sector continued to be the main driver of demand supported by large projects such as the Panama

Canal expansion and the Panama City’s metro project. The decrease in ready?mix volumes during the quarter was mainly due to the completion of the AES hydroelectrical project.

Panama

January – March First Quarter

2013 2012 2013 2012

% Var. % Var.

pro forma pro forma

Net sales 72 77 (6%) 72 77 (6%)

Operating EBITDA 34 33 4% 34 33 4%

Operating EBITDA margin 46.8% 42.7% 4.1pp 46.8% 42.7% 4.1pp

In millions of US dollars, except percentages.

Domestic gray cement Ready?mix Aggregates

Year?over?year percentage

January – March First Quarter January ? March First Quarter January ? March First Quarter

variation

Volume (1%) (1%) (16%) (16%) (6%) (6%)

Price (USD) (1%) (1%) 5% 5% 13% 13%

Price (local currency) (1%) (1%) 5% 5% 13% 13%

Please refer to definition of terms and disclosure for presentation of financial and operating information.

2013 First Quarter Results Page 3

OPERATING RESULTS

Costa Rica

January – March First Quarter

2013 2012 2013 2012

% Var. % Var.

pro forma pro forma

Net sales 35 33 7% 35 33 7%

Operating EBITDA 15 13 19% 15 13 19%

Operating EBITDA margin 43.7% 39.3% 4.4pp 43.7% 39.3% 4.4pp

In millions of US dollars, except percentages.

Domestic gray cement Ready?mix Aggregates

Year?over?year percentage

January – March First Quarter January ? March First Quarter January ? March First Quarter

variation

Volume (8%) (8%) (19%) (19%) (9%) (9%)

Price (USD) 15% 15% 14% 14% (9%) (9%)

Price (local currency) 13% 13% 12% 12% (11%) (11%)

In Costa Rica, domestic gray cement, ready?mix and aggregates volumes decreased by 8%, 19% and 9%, respectively, during

the first quarter of 2013 versus the same period in 2012. Approximately 6 percentage points of the year?over?year volume

decline of our products is explained by the fewer business days during the quarter.

The infrastructure sector was the main driver of construction activity during the quarter, with the continuation of

hydroelectric and road projects in the country.

Rest of CLH

January – March First Quarter

2013 2012 2013 2012

% Var. % Var.

pro forma pro forma

Net sales 71 71 0% 71 71 0%

Operating EBITDA 19 20 (3%) 19 20 (3%)

Operating EBITDA margin 27.3% 28.1% (0.8pp) 27.3% 28.1% (0.8pp)

In millions of US dollars, except percentages.

Domestic gray cement Ready?mix Aggregates

Year?over?year percentage

January – March First Quarter January ? March First Quarter January ? March First Quarter

variation

Volume (2%) (2%) 3% 3% 61% 61%

Price (USD) 2% 2% 4% 4% 19% 19%

Price (local currency) 8% 8% 7% 7% 25% 25%

For the Rest of CLH operations, domestic gray cement volumes decreased by 2%, while ready?mix and

aggregates volumes increased by 3% and 61%, respectively, during the first quarter of 2013 versus the same period last year. Fewer working days negatively affected our volumes in the region.

Demand for our products was favorable in all of the countries in the region. Nicaragua and Brazil were the most dynamic

countries during the quarter. In the case of Nicaragua, the government has brought forward the construction of clean energy projects such as the Larreynaga dam and the TSK Rivas wind farm.

Please refer to definition of terms and disclosure for presentation of financial and operating information.

2013 First Quarter Results Page 4

OPERATING EBITDA, FREE CASH FLOW AND DEBT?AND EQUITY?RELATED INFORMATION

Operating EBITDA and free cash flow

January – March First Quarter 2013 2012 2013 2012

% Var % Var pro forma pro forma

Operating earnings before other expenses, net 118 115 2% 118 115 2%

+ Depreciation and operating amortization 23 15 23 15

Operating EBITDA 141 130 8% 141 130 8%

? Net financial expense 29 29

? Capital expenditures for maintenance 3 3

? Change in working capital 40 40

? Taxes paid 18 18

? Other cash items (net) ? ?

Free cash flow after maintenance capital expenditures 51 51

? Strategic capital expenditures 11 11

Free cash flow 40 40

In millions of US dollars.

The free cash flow generated during the quarter was used to reduce debt.

Information on Debt

Fourth First

First Quarter Quarter First Quarter Quarter

2013 2012 % Var 2012 2013

2012

Total debt (1)(2) 1,582 651 143% 1,633 Currency denomination

Short?term 13% 0% 9% US dollar 95% 100%

Long?term 87% 100% 91% Colombian peso 5% 0%

Cash and cash equivalents 68 103 (34%) 76 Interest rate

Net debt 1,514 548 176% 1,557 Fixed 80% 0%

Variable 20% 100%

In millions of US dollars, except percentages.

(1)Includes capital leases, in accordance with International Financial Reporting Standards (IFRS).

(2)In 2013 represents the consolidated balances of CLH and subsidiaries. In 2012 represents the consolidated balances of the operating subsidiaries.

Please refer to definition of terms and disclosure for presentation of financial information.

2013 First Quarter Results Page 5

OPERATING RESULTS

Income statement & balance sheet

CEMEX Latam Holdings S.A. and Subsidiaries

(Thousands of U.S. Dollars, except per share amounts)

January – March First Quarter

2013 2012 2012 2013 2012 2012

INCOME STATEMENT % Var. % Var. pro forma reported pro forma reported

Net Sales 383,342 392,601 (2%) 392,601 383,342 392,601 (2%) 392,601 Cost of Sales (170,330) (179,527) (5%) (179,527) (170,330) (179,527) (5%) (179,527)

Gross Profit 213,012 213,074 0% 213,074 213,012 213,074 0% 213,074

Operating Expenses (95,504) (97,701) (2%) (109,707) (95,504) (97,701) (2%) (109,707)

Operating Earnings Before Other Expenses, Net 117,508 115,373 2% 103,367 117,508 115,373 2% 103,367

Other expenses, Net (2,432) (2,432)

Operating Earnings 115,076 115,076

Financial Expenses (29,400) (29,400)

Other Income (Expenses), Net (2,436) (2,436)

Net Income Before Income Taxes 83,240 83,240

Income Tax (56,724) (56,724)

Consolidated Net Income 26,516 26,516

Non?controlling Interest Net Income (233) (233)

CONTROLLING INTEREST NET INCOME 26,283 26,283

Operating EBITDA 140,736 130,251 8% 140,736 130,251 8% Earnings per share 0.05 N/A N/A 0.05 N/A N/A

As of March 31

BALANCE SHEET 2013

Total Assets 3,935,352

Cash and Temporary Investments 67,880

Trade Accounts Receivables 107,883

Other Receivables 79,000

Inventories 93,398

Other Current Assets 32,001 Current Assets 380,162 Fixed Assets 1,209,858 Other Assets 2,345,332

Total Liabilities 2,666,545

Current Liabilities 522,469 Long?Term Liabilities 2,125,096 Other Liabilities 18,980

Consolidated Stockholders’ Equity 1,268,807

Non?controlling Interest 5,702 Stockholders’ Equity Attributable to Controlling Interest 1,263,105

Please refer to definition of terms and disclosure for presentation of financial information.

2013 First Quarter Results Page 6

OPERATING RESULTS

Income statement & balance sheet

CEMEX Latam Holdings S.A. and Subsidiaries

(Millions of Colombian Pesos in nominal terms, except per share amounts)

January – March First Quarter

2013 2012 2012 2013 2012 2012

INCOME STATEMENT % Var. % Var. pro forma reported pro forma reported

Net Sales 692,809 703,408 (2%) 703,408 692,809 703,408 (2%) 703,408 Cost of Sales (307,835) (321,651) (4%) (321,651) (307,835) (321,651) (4%) (321,651) Gross Profit 384,974 381,757 1% 381,757 384,974 381,757 1% 381,757 Operating Expenses, net (172,603) (175,047) (1%) (196,557) (172,603) (175,047) (1%) (196,557)

Operating Earnings Before Other Expenses, Net 212,371 206,710 3% 185,200 212,371 206,710 3% 185,200 Other Expenses, Net (4,395) (4,395)

Operating Earnings 207,976 207,976

Financial Expenses (53,134) (53,134)

Other Income (Expenses) Financial, net (4,405) (4,405)

Net Income Before Income Taxes 150,437 150,437

Income Tax (102,517) (102,517)

Consolidated Net Income 47,920 47,920

Non?controlling Interest Net Income (421) (421)

CONTROLLING INTEREST NET INCOME 47,499 47,499

Operating EBITDA 254,350 233,366 9% 254,350 233,366 9% Earnings per share 86.18 N/A N/A 86.18 N/A N/A

As of March 31

BALANCE SHEET 2013

Total Assets 7,210,352

Cash and Temporary Investments 124,369

Trade Accounts Receivables 197,664

Other Receivables 144,744

Inventories 171,124

Other Current Assets 58,631 Current Assets 696,532 Fixed Assets 2,216,703 Other Assets 4,297,117

Total Liabilities 4,885,643

Current Liabilities 957,267 Long?Term Liabilities 3,893,601 Other Liabilities 34,775

Consolidated Stockholders’ Equity 2,324,709

Non?controlling Interest 10,447 Stockholders’ Equity Attributable to Controlling Interest 2,314,262

Please refer to definition of terms and disclosure for presentation of financial information.

2013 First Quarter Results Page 7

OPERATING RESULTS

Operating Summary per Country

In thousands of U.S. dollars. EBITDA margin as a percentage of net sales.

January – March First Quarter

2013 2012 2013 2012

NET SALES % Var. % Var. pro forma pro forma

Colombia 208,897 216,283 (3%) 208,897 216,283 (3%) Panama 72,453 76,729 (6%) 72,453 76,729 (6%) Costa Rica 34,890 32,749 7% 34,890 32,749 7% Rest of CLH 71,129 70,820 0% 71,129 70,820 0%

Others and intercompany eliminations (4,027) ( 3,980) 1% (4,027) ( 3,980) 1%

TOTAL 383,342 392,601 (2%) 383,342 392,601 (2%)

GROSS PROFIT

Colombia 130,897 137,012 (4%) 130,897 137,012 (4%)

Panama 37,070 37,062 0% 37,070 37,062 0% Costa Rica 18,798 16,654 13% 18,798 16,654 13% Rest of CLH 24,040 22,527 7% 24,040 22,527 7%

Others and intercompany eliminations 2,207 (181) N/A 2,207 (181) N/A

TOTAL 213,012 213,074 0% 213,012 213,074 0%

OPERATING EARNINGS BEFORE OTHER EXPENSES, NET

Colombia 79,426 77,677 2% 79,426 77,677 2% Panama 29,450 28,636 3% 29,450 28,636 3% Costa Rica 13,395 11,186 20% 13,395 11,186 20% Rest of CLH 18,167 17,652 3% 18,167 17,652 3%

Others and intercompany eliminations (22,930) (19,778) 16% (22,930) (19,778) 16%

TOTAL 117,508 115,373 2% 117,508 115,373 2%

OPERATING EBITDA

Colombia 87,202 84,072 4% 87,202 84,072 4% Panama 33,912 32,762 4% 33,912 32,762 4% Costa Rica 15,263 12,870 19%

15,263 12,870 19% Rest of CLH 19,402 19,913 (3%) 19,402 19,913 (3%)

Others and intercompany eliminations (15,043) (19,366) (22%) (15,043) (19,366) (22%)

TOTAL 140,736 130,251 8% 140,736 130,251 8%

OPERATING EBITDA MARGIN

Colombia 41.7% 38.9% 41.7% 38.9% Panama 46.8% 42.7% 46.8% 42.7% Costa Rica 43.7% 39.3% 43.7% 39.3% Rest of CLH 27.3% 28.1% 27.3% 28.1% TOTAL 36.7% 33.2% 36.7% 33.2%

Please refer to definition of terms and disclosure for presentation of financial information.

2013 First Quarter Results Page 8

OPERATING RESULTS

Volume Summary

CLH volume summary

Cement and aggregates: Thousands of metric tons. Ready?mix: Thousands of cubic meters.

January – March First Quarter

2013 2012 % Var. 2013 2012 % Var. cement volume 1 Total 1,691 1,846 (8%) 1,691 1,846 (8%) Total domestic gray cement volume 1,505 1,658 (9%) 1,505 1,658 (9%) Total ready?mix volume 708 736 (4%) 708 736 (4%) Total aggregates volume 1,547 1,608 (4%) 1,547 1,608 (4%)

Per?country volume summary

January ? March First Quarter First Quarter 2013 Vs. DOMESTIC GRAY CEMENT VOLUME 2013 Vs. 2012 2013 Vs. 2012 Fourth Quarter 2012

Colombia (15%) (15%) (15%) Panama (1%) (1%) 0% Costa Rica (8%) (8%) 1% Rest of CLH (2%) (2%) (2%)

READY?MIX VOLUME

Colombia 2% 2% (11%) Panama (16%) (16%) 2% Costa Rica (19%) (19%) (1%) Rest of CLH 3% 3% (2%)

AGGREGATES VOLUME

Colombia (6%) (6%) (11%) Panama (6%) (6%) 1% Costa Rica (9%) (9%) 0% Rest of CLH 61% 61% 4%

1 Consolidated cement volume includes domestic and export volume of gray cement, white cement, special cement, mortar and clinker.

Please refer to definition of terms and disclosure for presentation of operating results.

2013 First Quarter Results Page 9

OPERATING RESULTS

Price Summary

Variation in U.S. Dollars

January ? March First Quarter First Quarter 2013 Vs.

DOMESTIC GRAY CEMENT PRICE 2013 Vs. 2012 2013 Vs. 2012 Fourth Quarter 2012

Colombia 9% 9% 3%

Panama (1%) (1%) 4%

Costa Rica 15% 15% 6%

Rest of CLH (*) 2% 2% 4%

READY?MIX PRICE

Colombia 10% 10% 5%

Panama 5% 5% 10%

Costa Rica 14% 14% 4%

Rest of CLH (*) 4% 4% 7%

AGGREGATES PRICE

Colombia 0% 0% (3%)

Panama 13% 13% 5%

Costa Rica (9%) (9%) (1%)

Rest of CLH (*) 19% 19% 19%

Variation in Local Currency

January ? March First Quarter First Quarter 2013 Vs.

DOMESTIC GRAY CEMENT PRICE 2013 Vs. 2012 2013 Vs. 2012 Fourth Quarter 2012

Colombia 10% 10% 3%

Panama (1%) (1%) 4%

Costa Rica 13% 13% 6%

Rest of CLH (*) 8% 8% 10%

READY?MIX PRICE

Colombia 11% 11% 5%

Panama 5% 5% 10%

Costa Rica 12% 12% 4%

Rest of CLH (*) 7% 7% 11%

AGGREGATES PRICE

Colombia 1% 1% (4%)

Panama 13% 13% 5%

Costa Rica (11%) (11%) (1%)

Rest of CLH (*) 25% 25% 21%

(*) Volume weighted?average price.

Please refer to definition of terms and disclosure for presentation of operating results.

2013 First Quarter Results Page 10

OTHER ACTIVITIES

CLH Annual General Shareholders’ Meeting to be held on May 15,

2013.

CEMEX Latam Holdings, S.A. (“CLH”) announced that it will have its

Annual General Shareholders’ Meeting on May 15, 2013, at Calle

Hernández de Tejada number 1 in Madrid at 4:00 pm (Madrid time) at

first call, and , as the case may be, on May 16, 2013 at the same time

and place, at second call. More information is available at the

company’s website www.cemexlatam.com.

2013 First Quarter Results

Page 11

DEFINITIONS OF TERMS AND DISCLOSURES

Methodology for translation and presentation of results

Under IFRS, CEMEX Latam Holdings, S.A. (“CLH”) reports its consolidated results in is its functional currency, which is

the US Dollar, by translating the financial statements of foreign subsidiaries using the corresponding exchange rate at

the reporting date for the balance sheet and the corresponding exchange rates at the end of each month for the income statement.

For the reader’s convenience, Colombian peso amounts for the consolidated entity are calculated by converting the US dollar amounts

using the closing COP/US$ exchange rate at the reporting date for balance sheet purposes, and the average COP/US$ exchange rate for the corresponding period for income statement purposes. The exchange rates used to convert: (i) the

balance sheet as of March 31, 2013 was $1,832.20 Colombian pesos per US dollar, and (ii) the consolidated results for the

first quarter of 2013 and pro forma combined result for the first quarter of 2012 were $1,807.29 and $1,791.66 Colombian

pesos per US dollar, respectively.

Per?country/region selected financial information of the income statement is presented in US dollars translating the local currency amounts

into US dollars using the average exchange rate for the corresponding period net of corporate charges and royalties which are included under “other and intercompany eliminations.”

Consolidated and combined financial information

When reference is made to consolidated financial information means the financial information of CLH together with its consolidated

subsidiaries. When reference is made to combined financial information means the financial information of CLH’s subsidiaries on a combined basis.

Presentation of financial and operating information

Individual information is provided for Colombia, Panama and Costa Rica.

Countries in Rest of CLH include Brazil, Guatemala, El Salvador and Nicaragua.

Pro forma financial information included in the report

CLH was incorporated during the second quarter of 2012 for purposes of the initial equity offering concluded on

November 15, 2012. For accounting purposes, the group reorganization by means of which CLH acquired its consolidated

subsidiaries was effective July 1, 2012. As a result, CLH has no historical consolidated financial information for the first quarter of 2012.

For convenience of the reader, and in order to present comprehensive comparative operating information for the first quarter ended March 31, 2013, CLH

prepared pro forma selected consolidated income statement information for the three?month period ended March 31, 2012,

intended in all cases and to the extent possible, to present the operating performance of CLH on a like?to?like basis.

Pro forma first quarter 2012: CLH selected consolidated income statement information for the three?month period ended

March 31, 2012, was determined by reflecting the original results of the operating subsidiaries for the three?month period

from January to March 2012. In addition, in connection with the 5% corporate charges and royalties agreement entered

into by CLH with CEMEX and that was executed during the last quarter of 2012 with retroactive effects for full year 2012,

the consolidated pro forma condensed income statement information of CLH for the first quarter of 2012 was adjusted to reflect the 5% consolidated corporate charges and royalties.

CLH will continue to present pro forma amounts during 2013 in connection with the quarterly comparative information

of 2012, in order to reflect the effects of the 5% royalty agreement allocated to each quarter.

Exchange rates January ? March January – March First Quarter

2013 2012 2013 2012 2013 2012

Closing Closing Average Average Average Average

Colombian peso 1,832.20 1,792.07 1,807.29 1,791.66 1,807.29 1,791.66

Panama balboa 1 1 1 1 1 1

Costa Rica colon 504.65 513.58 506.16 515.14 506.16 515.14

Euro 0.7795 0.7493 0.7589 0.7511 0.7589 0.7511

Amounts provided in units of local currency per US dollar.

2013 First Quarter Results

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DEFINITIONS OF TERMS AND DISCLOSURES

Pro forma Earnings per Share (“Pro forma EPS”)

CLH was incorporated in April 2012 and its relevant share capital was contributed by CEMEX España on July 31, 2012 and by

third?party investors on November 6, 2012. Therefore, there are no regular quarterly periods for 2012 in order to determine the average

number of shares outstanding as indicated under IFRS for purposes of presenting Earnings per Share amounts. Considering this limitation

CLH does not includes Pro Forma EPS for the pro forma period ended March 31, 2012.

Volumes and prices

Considering the limitations of historical information described above, CLH changes in volumes and prices, presented for convenience

of the reader, consider volumes and average prices on a pro forma basis for the three?month period ended March 31, 2012.

Definition of terms

Free cash flow equals operating EBITDA minus net interest expense, maintenance and strategic capital expenditures, change in working

capital, taxes paid, and other cash items (net other expenses less proceeds from the disposal of obsolete and/or substantially depleted operating fixed assets that are no longer in operation).

Maintenance capital expenditures investments incurred for the purpose of ensuring the company’s operational continuity. These include

capital expenditures on projects required to replace obsolete assets or maintain current operational levels, and mandatory capital expenditures,

which are projects required to comply with governmental regulations or company policies. Net debt equals total debt minus cash and cash equivalents.

Operating EBITDA equals operating earnings before other expenses, net, plus depreciation and operating amortization. pp equals percentage points.

Strategic capital expenditures investments incurred with the purpose of increasing the company’s profitability. These include capital expenditures

on projects designed to increase profitability by expanding capacity, and margin improvement capital expenditures, which are projects

designed to increase profitability by reducing costs. Working capital equals operating accounts receivable (including other current assets

received as payment in kind) plus historical inventories minus operating payables.

2013 First Quarter Results

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