#Rio de Janeiro #Brazil #Investment #Financial Services #Vale S.A.

Vale Overseas Limited Confirms Cash Tender Offers for Future Notes

In a significant financial move, Vale Overseas Limited, a fully owned subsidiary of Vale S.A., has announced the pricing details of its cash tender offers for specific notes due in the upcoming years—2034, 2036, and 2039. This announcement follows an earlier press release made on February 24, 2025. Vale is aiming to purchase notes that cumulatively do not exceed $450 million in principal value, excluding accrued interests and premiums attached to these securities.

Details of the Offers

Vale's cash tender offer is structured with maximum limits but offers compelling terms that outline total consideration payable based on valid tenders. The specifics of the securities involved are detailed below:

• - 8.250% Guaranteed Notes due 2034

- CUSIP: 91911TAE3
- Principal Amount Outstanding: $438,337,000
- Total Consideration: $1,192.59 (including early tender payment)

• - 6.875% Guaranteed Notes due 2039

- CUSIP: 91911TAK9
- Principal Amount Outstanding: $1,061,600,000
- Total Consideration: $1,111.06 (including early tender payment)

• - 6.875% Guaranteed Notes due 2036

- CUSIP: 91911TAH6
- Principal Amount Outstanding: $916,425,000
- Total Consideration: $1,101.60 (including early tender payment)

The total consideration for each security is derived from a blend of fixed spreads over the reference U.S. Treasury security and other financial metrics, enabling bondholders to gauge the value of their investments effectively.

Key Dates and Additional Information

Holders who tender their notes by the Early Tender Date of March 7, 2025, will benefit from enhanced pricing that includes an early tender payment of $50 per $1,000 of notes accepted. Furthermore, they will also receive accrued and unpaid interest from the last interest payment date up to, but not including, the official settlement date scheduled for March 12, 2025.

The offer will officially close on March 24, 2025, at 5 PM New York City time, and participation from noteholders is anticipated as Vale navigates these offers, guided by leading financial advisors including BMO Capital Markets Corp., BofA Securities, Inc., and others.

Vale emphasizes the importance of carefully reviewing the Offer to Purchase and its accompanying documentation to understand the terms, conditions, and the strategic implications of this financial maneuver. Particularly, stakeholders are encouraged to consult thoroughly before proceeding with their tenders.

Conclusion

Vale is positioning itself to optimize its financial strategy through these cash tender offers, which are crucial in managing its debt obligations effectively. By outlining clear terms and conditions and inviting stakeholders to participate, Vale demonstrates its commitment to transparency and stakeholder engagement in its financial operations.

For further inquiries about the Offers, noteholders are encouraged to reach out to the financial institutions involved or visit the official D.F. King website for comprehensive details and guidance on the tendering process. By doing so, they ensure they make informed decisions regarding their investments in Vale’s notes.