Nexa Resources launches tender offer for 2027 and 2028 notes

By Mary-Katherine Stinson

Lexington, Ky., April 1 – Nexa Resources SA announced the start of separate tender offers relating to two series of notes guaranteed by Nexa Resources Cajamarquilla SA, Nexa Resources Peru SAA and Nexa Recursos Minerais SA., according to a 6-K filing with the Securities and Exchange Commission.

The company is offering to purchase any and all its $700 million of outstanding 5 3/8% notes due 2027 (Cusips: 91832CAA4, P98118AA3) at par. Accrued interest will also be paid.

There are guaranteed delivery procedures for the 2027 notes offer.

The 2027 tender offer is scheduled to expire at 5 p.m. ET on April 5, which is also the withdrawal deadline.

Nexa is also offering to purchase up to a maximum payment amount of its $500 million outstanding 6½% notes due 2028 (Cusips: 65290DAA1, L67359AA4) at $1,020 per $1,000 of notes.

The maximum payment amount means $600 million less the total amount the holders of the 2027 notes are entitled to receive as consideration for the tendered and accepted notes, including the payment of any premiums, accrued interest and expenses.

The total consideration for the 2028 notes includes an early tender payment of $30 which will be paid to noteholders who tender their notes by the early deadline of 5 p.m. ET on April 12. This is also the withdrawal deadline.

Noteholders who tender their 2028 notes after the early tender deadline will only be eligible to receive consideration of $990 per $1,000 of notes. Accrued interest will also be paid in both cases.

There are no guaranteed delivery procedures for the 2028 notes.

The 2028 tender offer is scheduled to expire at 5 p.m. ET on April 29.

The 2028 notes offer may be subject to proration. Additionally, if the 2028 notes offer is oversubscribed by the early deadline, then the company will not accept any tendered notes after that date.

The company may elect to have an early settlement date for the 2028 notes.

Settlement for the 2027 notes is expected to occur three business days after the expiration of the offer. Final settlement for the 2028 notes is expected to occur one business day after the offer expires.

The tender offers are subject to the satisfaction or waiver of a number of conditions, including the pricing of a new dollar note offering, generating net proceeds in an amount that is sufficient to fund the tender offers.

Nexa has engaged BBVA Securities Inc. (800 422-8692, 212 728-2303), Citigroup Global Markets Inc. (800 558-3745, 212 723-6106), HSBC Securities (USA) Inc. (888 472-2456, 212 525-5552), J.P. Morgan Securities LLC (866 846-2874, 212 834-7279), MUFG Securities Americas Inc. (877 744-4532, 212 405-7481) and Mizuho Securities USA LLC (866 271-7406, 212 205-7736) to act as the dealer managers for the tender offers.

D.F. King & Co., Inc. (800 859-8509, 212 269-5550, nexa@dfking.com, www.dfking.com/nexa) is the tender and information agent for the offers.

The zinc producer is based in Luxembourg with mines in Peru and Brazil.

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