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
September 2020
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 ¨
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1))
(Check One) Yes ¨ No x
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7))
(Check One) Yes ¨ No x
(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
(Check One) Yes ¨ No x
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b). 82- .)
SHAREHOLDERS DEBENTURES 1H20 1 |
www.vale.com vale.ri@vale.com Tel.: (55 21) 3485-3900 Investor Relations Department Ivan Fadel Andre Werner Samir Bassil Mariana Rocha Any additional information about the shareholders debentures, including the Prospectus for Public Trading of Shareholders Debentures, can be obtained on our website, www.vale.com/Investors/Equity and Debt/Shareholders debentures, fro m GDC Partners Serviços Fiduciários DTVM Ltda. as fiiduciary agent for the debentures, www.gdcdtvm.com.br, and from the CVM (Brazilian Securities and Exchange Commission). 2 Ticker code: CVRDA6 |
First half of 2020 (1H20) Rio de Janeiro, September 30th, 2020 – Vale will pay today, R$ 493,944,592.41, equivalent to R$ 1.271221414 per shareholder debenture, related to the total premium for the period between January and June of 2020 (1H20). The financial settlement will occur on October 1st, 2020. The total premium for 1H20 refers to (i) 1.80% of the net revenues from the sale of iron ore from the Northern System and (ii) 1.25% concentrate from the Sossego mine. of the net revenues from the sale of copper Shareholders debentures premium Premium on iron ore from the Northern System 479,706,751.83 Premium on disposal of mining rights 0.00 Premium of shareholders’ debentures 1.30 1.27 2H13 1H14 2H14 1H15 2H15 1H16 2H16 1H17 2H17 1H18 2H18 1H19 2H19 1H20 Income tax will be charged on the amount to be paid to debenture holders, as fixed-income investments, applying the rate in relation to the individual situation of the beneficiary, with the exception of those who can provide legal, unequivocal, and proof that they are exempt or subject to a differentiated taxation. Annual premium of shareholders debentures 2012 0.057 22,260,404.79 2014 0.732 284,859,604.30 2016 1.043 405,149,990.84 2018 1.654 642,842,084.48 1H20 1.271 493,944,592.41 3 20192.316900,017,354.07 20171.270493,550,875.87 20150.594230,899,093.47 20130.341132,642,793.33 YearPer debenture (R$)Total amount (R$) 20110.05722,372,791.36 0.981.01 0.690.67 0.410.42 0.620.58 0.320.320.260.33 R$/shareholders’ debenture – 2H13/1H20 Total premium493,944,592.41 Premium per debenture1.271221414 Premium on copper concentrate14,237,840.58 6-month period ending on June 30th, 2020 (R$) |
Iron ore In 1H20, sales of iron ore totaled 106.0 Mt out of which 80.1 Mt correspond to the sales volumes in the Northern System. Sales of Vale’s iron ore, net of maritime freight costs, totaled R$ 39.5 billion in 1H20, out of which R$ 30.3 billion correspond to the Northern System. After applying the discounts provided in the Deed of Debentures to calculate the net revenues, among which R$ 2.7 billion are related to transportation expenses, and the percentage of 1.8%, the value of the premium related to net revenues of iron ore from the Northern System is R$ 479.7 million. Premium on iron ore Net sales revenues from the Northern System1 % basis for calculation 26,650.4 27,730.0 21,265.1 20,472.8 13,837.5 1.8% 1.8% 1.8% 1.8% 1.8% 1 Gross sales minus expenses with transport and insurance and taxes on sales, which include taxes and contributions levied on sales separately, or on billing or gross revenues from sales, as well as the financial compensation due to the Brazilian Federal Government, States and Municipalities. In Vale’s Southeastern System, iron ore sales from the mineral deposits covered by the Private Deed for Shareholder Debentures totaled 1.457 billion metric tons until June 30th, 2020. It is expected that the cumulative sales volume of 1.7 billion metric tons, from which the sales of the Southeastern System are entitled to payment of the premium, will be achieved in March 2026, if annual sales of this System, covered by the Deed for Shareholder Debentures, remain equal to the sales volume of the last 12 months, ending in 1H20. However, such forecast may not be confirmed, implying in anticipation or postponement of the aforementioned dates in order to obtain the cumulative sales levels. 4 Premium on iron ore (R$ million)479.7499.1382.8368.5249.1 R$ million1H202H191H192H181H18 |
Copper concentrate In 1H20, sales of copper concentrate from Sossego totaled 156 thousand metric tons, 65.9% higher than the 94 thousand metric tons in the previous semester. Sales of this product generated net revenues of R$ 1,139.0 million, a 105.9% increase when compared to the R$ 553.1 million in the previous semester. The premium related to the sales of copper concentrate of R$ 14,237,840.58, is calculated from the application of the 1.25% percentage on the net sales revenue of R$ 1,139.0 million. Premium on copper concentrate Net sales revenue1 1,139.0 553.1 895.4 1,070.1 929.2 1 Gross sales minus expenses with transport and insurance and taxes on sales, which include taxes and contributions levied on sales separately, or on billing or gross revenues from sales, as well as the financial compensation due to the Brazilian Federal Government, States and Municipalities. 2 On April 15, 1997, Vale only had a 50% stake in Mineração Serra do Sossego S.A. (Sossego). In 2001 Vale bought the remaining 50% of Sossego from Phelps Dodge do Brasil Mineração Ltda. Hence, the percentage basis for calculating premium is 2.5%, as described in the Deed of Issue of Debentures, multiplied by the Vale’s share in the project at the time, 50%, and therefore, equal to 1.25%. 5 % basis for calculation21.25%1.25%1.25%1.25%1.25% Premium on copper concentrate14.26.911.213.411.6 R$ million1H202H191H192H181H18 |
Sales and leasing of mining rights In 1H20 there was no leasing of mining rights contained in the Deed of Debentures. In 1H20 there was no sale of area from the mining site contained in the Debentures Deed. Mining rights In 1H20, there were no changes to the areas and hectares compared to the previous period. There was a change in relation to publications related to 1 area that did not alter the status of mining processes. The mining rights in force on June 30th, 2020, covered by the Deed of Issue of Debentures, amount 315 processes, equivalent to 1,651,458.56 hectares and are shown in the attached Inventory of Mining Rights (in Portuguese only). Projects under development On July 29th, 2020, Vale announced its 2Q20 financial results, which are available on our website: results/Pages/default.aspx http://www.vale.com/EN/investors/information-market/quarterly-Production from S11D reached 36.5 Mt in 1H20. The following table presents the evolution of the announced projects related to future income from shareholders debentures. 6 ProjectStatusRelated future premium Carajás Serra Sul S11D S11D (including mine, plantPayment of 1.8% of net sales as from Development of a mine andand associated logistics –the beginning of sales volumes from processing plant, located in theCLN S11D) was completedS11D. Southern range of Carajás, Pará,at the end of 2019. Brazil. The duplication of the Estimated nominal capacity of 90railway reached 100% of Mtpy.physical progress with 55 renovated yards. Northern System 240 Mtpy Construction works at thePayment of 1.8% of net sales as from Expansion of the S11D project,project’s site werethe beginning of sales volumes. adding 10 Mtpy to the Northerntemporarily suspended in System nominal capacity.early April 2020 and It is located in the Southern rangeresumed in early June of Carajás, Pará, Brazil.2020, with the relocation of construction sites to open path for earthmoving works. The project reached 25% of physical progress. |
Attachment – Inventory of Mining Rights concession São Félix do Xingu, Parauapebas, Canaã dos Carajás, Marabá, Tucumã, Curionópolis e Água Azul do Norte Gold, silver, copper, iron, manganese, nickel, quartzite, granite, beryl, tin, tantalum Mining concession Carajás PA 285,118.79 concession Guanhães, Morro do Pilar, Sabinópolis, Senhora do Porto and Conceição do Mato Dentro Espinhaço Mining concession MG Gold, iron 23,312.99 do Norte, Ourilândia do Norte PA 53,488.17 silver to mine Saprolite, sulphur, phosphate, manganese, gold, titanium Application to carry out research Almeirim, Mazagão and Monte Alegre AP, PA Parú Jari Sul 1,225,062.00 Ferrífero Gonçalo do Rio Abaixo, quartz, manganese, concession Riacho dos Machados Rio Pardo de Minas and Riacho dos Machados Application to mine MG Iron, zinc 11,100.25 Lagamar permit 1 Most advanced stage of all areas in the block. 7 VazanteVazante, Coromandel andMGZinc10,353.72Research Santa Bárbara, Mariana, Nova Lima, Itabira,Dolomite, iron, gold, QuadriláteroBrumadinho, Ouro Preto, São MGarsenic, vanadium,35,304.65Mining Barão de Cocais, Caeté, Riosilver, nickel Piracicaba e Catas Altas GradaúsRio Maria, Bannach, CumarúTungsten, chromium,Application and Tucumã CorumbáLadário and CorumbáMTIron7,034.76Mining BlockMunicipalityStateSubstance(s)HectaresStage1 CachoeiroCachoeiro do ItapemirimESLimestone683.23Mining |
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.
Vale S.A. | ||
(Registrant) | ||
By: | /s/ Ivan Fadel | |
Date: September 30, 2020 | Director of Investor Relations |