Vale Overseas Limited ("Vale Overseas" or the "Offeror"), a wholly owned subsidiary of Vale S.A. ("Vale"), announces the early tender results of the previously announced offers to purchase for cash (the "Offers") up to a maximum aggregate principal amount of Notes (as defined below) validly tendered in the Offers not to exceed US$500,000,000, excluding any premium and any accrued and unpaid interest (the "Maximum Principal Amount"), of the outstanding notes issued by Vale Overseas of the series of notes as set forth in the table below (the "Notes"). The Offers are being made upon the terms and subject to the conditions set forth in the offer to purchase dated as of June 25, 2024 (the "Offer to Purchase").
As of 5:00 p.m., New York City time, on July 9, 2024 (the "Early Tender Date"), US$650,399,000 in aggregate principal amount of Notes has been validly tendered and not validly withdrawn. Because the purchase of Notes validly tendered in the Offers would cause the Offeror to purchase an aggregate principal amount of Notes in excess of the Maximum Principal Amount, the Offeror has accepted for purchase (a) US$ 415,441,000 principal amount of the 6.875% Guaranteed Notes due 2036 (the "2036 Notes"), (b) US$ 84,559,000 principal amount of the 6.875% Guaranteed Notes due 2039 (the "2039 Notes"), and (c) none of the 8.250% Guaranteed Notes due 2034 (the "2034 Notes"). Given that the Offers are oversubscribed, no Notes tendered after the Early Tender Date will be accepted for purchase. Any tendered Notes that are not accepted for purchase will be returned or credited without expense to the holder's account.
The applicable Total Consideration (as defined in the Offer to Purchase) payable per US$1,000 principal amount of Notes tendered and accepted for purchase will be determined by the Dealer Managers based on the applicable fixed spread for each series of Notes (as set forth in the table above) plus the applicable yield-to-maturity of the Reference U.S. Treasury Security for that series of Notes (as set forth in the table above) as of 11:00 a.m., New York City time, on July 10, 2024. The Offeror expects to announce the pricing of the Offers on July 10, 2024.
Payment of the applicable Total Consideration and accrued and unpaid interest for the Notes validly tendered and accepted for purchase is expected to be made, subject to the terms and conditions of the Offer to Purchase, on July 11, 2024. Vale Overseas will pay holders of the 2036 Notes and the 2039 Notes validly tendered and accepted for purchase on a pro rata basis according to the proration procedures described in the Offer to Purchase. The Offers will expire at 5:00 p.m., New York City time, on July 24, 2024.
