United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the
Securities Exchange Act of 1934
For the month of
February 2024
Vale S.A.
Praia de Botafogo nº 186, 18º andar,
Botafogo
22250-145 Rio de Janeiro, RJ, Brazil
(Address of principal executive office)
(Indicate by check mark whether the registrant files
or will file annual reports under cover of Form 20-F or Form 40-F.)
(Check One)
Form 20-F x Form 40-F ¨
Press Release | |
Vale signs partnership with Anglo American in Minas-Rio
Rio de Janeiro, February 22nd, 2024
– Vale S.A. (“Vale”) has entered into an agreement with Anglo American plc (“Anglo American”) to acquire
a 15% ownership interest and establish a partnership encompassing Anglo American Minério de Ferro Brasil S.A., a company that currently
owns the Minas-Rio complex (“Minas-Rio”) and Vale’s Serra da Serpentina (“Serpentina”) resources, in Brazil.
Anglo American will continue to control, manage and operate Minas-Rio, including any future expansions.
Vale's CEO, Eduardo Bartolomeo, said: “We
are pleased to partner with Anglo American to support the growing demand for high quality iron ore as our clients accelerate their transition
to low carbon emissions steelmaking. Minas-Rio is a Tier-1 asset that will benefit from great synergies with Serpentina’s deposit
and Vale’s logistics and we are confident this partnership will unlock significant value to all of our stakeholders. We plan on
allocating our share of the high-quality pellet feed to our pellet plants in Brazil and in the future to the Mega Hubs producing iron
ore briquettes.”
Duncan Wanblad, Chief Executive of Anglo American,
said: “The opportunity to partner with Vale to secure a high-grade iron ore resource of this scale and quality, right next door
to Minas-Rio, is compelling – particularly given all the physical synergies of our mining and processing infrastructure to create
a single optimized operation, combined with the option to access Vale’s rail and port logistics. The sheer scale and quality of
the Serpentina orebody offers significant value, including through the scope to expand the production of the premium grade pellet feed
products we sell to steelmaking customers as they focus on decarbonizing their own processes for decades to come. The Minas-Rio DRI-grade
product sells into one of the most attractive growth segments available in our industry today.”
About the transaction
Under the terms agreed, Vale will contribute
with (i) Serpentina high-grade iron ore resources and (ii) a supplemental cash disbursement of US$ 157.5 million, subject to net debt
and working capital variation adjustments at the closing date. If the average benchmark iron ore price[1]
remains above US$ 100/t or below US$ 80/t for four years, a purchase price adjustment payment will be made to Anglo American or Vale,
respectively, in line with an agreed formula and up to certain limits. The completion of the transaction is subject to customary corporate
and regulatory approvals. The transaction is expected to be completed in 4Q24.
Following completion of the transaction, Vale
will receive its pro-rata share of Minas-Rio production. Additionally, Vale will also have an option to acquire an additional 15% shareholding
in the enlarged Minas-Rio for cash if and when certain events relating to a future expansion of Minas-Rio occur, including the receipt
of the environmental license[2] for the expansion following the completion of a pre-feasibility
study (PFS) and feasibility study (FS)[3], at fair value calculated at the time of exercise
of the option.
About Minas-Rio and Serpentina assets
Minas-Rio is an integrated iron ore operation
with a nameplate capacity of 26.5 Mtpy of high-grade pellet feed, with potential to expand to up to 31 Mtpy in its current configuration.
The operation comprises mine, plant, geotechnical, and supporting structures in Minas Gerais
and a 529 km pipeline connecting the plant to the filtering plant at the Açu Port in Rio de Janeiro Minas-Rio produced 24 Mt of
iron ore in 2023, with a total EBITDA of US$ 1.4 billion.
[1] IODEX 62%Fe CIF China.
[2] Preliminary license (LP – Licença Prévia).
[3] The pre-feasibility study must be completed within
36 months of the Transaction completing. Providing the PFS meets an agreed IRR hurdle rate, a feasibility study must be completed within
a further 24 months. If the FS meets an agreed IR hurdle rate, then the preliminary environmental license for the expansion of Minas-Rio
must be applied for.
The Serra da Serpentina deposit is contiguous
to the Minas-Rio complex, with resources estimated at 4.3 billion tonnes. The combination of the two resources offers considerable expansion
opportunities, including the potential to double production, which Anglo American and Vale will assess under the transaction’s terms.
The enlarged Minas-Rio will have the option
to utilize Vale’s nearby rail line and Tubarão port to transport expanded output as an alternative to constructing a second
pipeline to Anglo American’s current port facility at Açu. All viable logistics solutions will be considered and evaluated
during pre-feasibility. The existing Minas-Rio pipeline crosses the Vale rail network downstream from Minas-Rio, enabling a far shorter
second pipeline to connect with the Vitória-Minas Railway to the Tubarão port. The transaction does not include or affect
Anglo American’s 50% interest in the iron ore export facility at the port of Açu.
Gustavo Duarte Pimenta
Executive Vice President, Finance and Investor
Relations
For further information, please contact:
Vale.RI@vale.com
Thiago Lofiego: thiago.lofiego@vale.com
Luciana Oliveti: luciana.oliveti@vale.com
Mariana Rocha: mariana.rocha@vale.com
Pedro Terra: pedro.terra@vale.com
This press release may include statements that
present Vale’s expectations about future events or results. All statements, when based upon expectations about the future, involve
various risks and uncertainties. Vale cannot guarantee that such statements will prove correct. These risks and uncertainties include
factors related to the following: (a) the countries where we operate, especially Brazil and Canada; (b) the global economy; (c) the capital
markets; (d) the mining and metals prices and their dependence on global industrial production, which is cyclical by nature; and (e) global
competition in the markets in which Vale operates. To obtain further information on factors that may lead to results different from those
forecast by Vale, please consult the reports Vale files with the U.S. Securities and Exchange Commission (SEC), the Brazilian Comissão
de Valores Mobiliários (CVM) and in particular the factors discussed under “Forward-Looking Statements” and “Risk
Factors” in Vale’s annual report on Form 20-F.
Signatures
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Vale S.A.
(Registrant) |
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By: |
/s/ Thiago Lofiego |
Date: February 22, 2024 |
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Director of Investor Relations |
Vale (NYSE:VALE)
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