Nexa Resources realizes tenders of $484.10 million of 2027 notes

By Mary-Katherine Stinson

Lexington, Ky., April 8 – Nexa Resources SA announced the results of its tender offer for any and all of its $700 million of outstanding 5 3/8% notes due 2027 (Cusips: 91832CAA4, P98118AA3), according to a notice.

As of the expiration of the offer at 5 p.m. ET on April 5, which was also the withdrawal deadline, holders had tendered $484,104,000, or about 69.2%, of the outstanding 2027 notes. Of that amount, $600,000 was tendered under guaranteed delivery procedures.

The company will purchase the tendered notes at par plus accrued interest.

Settlement is expected for April 10.

After settlement, $215,896,000 of the notes will remain outstanding.

2028 notes offer

In a separate tender offer, Nexa is also offering to purchase up to a maximum payment amount of its $500 million outstanding 6½% notes due 2028 (Cusips: 65290DAA1, L67359AA4).

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 of $1,020 per $1,000 of 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.

Final settlement for the 2028 notes is expected to occur one business day after the offer expires.

Both 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 priced $600 million of 6.75% senior notes due 2034 on April 3.

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 offers were launched on April 1.

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

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