U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE
ACT OF 1934
For the Month of August 2024
Nexa Resources S.A.
(Exact Name as Specified in its Charter)
N/A
(Translation of Registrant’s Name)
37A, Avenue J.F. Kennedy
L-1855, Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive offices)
Indicate by check mark
whether the registrant files or will file annual reports under cover Form 20-F or 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): ____
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): ____
Indicate by check mark
whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If “Yes” is marked,
indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.
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.
Date: August 1, 2024
Nexa Resources S.A. |
By:/s/ José Carlos del Valle
Name: José Carlos del Valle |
Title: Senior Vice President of Finance and Group Chief Financial Officer |
EXHIBIT INDEX
Nexa
Resources S.A.
Condensed consolidated
interim
financial statements (Unaudited)
at and for the
three and six-month
periods ended on June 30, 2024
Contents
Condensed consolidated interim financial
statements
Notes to the condensed consolidated
interim financial statements
Nexa Resources S.A. Condensed consolidated interim income statement Unaudited Periods ended on June 30 All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
|
Three-month
period ended |
|
Six-month
period ended |
|
Note
|
2024 |
2023 |
|
2024 |
2023 |
Net
revenues |
4 |
736,305
|
626,704
|
|
1,316,087
|
1,294,022
|
Cost
of sales |
5 |
(557,058) |
(565,024) |
|
(1,050,251) |
(1,132,837) |
Gross
profit |
|
179,247
|
61,680
|
|
265,836
|
161,185
|
|
|
|
|
|
|
|
Operating
expenses |
|
|
|
|
|
|
Selling,
general and administrative |
5 |
(30,249) |
(32,621) |
|
(63,883) |
(61,101) |
Mineral
exploration and project evaluation |
5 |
(17,969) |
(21,261) |
|
(30,767) |
(43,289) |
Impairment
loss of long-lived assets |
18 |
(60,210) |
(57,187) |
|
(42,991)
|
(57,187) |
Other
income and expenses, net |
6 |
(51,863) |
(66,077) |
|
(60,871) |
(71,548) |
|
|
(160,291) |
(177,146) |
|
(198,512) |
(233,125) |
Operating
income (loss) |
|
18,956
|
(115,466) |
|
67,324
|
(71,940) |
|
|
|
|
|
|
|
Results
from associates’ equity |
|
|
|
|
|
|
Share
in the results of associates |
|
5,342
|
5,652
|
|
11,057
|
11,075
|
|
|
|
|
|
|
|
Net
financial results |
7 |
|
|
|
|
|
Financial
income |
|
6,775
|
6,700
|
|
11,788
|
12,317
|
Financial
expenses |
|
(60,619) |
(59,363) |
|
(109,577) |
(105,778) |
Other
financial items, net |
|
(62,734) |
26,149
|
|
(84,776) |
27,722
|
|
|
(116,578) |
(26,514) |
|
(182,565) |
(65,739) |
|
|
|
|
|
|
|
Loss
before income tax |
|
(92,280) |
(136,328) |
|
(104,184) |
(126,604) |
|
|
|
|
|
|
|
Income
tax benefit (expense) |
8
(a) |
23,008
|
33,544
|
|
23,424
|
8,410
|
|
|
|
|
|
|
|
Net
loss for the period |
|
(69,272) |
(102,784) |
|
(80,760) |
(118,194) |
Attributable
to NEXA's shareholders |
|
(76,299) |
(102,486) |
|
(100,142) |
(122,214) |
Attributable
to non-controlling interests |
|
7,027
|
(298) |
|
19,382
|
4,020
|
Net
loss for the period |
|
(69,272) |
(102,784) |
|
(80,760) |
(118,194) |
Weighted
average number of outstanding shares – in thousands |
|
132,439
|
132,439
|
|
132,439
|
132,439
|
Basic
and diluted loss per share – USD |
|
(0.58) |
(0.77) |
|
(0.76) |
(0.92) |
| |
The accompanying notes are an integral part of these condensed consolidated interim financial statements. | |
3 of 30 | |
Nexa Resources S.A. Condensed consolidated interim statement of comprehensive income Unaudited Periods ended on June 30 All amounts in thousands of US Dollars, unless otherwise stated | |
| |
bookmark
|
|
Three-month period ended |
|
Six-month period ended |
|
Note |
2024 |
2023 |
|
2024 |
2023 |
Net loss for the period |
|
(69,272) |
(102,784) |
|
(80,760) |
(118,194) |
|
|
|
|
|
|
|
Other comprehensive (loss) income, net of income tax - items that can be reclassified to the income statement |
|
|
|
|
|
|
Cash flow hedge accounting |
10 (c) |
849 |
66 |
|
731 |
909 |
Deferred income tax |
|
(686) |
(97) |
|
188 |
(785) |
Translation adjustment of foreign subsidiaries |
|
(85,020) |
57,942 |
|
(114,315) |
87,862 |
|
|
(84,857) |
57,911 |
|
(113,396) |
87,986 |
|
|
|
|
|
|
|
Other comprehensive income (loss), net of income tax - items that cannot be reclassified to the income statement |
|
|
|
|
|
|
Changes in fair value of financial liabilities related to changes in the Company’s own credit risk |
15 (d) |
(861) |
(436) |
|
(1,457) |
70 |
Deferred income tax |
|
293 |
149 |
|
495 |
(24) |
Changes in fair value of investments in equity instruments |
|
(333) |
702 |
|
344 |
970 |
|
|
(901) |
415 |
|
(618) |
1,016 |
Other comprehensive (loss) income for the period, net of income tax |
|
(85,758) |
58,326 |
|
(114,014) |
89,002 |
|
|
|
|
|
|
|
Total comprehensive loss for the period |
|
(155,030) |
(44,458) |
|
(194,774) |
(29,192) |
Attributable to NEXA’s shareholders |
|
(156,555) |
(48,362) |
|
(207,161) |
(38,435) |
Attributable to non-controlling interests |
|
1,525 |
3,904 |
|
12,387 |
9,243 |
Total comprehensive loss for the period |
|
(155,030) |
(44,458) |
|
(194,774) |
(29,192) |
| |
The accompanying notes are an integral part of these condensed consolidated interim financial statements. | |
4 of 30 | |
Nexa Resources S.A. Condensed consolidated interim balance sheet
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
|
Unaudited |
|
Audited |
Assets |
Note |
June 30, 2024 |
|
December 31, 2023 |
Current assets |
|
|
|
|
Cash and cash equivalents |
|
461,946 |
|
457,259 |
Financial investments |
|
12,105 |
|
11,058 |
Other financial instruments |
10 (a) |
9,475 |
|
7,801 |
Trade accounts receivables |
|
169,094 |
|
141,910 |
Inventory |
11 |
379,661 |
|
339,671 |
Recoverable income tax |
|
14,511 |
|
15,193 |
Other assets |
|
101,710 |
|
86,934 |
|
|
1,148,502 |
|
1,059,826 |
|
|
|
|
|
Assets held for sale |
12 |
28,543 |
|
- |
|
|
28,543 |
|
- |
|
|
|
|
|
Non-current assets |
|
|
|
|
Investments in equity instruments |
|
5,993 |
|
5,649 |
Other financial instruments |
10 (a) |
15 |
|
92 |
Deferred income tax |
8 (b) |
239,541 |
|
235,073 |
Recoverable income tax |
|
5,921 |
|
6,237 |
Other assets |
|
114,876 |
|
129,614 |
Investments in associates |
|
27,605 |
|
44,895 |
Property, plant and equipment |
13 |
2,195,575 |
|
2,438,614 |
Intangible assets |
14 |
871,820 |
|
909,279 |
Right-of-use assets |
|
11,686 |
|
11,228 |
|
|
3,473,032 |
|
3,780,681 |
|
|
|
|
|
Total assets |
|
4,650,077 |
|
4,840,507 |
|
|
|
|
|
Liabilities and shareholders’ equity |
|
|
|
|
Current liabilities |
|
|
|
|
Loans and financings |
15 (a) |
100,889 |
|
143,196 |
Lease liabilities |
|
3,993 |
|
3,766 |
Other financial instruments |
10 (a) |
16,157 |
|
19,077 |
Trade payables |
|
399,567 |
|
451,603 |
Confirming payables |
|
223,874 |
|
234,385 |
Dividends payable |
|
10,529 |
|
2,830 |
Asset retirement, restoration and environmental obligations |
16 |
48,179 |
|
33,718 |
Provisions |
|
13,293 |
|
- |
Contractual obligations |
|
26,734 |
|
37,432 |
Salaries and payroll charges |
|
57,862 |
|
68,165 |
Tax liabilities |
|
36,258 |
|
49,524 |
Other liabilities |
|
44,582 |
|
31,186 |
|
|
981,917 |
|
1,074,882 |
|
|
|
|
|
Liabilities associated with assets held for sale |
12 |
37,070 |
|
- |
|
|
37,070 |
|
- |
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Loans and financings |
15 (a) |
1,753,152 |
|
1,582,370 |
Lease liabilities |
|
5,687 |
|
5,452 |
Other financial instruments |
10 (a) |
36,238 |
|
27,045 |
Asset retirement, restoration and environmental obligations |
16 |
229,468 |
|
281,201 |
Provisions |
|
42,428 |
|
56,787 |
Deferred income tax |
8 (b) |
166,712 |
|
183,698 |
Contractual obligations |
|
70,879 |
|
79,680 |
Other liabilities |
|
77,233 |
|
92,758 |
|
|
2,381,797 |
|
2,308,991 |
|
|
|
|
|
Total liabilities |
|
3,400,784 |
|
3,383,873 |
|
|
|
|
|
Shareholders’ equity |
|
|
|
|
Attributable to NEXA’s shareholders |
|
994,760 |
|
1,201,921 |
Attributable to non-controlling interests |
|
254,533 |
|
254,713 |
|
|
1,249,293 |
|
1,456,634 |
Total liabilities and shareholders’ equity |
|
4,650,077 |
|
4,840,507 |
| |
The accompanying notes are an integral part of these condensed consolidated interim financial statements. | |
5 of 30 | |
Nexa Resources S.A. Condensed consolidated interim statement of cash flows Unaudited Periods ended on June 30 All amounts in thousands of US Dollars, unless otherwise stated | |
| |
book
mark
|
|
Three-month period ended |
|
Six-month period ended |
|
Note |
2024 |
2023 |
|
2024 |
2023 |
Cash flows from operating activities |
|
|
|
|
|
|
Loss before income tax |
|
(92,280) |
(136,328) |
|
(104,184) |
(126,604) |
Depreciation and amortization |
5 |
69,865 |
71,745 |
|
142,432 |
143,425 |
Impairment loss of long-lived assets |
18 |
60,210 |
57,187 |
|
42,991 |
57,187 |
Share in the results of associates |
|
(5,342) |
(5,652) |
|
(11,057) |
(11,075) |
Interest and foreign exchange effects |
|
64,729 |
30,839 |
|
108,005 |
66,494 |
Loss on sale and write-off of property, plant and equipment |
6 |
14 |
1,023 |
|
203 |
1,287 |
Tax voluntary disclosure – VAT discussions |
|
- |
70,641 |
|
- |
70,641 |
Changes in provisions and other assets impairments |
|
22,870 |
(16,262) |
|
24,601 |
(22,069) |
Changes in fair value of loans and financings |
15 (d) |
271 |
277 |
|
3,575 |
215 |
Debt modification gain |
15 (d) |
- |
- |
|
(3,142) |
- |
Changes in fair value of derivative financial instruments |
10 (c) |
(1,004) |
(13,849) |
|
(449) |
(17,428) |
Changes in fair value of energy forward contracts |
10 (d) |
(3,792) |
9,701 |
|
(8,191) |
9,701 |
Changes in fair value of offtake agreement |
10 (e) |
18,761 |
(13,403) |
|
20,574 |
(15) |
Price cap realized |
10 (e) |
(1,462) |
- |
|
(1,531) |
- |
Decrease (increase) in assets |
|
|
|
|
|
|
Trade accounts receivable |
|
(28,070) |
36,921 |
|
(72,100) |
85,303 |
Inventory |
|
(56,259) |
64,866 |
|
(73,068) |
60,180 |
Other financial instruments |
|
(540) |
17,827 |
|
(3,634) |
15,994 |
Other assets |
|
(51,968) |
(32,127) |
|
(55,361) |
(47,546) |
Increase (decrease) in liabilities |
|
|
|
|
|
|
Trade payables |
|
51,868 |
(55,336) |
|
23,520 |
(141,353) |
Confirming payables |
|
5,593 |
37,060 |
|
(8,387) |
23,418 |
Other liabilities |
|
62,739 |
9,370 |
|
47,790 |
(32,095) |
Cash provided by operating activities |
|
116,203 |
134,500 |
|
72,587 |
135,660 |
|
|
|
|
|
|
|
Interest paid on loans and financings |
15 (d) |
(25,585) |
(27,263) |
|
(56,622) |
(59,048) |
Interest paid on lease liabilities |
|
(319) |
(120) |
|
(914) |
(135) |
Premium paid on bonds repurchase |
15 (c) |
(1,989) |
- |
|
(1,989) |
- |
Income tax paid |
|
(10,544) |
(12,428) |
|
(24,875) |
(37,457) |
Net cash (used in) provided by operating activities |
|
77,766 |
94,689 |
|
(11,813) |
39,020 |
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
Additions of property, plant and equipment |
|
(64,039) |
(59,991) |
|
(138,447) |
(116,505) |
Additions of intangible assets |
14 (a) |
(2,553) |
(85) |
|
(3,432) |
(85) |
Net sales of financial investments |
|
398 |
(4,928) |
|
1,911 |
4,514 |
Proceeds from the sale of property, plant and equipment |
|
41 |
365 |
|
112 |
365 |
Dividends received |
1 (c) |
9,683 |
6,533 |
|
9,683 |
6,533 |
Net cash used in investing activities |
|
(56,470) |
(58,106) |
|
(130,173) |
(105,178) |
Cash flows from financing activities |
|
|
|
|
|
|
New loans and financings |
15 (d) |
767,903 |
- |
|
798,147 |
- |
Debt issue costs |
15 (d) |
(7,553) |
- |
|
(7,553) |
- |
Payments of loans and financings |
15 (d) |
(621,026) |
(7,228) |
|
(628,068) |
(12,829) |
Payments of lease liabilities |
|
(1,769) |
(1,071) |
|
(2,971) |
(2,013) |
Dividends paid |
|
(4,334) |
- |
|
(4,428) |
- |
Payments of share premium |
|
- |
- |
|
- |
(25,000) |
Net cash provided by (used in) financing activities |
|
133,221 |
(8,299) |
|
155,127 |
(39,842) |
|
|
|
|
|
|
|
Foreign exchange effects on cash and cash equivalents |
|
(5,865) |
6,142 |
|
(8,454) |
8,882 |
|
|
|
|
|
|
|
Increase (decrease) in cash and cash equivalents |
|
148,652 |
34,426 |
|
4,687 |
(97,118) |
Cash and cash equivalents at the beginning of the period |
|
313,294 |
366,282 |
|
457,259 |
497,826 |
Cash and cash equivalents at the end of the period |
|
461,946 |
400,708 |
|
461,946 |
400,708 |
Non-cash investing and financing transactions |
|
|
|
|
|
|
Additions to right-of-use assets |
|
(125) |
- |
|
(3,809) |
- |
| |
The accompanying notes are an integral part of these condensed consolidated interim financial statements. | |
6 of 30 | |
Nexa Resources S.A. Condensed consolidated interim statement of changes in shareholder’s equity Unaudited Periods ended on June 30 All amounts in thousands of US Dollars, unless otherwise stated | |
| |
bookmark
|
Capital |
Share premium |
Additional paid in capital |
Retained earnings (cumulative deficit) |
Accumulated other comprehensive loss |
Total NEXA’s shareholders |
Non-controlling interests |
Total shareholders’ equity |
March 31, 2023 |
132,438 |
1,012,629 |
1,245,418 |
(760,809) |
(202,504) |
1,427,172 |
273,348 |
1,700,520 |
Net loss for the period |
- |
- |
- |
(102,486) |
- |
(102,486) |
(298) |
(102,784) |
Other comprehensive income for the period |
- |
- |
- |
- |
54,124 |
54,124 |
4,202 |
58,326 |
Total comprehensive income (loss) for the period |
- |
- |
- |
(102,486) |
54,124 |
(48,362) |
3,904 |
(44,458) |
June 30, 2023 |
132,438 |
1,012,629 |
1,245,418 |
(863,295) |
(148,380) |
1,378,810 |
277,252 |
1,656,062 |
|
Capital |
Share premium |
Additional paid in capital |
Retained earnings (cumulative deficit) |
Accumulated other comprehensive loss |
Total NEXA’s shareholders |
Non-controlling interests |
Total shareholders’ equity |
March 31, 2024 |
132,438 |
1,012,629 |
1,245,418 |
(1,054,278) |
(184,892) |
1,151,315 |
264,662 |
1,415,977 |
Net (loss) income for the period |
- |
- |
- |
(76,299) |
- |
(76,299) |
7,027 |
(69,272) |
Other comprehensive loss for the period |
- |
- |
- |
- |
(80,256) |
(80,256) |
(5,502) |
(85,758) |
Total comprehensive (loss) income for the period |
- |
- |
- |
(76,299) |
(80,256) |
(156,555) |
1,525 |
(155,030) |
Dividends distribution to non-controlling interests |
- |
- |
- |
- |
- |
- |
(11,654) |
(11,654) |
Total distributions to shareholders |
- |
- |
- |
- |
- |
- |
(11,654) |
(11,654) |
June 30, 2024 |
132,438 |
1,012,629 |
1,245,418 |
(1,130,577) |
(265,148) |
994,760 |
254,533 |
1,249,293 |
| |
The accompanying notes are an integral part of these condensed consolidated interim financial statements. | |
7 of 30 | |
Nexa Resources S.A. Condensed consolidated interim statement of changes in shareholder’s equity Unaudited Periods ended on June 30 All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
Capital |
Share premium |
Additional paid in capital |
Retained earnings (cumulative deficit) |
Accumulated other comprehensive loss |
Total NEXA’s shareholders |
Non-controlling interests |
Total shareholders’ equity |
January 1, 2023 |
132,438 |
1,037,629 |
1,245,418 |
(741,081) |
(232,159) |
1,442,245 |
268,009 |
1,710,254 |
Net (loss) income for the period |
- |
- |
- |
(122,214) |
- |
(122,214) |
4,020 |
(118,194) |
Other comprehensive income for the period |
- |
- |
- |
- |
83,779 |
83,779 |
5,223 |
89,002 |
Total comprehensive (loss) income for the period |
- |
- |
- |
(122,214) |
83,779 |
(38,435) |
9,243 |
(29,192) |
Share premium distribution to NEXA's shareholders - USD 0.19 per share |
- |
(25,000) |
- |
- |
- |
(25,000) |
- |
(25,000) |
Total distributions to shareholders |
- |
(25,000) |
- |
- |
- |
(25,000) |
- |
(25,000) |
June 30, 2023 |
132,438 |
1,012,629 |
1,245,418 |
(863,295) |
(148,380) |
1,378,810 |
277,252 |
1,656,062 |
|
Capital |
Share premium |
Additional paid in capital |
Retained earnings (cumulative deficit) |
Accumulated other comprehensive loss |
Total NEXA’s shareholders |
Non-controlling interests |
Total shareholders’ equity |
January 1, 2024 |
132,438 |
1,012,629 |
1,245,418 |
(1,030,435) |
(158,129) |
1,201,921 |
254,713 |
1,456,634 |
Net (loss) income for the period |
- |
- |
- |
(100,142) |
- |
(100,142) |
19,382 |
(80,760) |
Other comprehensive loss for the period |
- |
- |
- |
- |
(107,019) |
(107,019) |
(6,995) |
(114,014) |
Total comprehensive (loss) income for the period |
- |
- |
- |
(100,142) |
(107,019) |
(207,161) |
12,387 |
(194,774) |
Dividends distribution to non-controlling interests |
- |
- |
- |
- |
- |
- |
(12,567) |
(12,567) |
Total distributions to shareholders |
- |
- |
- |
- |
- |
- |
(12,567) |
(12,567) |
June 30, 2024 |
132,438 |
1,012,629 |
1,245,418 |
(1,130,577) |
(265,148) |
994,760 |
254,533 |
1,249,293 |
| |
The accompanying notes are an integral part of these condensed consolidated interim financial statements. | |
8 of 30 | |
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
Nexa Resources S.A. (“NEXA”
or “Parent Company”) is a public limited liability company (société anonyme) incorporated and domiciled in the
Grand Duchy of Luxembourg. Its shares are publicly traded on the New York Stock Exchange (“NYSE”).
The Company’s registered office is
located at 37A, Avenue J. F. Kennedy in the city of Luxembourg in the Grand Duchy of Luxembourg.
NEXA and its subsidiaries (the “Company”)
operate large-scale, mechanized underground and open pit mines, as well as smelters. The Company owns and operates three polymetallic
mines in Peru and two polymetallic mines in Brazil, including the Aripuanã mine, which at the end of June 2024 was approaching
the final stage of its ramp-up phase and transitioning to an ongoing operation. Additionally, the Company owns and operates a zinc smelter
in Peru and two zinc smelters in Brazil.
NEXA’s majority shareholder is Votorantim
S.A. (“VSA”), which holds 64.68% of its equity. VSA is a Brazilian privately-owned industrial conglomerate that holds ownership
interests in metal, steel, cement, and energy companies, among others.
Main events for the six-month periods
ended on June 30, 2024
(a) | New loans and financings operations |
During the six-month period Nexa entered
into several loans and financing transactions pursuant to its review of debt structures and liability management strategy. Below is a
summary of the main transactions:
In March 2024, Nexa Recursos Minerais (Nexa
BR) entered into a 3-month Note agreement with a total principal amount of EUR 27,917 (approximately USD 30,244) at an annual gross interest
rate of 5.6% p.a. To hedge against currency fluctuations, a global derivative contract was established to swap the euro. On June 3, 2024,
this debt was settled in cash.
On April 2, 2024, Nexa BR concluded a debenture
issuance amounting to BRL 650,000 (approximately USD 130,099) with an annual interest rate of CDI plus 1.50% p.a., for a 6-year term with
semi-annual payments.
On April 9, 2024, the Company concluded
a bond offering amounting to USD 600,000 for a term of 10 years, at an interest rate of 6.75% per year. The proceeds were used to repurchase
part of its 2027 and 2028 notes in a concurrent tender offer, which occurred during April 2024.
On June 12, 2024, Nexa BR drew upon an
ESG linked credit line from BNDES amounting to BRL 200,000 (approximately USD 40,030), for an approximately 8-year term (maturing in March
2032), at an interest rate of IPCA plus 5.4% p.a. and a spread of 1.84%. As defined in the agreement, following a 2-year grace period,
amortization will occur in 72 consecutive installments. After the 2-year grace period, the spread rate of 1,84% can be reduced to 1,44%
if ESG goals are met, otherwise, the rate is increased to 2.84%.
For further information related to the
transactions above, please refer to note 15.
On March 19, 2024, Nexa BR announced the
suspension of its mining operations at the Morro Agudo Complex in the state of Minas Gerais, Brazil, effective May 1, 2024. Subsequently,
on April 5, 2024, Nexa BR signed a sale and purchase agreement to sell the Morro Agudo and Ambrosia mines (Morro Agudo CGU, classified
within the mining segment operation). Refer to note 19 for information related to the closing of this sale.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
Additionally, the Company initiated a structured
process to sell its non-operational Peruvian subsidiary, Minera Pampa de Cobre S.A.C. (owner of the Chapi mine asset) and the greenfield
Pukaqaqa. The Company expects to conclude the sales within a year. For further impact and details, refer to notes 6 and 12.
(c) | Dividends distribution |
On April 20, 2024, Pollarix's Board of
Directors approved an additional dividend distribution to its shareholders for the 2023 fiscal year. Nexa BR will receive USD 3,018 (BRL
15,741) for its common shares, while the non-controlling interest, which holds preferred shares, will receive USD 11,654 (BRL 60,778).
Pollarix has already paid USD 4,327 (BRL 22,567) in cash to the non-controlling interest.
On April 22, 2024, Enercan’s Board
of Directors approved an additional dividend distribution to its shareholders related to the 2023 fiscal year, entitling the Company’s
subsidiary Pollarix S.A. (“Pollarix”) to receive USD 23,319 (BRL 120,072). During the three months ended on June 30, 2024,
Pollarix received in cash the amount of USD 9,683 (BRL 50,497) from the outstanding amount of the dividend’s distribution.
2 | Information by business segment |
Segment performance is assessed based on
Adjusted EBITDA, since net financial results, comprising financial income and expenses and other financial items, and income tax are managed
at the corporate level and are not allocated to operating segments.
The Company defines Adjusted EBITDA as
follows: net income (loss) for the year/period, adjusted by (i) share in the results of associates, depreciation and amortization, net
financial results and income tax; (ii) addition of cash dividends received from associates; (iii) non-cash events and non-cash gains or
losses that do not specifically reflect its operational performance for the specific period, such as: gain (loss) on sale of investments;
impairment and impairment reversals; gain (loss) on sale of long-lived assets; write-offs of long-lived assets; remeasurement in estimates
of asset retirement obligations; and other restoration obligations; and (iii) pre-operating and ramp-up expenses incurred during the commissioning
and ramp-up phases of greenfield projects. In addition, management may adjust the effect of certain types of transactions that in its
judgments are (i) events that are non-recurring, unusual or infrequent, and (ii) other specific events that, by their nature and scope,
do not reflect Nexa’s operational performance for the year/period.
The adjusted EBITDA is derived from
internal information prepared in accordance with the International Financial Reporting Standards (“IFRS Accounting Standards”)
and based on accounting measurements and management reclassifications between income statement lines items, which are reconciled to the
consolidated financial statements in the column “Adjustments”, as shown in the tables below. These adjustments include reclassifications
of certain overhead costs and revenues from “Other income and expenses, net” to “Net Revenues, Cost of sales
and/or Selling”, “general and administrative expenses”.
The Company uses customary market terms
for intersegment sales. The Company’s corporate headquarters expenses are allocated to the operating segments to the extent they
are included in the measures of performance used by the Chief operating decision maker (CODM).
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
The presentation of segments results and reconciliation
to income before income tax in the consolidated income statement is as follows:
|
|
|
Three-month period |
|
|
|
|
June 30, 2024 |
|
Mining |
Smelting |
Intersegment sales |
Adjustments |
Consolidated |
Net revenues |
377,344 |
507,647 |
(155,965) |
7,279 |
736,305 |
Cost of sales |
(257,259) |
(450,215) |
155,965 |
(5,549) |
(557,058) |
Gross profit |
120,085 |
57,432 |
- |
1,730 |
179,247 |
|
|
|
|
|
|
Selling, general and administrative |
(15,986) |
(14,298) |
- |
35 |
(30,249) |
Mineral exploration and project evaluation |
(16,094) |
(1,929) |
- |
54 |
(17,969) |
Impairment loss of long-lived assets |
(60,210) |
- |
- |
- |
(60,210) |
Other income and expenses, net |
(54,560) |
3,812 |
- |
(1,115) |
(51,863) |
Operating (loss) income |
(26,765) |
45,017 |
- |
704 |
18,956 |
|
|
|
|
|
|
Depreciation and amortization |
50,977 |
18,282 |
- |
606 |
69,865 |
Miscellaneous adjustments |
107,834 |
3,815 |
- |
- |
111,649 |
Adjusted
EBITDA |
132,046
|
67,114
|
- |
1,310 |
200,470
|
Changes in fair value of offtake agreement - note 10 (e) /(i) |
(17,230) |
Impairment loss of long-lived assets - note 18 |
(60,210) |
Aripuanã ramp-up impacts (ii) |
(11,339) |
Loss on sale and write-off of property, plant and equipment |
(14) |
Change in estimates of asset retirement obligations – note 16 (a) |
(14,752) |
Energy forward contracts - note 10(d)/ (iii) |
3,792 |
Other restoration obligations (iv) |
227 |
Divestment and restructuring (v) |
|
|
|
(2,440) |
Dividends received from associate – note 1 (c)/ (vi) |
|
|
(9,683) |
Miscellaneous adjustments |
(111,649) |
Depreciation and amortization |
(69,865) |
Share in Result of associate |
5,342 |
Net financial results |
(116,578) |
Loss before income tax |
|
|
|
|
(92,280) |
|
|
|
Three-month period ended |
|
|
|
|
|
June 30, 2023 |
|
Mining |
Smelting |
Intersegment sales |
Adjustments |
Consolidated |
Net revenues |
268,239 |
465,094 |
(108,541) |
1,912 |
626,704 |
Cost of sales |
(255,630) |
(415,116) |
108,541 |
(2,819) |
(565,024) |
Gross profit |
12,609 |
49,978 |
- |
(907) |
61,680 |
|
|
|
|
|
|
Selling, general and administrative |
(14,281) |
(15,659) |
- |
(2,681) |
(32,621) |
Mineral exploration and project evaluation |
(19,084) |
(2,177) |
- |
- |
(21,261) |
Impairment loss of long-lived assets |
(57,187) |
- |
- |
- |
(57,187) |
Other income and expenses, net |
(37,914) |
(32,576) |
- |
4,413 |
(66,077) |
Operating (loss) income |
(115,857) |
(434) |
- |
825 |
(115,466) |
|
|
|
|
|
|
Depreciation and amortization |
52,813 |
18,820 |
- |
112 |
71,745 |
Miscellaneous adjustments |
82,995 |
32,245 |
- |
- |
115,240 |
Adjusted EBITDA |
19,951 |
50,631 |
- |
937 |
71,519 |
Changes in fair value of offtake agreement (i) |
|
|
13,403 |
Impairment loss of long-lived assets |
|
|
|
|
(57,187) |
Aripuanã ramp-up impacts (ii) |
|
|
|
|
3,819 |
Loss on sale of long-lived assets |
|
|
|
|
(1,023) |
Change in estimates of asset retirement obligations |
|
|
(1,378) |
Energy forward contracts (iii) |
|
|
|
|
(9,701) |
Tax voluntary disclosure – VAT discussions |
|
|
(63,173) |
Miscellaneous adjustments |
|
|
|
|
(115,240) |
Depreciation and amortization |
|
|
|
|
(71,745) |
Share in result of associate |
|
|
|
|
5,652 |
Net financial results |
|
|
|
|
(26,514) |
Loss before income tax |
|
|
|
|
(136,328) |
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
|
|
|
Six-month period ended |
|
|
|
|
June 30, 2024 |
|
Mining |
Smelting |
Intersegment sales |
Adjustments |
Consolidated |
Net revenues |
671,278 |
926,003 |
(293,390) |
12,196 |
1,316,087 |
Cost of sales |
(509,613) |
(823,070) |
293,390 |
(10,958) |
(1,050,251) |
Gross profit |
161,665 |
102,933 |
- |
1,238 |
265,836 |
|
|
|
|
|
|
Selling, general and administrative |
(33,216) |
(29,639) |
- |
(1,028) |
(63,883) |
Mineral exploration and project evaluation |
(27,881) |
(2,940) |
- |
54 |
(30,767) |
Impairment loss of long-lived assets |
(42,991) |
- |
- |
- |
(42,991) |
Other income and expenses, net |
(67,164) |
6,543 |
- |
(250) |
(60,871) |
Operating (loss) income |
(9,587) |
76,897 |
- |
14 |
67,324 |
|
|
|
|
|
|
Depreciation and amortization |
104,222 |
37,151 |
- |
1,059 |
142,432 |
Miscellaneous adjustments |
111,085 |
2,227 |
- |
- |
113,312 |
Adjusted EBITDA |
205,720 |
116,275 |
- |
1,073 |
323,068 |
Changes in fair value of offtake agreement - note 10 (e) /(i) |
|
(19,043) |
Impairment reversal of long-lived assets - note 18 |
|
(42,991) |
Impairment of other assets |
|
|
|
|
(307) |
Aripuanã ramp-up impacts (ii) |
|
|
|
(25,158) |
Loss on sale and write-off of property, plant and equipment |
|
|
(203) |
Change in estimates of asset retirement obligations – note 16 (a) |
|
(17,377) |
Energy forward contracts - note 10(d)/ (iii) |
|
|
|
8,191 |
Other restoration obligations (iv) |
|
|
|
(1,127) |
Divestment and restructuring (v) |
|
|
|
(5,614) |
Dividends received from associate - note 1 (c)/ (vi) |
|
|
|
(9,683) |
Miscellaneous adjustments |
|
|
|
(113,312) |
Depreciation and amortization |
|
|
|
(142,432) |
Share in Result of associate |
|
|
|
|
11,057 |
Net financial results |
|
|
|
|
(182,565) |
Loss before income tax |
|
|
|
|
(104,184) |
|
|
|
Six-month period ended |
|
|
|
|
|
June 30, 2023 |
|
Mining |
Smelting |
Intersegment sales |
Adjustments |
Consolidated |
Net revenues |
535,958 |
1,008,435 |
(246,662) |
(3,709) |
1,294,022 |
Cost of sales |
(499,092) |
(883,656) |
246,662 |
3,249 |
(1,132,837) |
Gross profit |
36,866 |
124,779 |
- |
(460) |
161,185 |
|
|
|
|
|
|
Selling, general and administrative |
(29,041) |
(30,793) |
- |
(1,267) |
(61,101) |
Mineral exploration and project evaluation |
(38,940) |
(4,349) |
- |
- |
(43,289) |
Impairment loss of long-lived assets |
(57,187) |
- |
- |
- |
(57,187) |
Other income and expenses, net |
(56,417) |
(19,686) |
- |
4,555 |
(71,548) |
Operating (loss) income |
(144,719) |
69,951 |
- |
2,828 |
(71,940) |
|
|
|
|
|
|
Depreciation and amortization |
105,475 |
37,512 |
- |
438 |
143,425 |
Miscellaneous adjustments |
100,704 |
32,330 |
- |
- |
133,034 |
Adjusted EBITDA |
61,460 |
139,793 |
- |
3,266 |
204,519 |
Changes in fair value of offtake agreement - note 10 (e) /(i) |
|
|
15 |
Impairment loss of long-lived assets |
|
|
|
|
(57,187) |
Aripuanã ramp-up impacts (ii) |
|
|
|
|
(1,837) |
Loss on sale of property, plant and equipment |
|
|
(1,287) |
Change in estimates of asset retirement obligations |
|
|
137 |
Energy forward contracts (iii) |
|
|
|
|
(9,701) |
Tax voluntary disclosure – VAT discussions |
|
|
(63,174) |
Miscellaneous adjustments |
|
|
|
|
(133,034) |
|
|
|
|
|
|
Depreciation and amortization |
|
|
|
|
(143,425) |
Share in result of associate |
|
|
|
|
11,075 |
Net financial results |
|
|
|
|
(65,739) |
Loss before income tax |
|
|
|
|
(126,604) |
bookmark
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
(i) This amount represents the change in
the fair value of the offtake agreement described in note 10, which is being measured at Fair value through profit or loss (“FVTPL”).
This change in the fair value is a non-cash item and has not been considered in the Company’s Adjusted EBITDA calculation.
(ii) Excludes the impact of commissioning,
pre-operating, and ramp-up expenses of greenfield projects. For the six-month period ended on June 30, 2024, this corresponds to the effects
of idle capacity costs of Aripuanã of USD 25,499 and excludes the net reversal of the net realizable value provision of Aripuanã’s
inventory of USD 341 (excluding the depreciation portion). Aripuanã completed its ramp-up phase at the end of the second quarter
of 2024.
(iii) The fair value adjustment of the
energy surplus resulting from electric energy purchase contracts of NEXA’s subsidiary, Pollarix, as disclosed in note 10(d). This
change in the fair value is a non-cash item and has not been considered in the Company’s Adjusted EBITDA calculation.
(iv) Change of provision related to estimated
costs of anticipated additional obligations in relation to certain inactive industrial waste containment structures in Brazil that have
been closed for more than 20 years and that do not contain mining tailings, water or liquid waste as disclosed in note 16 (a). As such,
they have not contributed to Nexa’s operational performance.
(v) Refers to effects of obligations of
restructuring and divestment related to assets held for sale, as mentioned in note 6. These amounts are excluded from Adjusted EBITDA
calculation, as they do not specifically reflect Nexa’s operational performance.
(vi) refers to dividends received from
associate company Campos Novos Energia S.A – Enercan, an entity focused on energy generation. As the purpose of Nexa’s investment
in Enercan is to secure long-term energy supply for its operations in Brazil, the chief operating decision maker (CODM) considers Nexa’s
energy costs for a given period together with dividends received from Enercan during such period. Nexa recognized its share of the assets,
liabilities, revenues and expenses for its interest in Enercan until November 2022, when it ceased to be a jointly controlled operation.
Beginning in 2024, Nexa includes these dividends in its Adjusted EBITDA, as the CODM considers them jointly with Nexa’s energy costs.
Numbers for three/six-months ended June 30, 2023, do not include dividends received from Enercan because it referred to the period during
which Enercan was recognized as a jointly controlled operation in Nexa’s results. Without the adjustment, the Adjusted EBITDA (i)
for the three months ended June 30, 2024, would have been USD 128,961 and USD 60,516 for mining and smelting segments, respectively, and
(ii) for the six months ended June 30, 2024, would have been USD 202,635 and USD 109,677 for mining and smelting segments, respectively.
3 | Basis of preparation of the condensed consolidated interim financial statements |
These condensed consolidated interim financial
statements as at and for the three and six-month periods ended on June 30, 2024, have been prepared in accordance with the International
Accounting Standard 34 Interim Financial Reporting (“IAS 34”) using the accounting principles consistent with the IFRS Accounting
Standards and Interpretations, as issued by the International Accounting Standards Board (“IASB”).
The Company made a voluntary election to
present, as supplementary information, the condensed consolidated interim statement of cash flows for the three-month periods ended on
June 30, 2024, and 2023. The Company is also presenting a condensed consolidated interim statement of changes in shareholders’ equity
for the three-month period ended on June 30, 2024, and 2023 in accordance with SEC Final Rule Release No. 33-10532, Disclosure Update
and Simplification.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
These condensed consolidated interim financial
statements do not include all disclosures required by the IFRS Accounting Standards for annual consolidated financial statements and accordingly,
should be read in conjunction with the Company’s audited consolidated financial statements for the year ended on December 31, 2023,
prepared in accordance with the IFRS Accounting Standards as issued by the IASB.
These condensed consolidated interim financial
statements have been prepared on the basis of, and using the accounting policies, methods of computation and presentation consistent with
those applied and disclosed in the Company’s audited consolidated financial statements for the year ended on December 31, 2023.
The Company has not early adopted any new
standard, interpretation or amendment that has been issued but is not yet effective.
The preparation of these condensed consolidated
interim financial statements in accordance with IAS 34 requires the use of certain critical accounting estimates and assumptions that
affect the reported amounts of assets, liabilities, revenues, and expenses for the period end. Such estimates and assumptions mainly affect
the carrying amounts of the Company’s goodwill, contractual obligations, non-current assets, indefinite-lived intangible assets,
inventory, deferred income taxes, and the allowance for doubtful accounts. These critical accounting estimates and assumptions represent
approximations that are uncertain and changes in those estimates and assumptions could materially impact the Company’s condensed
consolidated interim financial statements.
The critical judgments, estimates and assumptions
in the application of accounting principles during the three and six-month periods ended on June 30, 2024, are the same as those disclosed
in the Company’s audited consolidated financial statements for the year ended on December 31, 2023.
These condensed consolidated interim financial
statements for the three and six-month periods ended on June 30, 2024, were approved on August 1, 2024, to be issued in accordance with
a resolution of the Board of Directors.
bookmark
|
Three-month
period
ended |
|
Six-month
period
ended |
|
2024 |
2023 |
|
2024 |
2023 |
Gross
billing |
803,376
|
698,136
|
|
1,437,853
|
1,431,315
|
Billing
from products (i) |
778,336
|
672,259
|
|
1,387,555
|
1,374,261
|
Billing
from freight, contracting insurance services and others |
25,040
|
25,877
|
|
50,298
|
57,054
|
Taxes
on sales |
(66,655) |
(70,870) |
|
(120,722) |
(136,335) |
Return
of products sales |
(416) |
(562) |
|
(1,044) |
(958) |
Net
revenues |
736,305
|
626,704
|
|
1,316,087
|
1,294,022
|
(i) Billing from products increased in the
three-month period ended on June 30, 2024, compared to the same period in 2023 mainly due to higher metal prices partially offset by lower
volume. The increase in the six-month period ended on June 30, 2024, is mainly because of the higher volume sold partially offset by lower
zinc metal prices.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
|
|
Three-month period ended |
|
|
|
|
June 30, 2024 |
|
Cost of sales (i) |
Selling, general and administrative |
Mineral exploration and project evaluation |
Total |
Raw materials and consumables used (ii) |
(296,883) |
- |
- |
(296,883) |
Third-party services |
(131,646) |
(10,154) |
(12,604) |
(154,404) |
Depreciation and amortization |
(69,063) |
(781) |
(21) |
(69,865) |
Employee benefit expenses |
(52,889) |
(14,657) |
(2,419) |
(69,965) |
Other expenses |
(6,577) |
(4,657) |
(2,925) |
(14,159) |
|
(557,058) |
(30,249) |
(17,969) |
(605,276) |
|
|
|
Three-month period ended |
|
|
|
|
June 30, 2023 |
|
Cost of sales |
Selling, general and administrative |
Mineral exploration and project evaluation |
Total |
Raw materials and consumables used |
(309,440) |
- |
- |
(309,440) |
Third-party services |
(128,861) |
(13,046) |
(14,298) |
(156,205) |
Depreciation and amortization |
(71,072) |
(669) |
(4) |
(71,745) |
Employee benefit expenses |
(49,037) |
(12,362) |
(2,924) |
(64,323) |
Other expenses |
(6,614) |
(6,544) |
(4,035) |
(17,193) |
|
(565,024) |
(32,621) |
(21,261) |
(618,906) |
|
|
|
Six-month period ended |
|
|
|
|
June 30, 2024 |
|
Cost
of sales (i) |
Selling, general and administrative |
Mineral exploration and project evaluation |
Total |
Raw materials and consumables used (ii) |
(532,970) |
- |
- |
(532,970) |
Third-party services |
(257,360) |
(21,712) |
(20,598) |
(299,670) |
Depreciation and amortization |
(141,019) |
(1,370) |
(43) |
(142,432) |
Employee benefit expenses |
(105,571) |
(31,870) |
(5,220) |
(142,661) |
Other expenses |
(13,331) |
(8,931) |
(4,906) |
(27,168) |
|
(1,050,251) |
(63,883) |
(30,767) |
(1,144,901) |
|
|
|
Six-month period ended |
|
|
|
|
June 30, 2023 |
|
Cost of sales |
Selling, general and administrative |
Mineral exploration and project evaluation |
Total |
Raw materials and consumables used |
(627,288) |
- |
- |
(627,288) |
Third-party services |
(253,201) |
(21,853) |
(30,597) |
(305,651) |
Depreciation and amortization |
(142,042) |
(1,373) |
(10) |
(143,425) |
Employee benefit expenses |
(98,928) |
(25,619) |
(6,164) |
(130,711) |
Other expenses |
(11,378) |
(12,256) |
(6,518) |
(30,152) |
|
(1,132,837) |
(61,101) |
(43,289) |
(1,237,227) |
(i) During the first semester of 2024, the
Company recognized USD 3,661 in Cost of sales related to idle capacity cost in El Porvenir due to the suspension of the mine for ten days
(USD 7,218 as of June 30, 2023) and USD 34,591 including depreciation of USD 9,092 (USD 39,488 including depreciation of USD 11,843 as
of June 30, 2023) related to the idleness of the Aripuanã mine and plant capacity incurred during the ramp-up phase.
(ii) Raw materials and consumables used
decreased in the six-month period ended on June 30, 2024, due to a decrease in the price of zinc concentrates acquired from third parties
and used in the Company’s smelting segment. The decrease in the three-month period ended on June 30, 2024, is mainly due to a decrease
in the volume sold in the Company’s smelting segment.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
6 | Other income and expenses net |
|
Three-month period ended |
|
Six-month period ended |
|
2024 |
2023 |
|
2024 |
2023 |
ICMS tax incentives (i) |
- |
8,193 |
|
- |
17,228 |
Changes in fair value of offtake agreement - note 10 (e) |
(18,761) |
13,404 |
|
(20,574) |
15 |
Changes in fair value of derivative financial instruments – note 10 (c) |
748 |
(760) |
|
735 |
(1,030) |
Loss on sale and write-off of property, plant and equipment |
(14) |
(1,023) |
|
(203) |
(1,287) |
Changes in asset retirement, restoration and environmental obligations – note 16 (iii) |
(13,797) |
(540) |
|
(18,388) |
(703) |
Slow moving and obsolete inventory |
(10,543) |
(2,837) |
|
(7,122) |
(334) |
Provision for legal claims |
(982) |
(6,575) |
|
(4,728) |
(11,333) |
Contribution to communities |
(4,159) |
(2,899) |
|
(5,713) |
(3,263) |
Tax voluntary disclosure – VAT discussions |
- |
(63,174) |
|
- |
(63,174) |
Changes in fair value of energy forward contracts –
note 10 (d) |
3,792 |
(9,701) |
|
8,191 |
(9,701) |
Divestment and restructuring (ii) |
(2,440) |
- |
|
(5,614) |
- |
Others |
(5,707) |
(166) |
|
(7,455) |
2,033 |
|
(51,863) |
(66,077) |
|
(60,871) |
(71,548) |
(i) In December 2021, the Company adhered
to a Brazilian Law which states that government grants of the “Imposto sobre circulação de mercadorias e serviços”
(“ICMS”) tax incentives are considered investment subsidies and should be excluded from taxable income for the purpose of
calculating the Corporate Income Tax (“IRPJ”) and the Social Contribution on Net Income tax (“CSLL”).
On December 29, 2023, a new law No. 14,789/2023
was published, revoking the treatment for purposes of IRPJ and CSLL of subsidies for investments by creating a new tax credit mechanism.
The new rule also provides a limited concept of subsidy of investments only covering VAT benefits aimed to implement or expand an economic
enterprise.
This new regulation came into effect in
2024, and the Company assessed that, for now, it should not continue to exclude the ICMS tax incentives from the IRPJ/CSLL basis.
(ii) Refers to estimated obligations related
to restructuring expenses. The plan was disclosed to its employees and other stakeholders, regarding the sales agreement and assets held
for sale mentioned in notes 1 (b) and 12. This amount was accounted for as “Other Current Liabilities”.
(iii) The change in the three-month period of
2024, refers mainly to an addition of asset retirement obligation related to non-operational structures in the Peruvian subsidiary.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
Three-month period ended |
|
Six-month period ended |
|
2024 |
2023 |
|
2024 |
2023 |
Financial income |
|
|
|
|
|
Interest income on financial investments and
cash equivalents |
3,316 |
3,135 |
|
5,105 |
6,165 |
Interest on tax credits |
86 |
115 |
|
181 |
195 |
Other financial income |
3,373 |
3,450 |
|
6,502 |
5,957 |
|
6,775 |
6,700 |
|
11,788 |
12,317 |
|
|
|
|
|
|
Financial expenses |
|
|
|
|
|
Interest on loans and financings |
(33,866) |
(29,920) |
|
(62,886) |
(59,332) |
Interest accrual on asset retirement and environmental
obligations – note 16 |
(6,891) |
(6,628) |
|
(13,609) |
(12,882) |
Interest on other liabilities |
(2,602) |
(1,303) |
|
(6,822) |
(3,746) |
Interest on contractual obligations |
(912) |
(1,037) |
|
(1,889) |
(2,141) |
Interest on lease liabilities |
(196) |
(51) |
|
(371) |
(166) |
Interest on VAT discussions |
(735) |
(7,468) |
|
(735) |
(7,468) |
Interest on factoring operations and confirming payables |
(3,827) |
(4,290) |
|
(7,543) |
(7,871) |
Bonds repurchase expenses - note 15 (c) |
(7,069) |
- |
|
(7,069) |
- |
Other financial expenses |
(4,521) |
(8,666) |
|
(8,653) |
(12,172) |
|
(60,619) |
(59,363) |
|
(109,577) |
(105,778) |
|
|
|
|
|
|
Other financial items, net |
|
|
|
|
|
Changes in fair value of loans and financings – note 15 (d) |
(271) |
(277) |
|
(3,575) |
(215) |
Debt modification gain - note 15 (d) |
- |
- |
|
3,142 |
- |
Changes in fair value of derivative financial instruments
–
note 10 (c) |
1,303 |
(386) |
|
1,325 |
(212) |
Foreign exchange gains (losses) (i) |
(63,766) |
26,812 |
|
(85,668) |
28,149 |
|
(62,734) |
26,149 |
|
(84,776) |
27,722 |
|
|
|
|
|
|
Net financial results |
(116,578) |
(26,514) |
|
(182,565) |
(65,739) |
bookmark
(i) The amounts for the six-month period
ended in 2024, are mainly due to exchange variation on the outstanding USD accounts receivables and accounts payables of Nexa BR with
Nexa, intercompany loan of Nexa BR with its related parties, for which the exchange variation is not eliminated in the consolidation process,
and loans in foreign currency. These transactions were impacted by the volatility of the Brazilian Real (“BRL”), which depreciated
against the USD during 2024 (appreciated during 2023).
8 | Current and deferred income tax |
(a) | Reconciliation of income tax expense |
|
Three-month period ended |
|
Six-month period ended |
|
2024 |
2023 |
|
2024 |
2023 |
Loss before income tax (i) |
(92,280) |
(136,328) |
|
(104,184) |
(126,604) |
Statutory income tax rate |
24.94% |
24.94% |
|
24.94% |
24.94% |
|
|
|
|
|
|
Income tax benefit at statutory rate |
23,015 |
34,000 |
|
25,983 |
31,575 |
ICMS tax incentives permanent difference |
- |
2,786 |
|
- |
5,858 |
Tax effects of translation of non-monetary
assets/liabilities to functional currency |
(7,222) |
6,457 |
|
(7,715) |
9,864 |
Special mining levy and special mining tax |
(1,504) |
(1,059) |
|
(2,324) |
(2,372) |
Difference in tax rate of subsidiaries outside Luxembourg |
8,005 |
19,525 |
|
10,503 |
18,624 |
Tax voluntary disclosure – VAT Discussions |
- |
(24,018) |
|
- |
(24,018) |
Unrecognized deferred tax on net operating losses |
(11,807) |
(7,534) |
|
(15,094) |
(29,050) |
Other permanent tax differences |
12,521 |
3,387 |
|
12,071 |
(2,071) |
Income tax benefit (expense) |
23,008 |
33,544 |
|
23,424 |
8,410 |
|
|
|
|
|
|
Current |
(22,050) |
(12,044) |
|
(34,010) |
(33,457) |
Deferred |
45,058 |
45,588 |
|
57,434 |
41,867 |
Income tax benefit (expense) |
23,008 |
33,544 |
|
23,424 |
8,410 |
a
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
(i) During the period ended June 30, 2024, the
Company performed an assessment of the group’s potential exposure to Pillar Two income taxes based on the OECD transitional safe
harbor rules. This assessment was performed based on the interim financial information of the constituent entities in the group. As a
result of the assessment performed, the jurisdictions where the Company operates qualify for at least one of the transitional safe harbor
rules, and management is not currently aware of any circumstances under which this might change. Therefore, the Company has not identified
any potential exposure to Pillar Two top-up tax.
In addition, as from January 1, 2024, Law
14.596/2023 came into force introducing new transfer pricing rules in Brazil. These rules aim to align with the international standards
established by the OECD, according to the arm’s length principle, which stipulates that the terms and conditions of a controlled
transaction should be consistent with those that would be established between third parties in comparable transactions. The new rules
are expected to affect only transactions involving Nexa BR, as transactions involving Nexa Peru and Nexa Resources already comply with
international standards established by the OECD.
The Company, with the support of its technical
advisors, is in the process of assessing how the new rules will impact its related party transactions, including commercial, services,
intangible, and finance operations. Therefore, it is not yet possible to determine the potential impact of the new transfer pricing rules
on transactions between its related parties.
(b) | Effects of deferred tax on income statement and other comprehensive income |
Bookmark
|
June 30, 2024 |
June 30, 2023 |
Balance at the beginning of the period |
51,375 |
(32,516) |
Effect on loss for the period |
57,434 |
41,867 |
Effect on other comprehensive (loss) income – Fair value adjustment |
683 |
(809) |
Effect on other comprehensive income – Translation effect included
in
cumulative translation adjustment |
(27,734) |
9,872 |
Classified as assets held for sale – note 12 |
(3,348) |
- |
Uncertain income tax treatments |
(3,546) |
(1,645) |
Others |
(2,035) |
- |
Balance at the end of the period |
72,829 |
16,769 |
(c) | Summary of uncertain tax positions on income tax |
There are discussions and ongoing disputes
with tax authorities related to uncertain tax positions adopted by the Company in the calculation of its income tax, and for which management,
supported by its legal counsel, has concluded that it is more-likely-than-not that its positions will be sustained upon examination. In
such cases, tax provisions are not recognized.
As of June 30, 2024, the main legal proceedings
are related to: (i) the interpretation of the application of Cerro Lindo’s stability agreement; and (ii) litigation of transfer
pricing adjustments over transactions made with related parties. The estimated amount of these contingent liabilities on June 30, 2024,
is USD 487,585, which increased compared to that estimated on December 31, 2023, of USD 478,329, mainly due to Cajamarquilla’ s
new tax assessment of transfer pricing issues and the deductibility of some expenses in the corporate income tax calculation for the 2017.
Regarding Cerro Lindo’s stability
agreement, the Peruvian tax authority (hereinafter SUNAT) issued unfavorable decisions against the Company for the years 2014, 2015, 2016
and 2017, arguing that the stability income tax rate granted by the stability agreement applies only to the income generated from 5,000
tons per day of its production, and not from its entire production capacity expanded over
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
time. The Company has filed appeals against
these decisions. SUNAT is currently auditing 2018 and 2019, while the years 2020 and 2021 (when the term of the stability agreement expired)
remain open. Although SUNAT maintains its position disregarding the stabilized rate and taxing the Company’s total income at the
statutory income tax rate for these years, the Company continues to maintain its position in relation to the applicability of the Cerro
Lindo stability agreement. The Company’s Management, supported by the opinion of its external advisors, continues to conclude that
there are legal grounds to obtain a favorable outcome in these matters related to the tax stability rate discussion, which means that
it is more-likely-than-not that its positions will be sustained upon examination by the legal authorities. However, the Company may have
to pay the disputed amounts under discussion in favor to SUNAT to continue the legal process either in the judicial or international arbitration
levels. Such payments may be made in several installments provided that a guarantee is placed before the courts and may impact the Company’s
results.
The Company’s financial assets and liabilities
are classified as follows:
|
|
|
|
June 30, 2024 |
|
Note |
Amortized cost |
Fair value through profit or loss |
Fair value through other comprehensive income |
Total |
Assets per balance sheet |
|
|
|
|
|
Cash and cash equivalents |
|
461,946 |
- |
- |
461,946 |
Financial investments |
|
12,105 |
- |
- |
12,105 |
Other financial instruments |
10 (a) |
- |
9,490 |
- |
9,490 |
Trade accounts receivables |
|
45,630 |
123,464 |
- |
169,094 |
Investments in equity instruments |
|
- |
- |
5,993 |
5,993 |
Related parties (i) |
|
2 |
- |
- |
2 |
|
|
519,683 |
132,954 |
5,993 |
658,630 |
Liabilities per balance sheet |
|
|
|
|
|
Loans and financings |
15 (a) |
1,761,718 |
92,323 |
- |
1,854,041 |
Lease liabilities |
|
9,680 |
- |
- |
9,680 |
Other financial instruments |
10 (a) |
- |
52,395 |
- |
52,395 |
Trade payables |
|
399,567 |
- |
- |
399,567 |
Confirming payables |
|
223,874 |
- |
- |
223,874 |
Use of public assets (ii) |
|
19,439 |
- |
- |
19,439 |
Related parties (ii) |
|
4,580 |
- |
- |
4,580 |
|
|
2,418,858 |
144,718 |
- |
2,563,576 |
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
|
|
|
December 31, 2023 |
|
Note |
Amortized cost |
Fair value through profit or loss |
Fair value through other comprehensive income |
Total |
Assets per balance sheet |
|
|
|
|
|
Cash and cash equivalents |
|
457,259 |
- |
- |
457,259 |
Financial investments |
|
11,058 |
- |
- |
11,058 |
Other financial instruments |
10 (a) |
- |
7,893 |
- |
7,893 |
Trade accounts receivables |
|
53,328 |
88,582 |
- |
141,910 |
Investments in equity instruments |
|
- |
- |
5,649 |
5,649 |
Related parties (i) |
|
3 |
- |
- |
3 |
|
|
521,648 |
96,475 |
5,649 |
623,772 |
Liabilities per balance sheet |
|
|
|
|
|
Loans and financings |
15 (a) |
1,634,163 |
91,403 |
- |
1,725,566 |
Lease liabilities |
|
9,218 |
- |
- |
9,218 |
Derivative financial instruments |
10 (a) |
- |
46,122 |
- |
46,122 |
Trade payables |
|
451,603 |
- |
- |
451,603 |
Confirming payables |
|
234,385 |
- |
- |
234,385 |
Use of public assets (ii) |
|
22,733 |
- |
- |
22,733 |
Related parties (ii) |
|
3,935 |
- |
- |
3,935 |
|
|
2,356,037 |
137,525 |
- |
2,493,562 |
Bookmark
(i) Classified as “Other assets”
in the consolidated balance sheet.
(ii) Classified as “Other liabilities”
in the consolidated balance sheet.
(b) | Fair value by hierarchy |
Bookmark
|
|
|
June 30, 2024 |
|
Note |
Level 1 |
Level 2 (ii) |
Total |
Assets |
|
|
|
|
Other financial instruments |
10 (a) |
- |
9,490 |
9,490 |
Trade accounts receivables |
|
- |
123,464 |
123,464 |
Investments in equity instruments (i) |
|
5,993 |
- |
5,993 |
|
|
5,993 |
132,954 |
138,947 |
Liabilities |
|
|
|
|
Other financial instruments |
10 (a) |
- |
52,395 |
52,395 |
Loans and financings designated at fair value (ii) |
|
- |
92,323 |
92,323 |
|
|
- |
144,718 |
144,718 |
|
|
|
December
31, 2023 |
|
Note |
Level 1 |
Level 2 |
Total |
Assets |
|
|
|
|
Other financial instruments |
10 (a) |
- |
7,893 |
7,893 |
Trade accounts receivables |
|
- |
88,582 |
88,582 |
Investment in equity instruments (i) |
|
5,649 |
- |
5,649 |
|
|
5,649 |
96,475 |
102,124 |
Liabilities |
|
|
|
|
Other financial instruments |
10 (a) |
- |
46,122 |
46,122 |
Loans and financings designated at fair value (ii) |
|
- |
91,403 |
91,403 |
|
|
- |
137,525 |
137,525 |
(i) To determine the fair value of the
investments in equity instruments, the Company uses the shares’ quotation as of the last day of the reporting period.
(ii) Loans and financings are measured at
amortized cost, except for certain contracts for which the Company has elected the fair value option.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
10 | Other financial instruments |
|
Derivatives financial instruments |
|
Offtake agreement measured at FVTPL |
|
Energy futures contracts at FVTPL |
|
June 30, 2024 |
Current assets |
9,475 |
|
- |
|
- |
|
9,475 |
Non-current assets |
15 |
|
- |
|
- |
|
15 |
Current liabilities |
(7,101) |
|
(6,198) |
|
(2,858) |
|
(16,157) |
Non-current liabilities |
(175) |
|
(32,410) |
|
(3,653) |
|
(36,238) |
Other financial instruments, net |
2,214 |
|
(38,608) |
|
(6,511) |
|
(42,905) |
|
Derivatives financial instruments |
|
Offtake agreement measured at FVTPL |
|
Energy futures contracts at FVTPL |
|
December 31, 2023 |
Current assets |
7,801 |
|
- |
|
- |
|
7,801 |
Non-current assets |
92 |
|
- |
|
- |
|
92 |
Current liabilities |
(10,343) |
|
(2,091) |
|
(6,643) |
|
(19,077) |
Non-current liabilities |
(150) |
|
(17,474) |
|
(9,421) |
|
(27,045) |
Other financial instruments, net |
(2,600) |
|
(19,565) |
|
(16,064) |
|
(38,229) |
(b) | Derivative financial instruments: Fair value by strategy |
bookmark
|
|
June 30, 2024
|
December 31, 2023 |
Strategy |
Per Unit |
Notional |
Fair value |
Notional |
Fair value |
Mismatches of quotational periods |
|
|
|
|
|
Zinc forward |
ton |
247,966 |
382 |
209,951 |
(3,175) |
|
|
|
382 |
|
(3,175) |
Sales of zinc at a fixed price |
|
|
|
|
|
Zinc forward |
ton |
18,736 |
2,194 |
7,233 |
1,026 |
|
|
|
2,194 |
|
1,026 |
Interest rate risk |
|
|
|
|
|
IPCA vs. CDI |
BRL |
100,000 |
(362) |
100,000 |
(451) |
|
|
|
(362) |
|
(451) |
|
|
|
|
|
|
|
|
|
2,214 |
|
(2,600) |
(c) | Derivative financial instruments: Changes in fair value – At the end of each period |
Strategy |
Cost of
sales |
Net revenues |
Other income
and
expenses, net |
Net
financial
results |
Other
comprehensive
income |
Realized
(loss) gain |
Mismatches
of quotational periods |
(19,465) |
15,058 |
735 |
- |
731 |
(6,498) |
Sales of zinc at a fixed price |
- |
2,796 |
- |
- |
- |
1,628 |
Interest rate risk – IPCA vs. CDI |
- |
- |
- |
12 |
- |
(77) |
Interest rate risk – EUR vs. CDI |
- |
- |
- |
1,313 |
- |
1,313 |
June 30, 2024 |
(19,465) |
17,854 |
735 |
1,325 |
731 |
(3,634) |
|
|
|
|
|
|
|
June 30, 2023 |
34,837 |
(16,167) |
(1,030) |
(212) |
909 |
15,994 |
B
(d) | Energy forward contracts |
bookmark
|
|
|
Notional |
Notional |
|
June 30, 2024 |
June 30, 2023 |
June 30, 2024 |
June 30, 2023 |
Balance at the beginning of the period |
(16,064) |
- |
(16,064) |
- |
Changes in fair value |
8,191 |
(9,701) |
- |
- |
Foreign exchanges effects |
1,362 |
(273) |
- |
- |
Energy forward contracts (Megawatts) |
- |
- |
576,091 |
423,418 |
Balance at the end of the period |
(6,511) |
(9,974) |
560,027 |
423,418 |
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
(e) | Offtake agreement measured at FVTPL: Changes in fair value |
bookmark
|
June 30, 2024 |
June 30, 2023 |
Notional
June 30, 2024 |
Notional
June 30, 2023 |
Balance at the beginning of the period |
(19,565) |
(21,833) |
27,562 |
30,810 |
Changes in fair value |
(20,574) |
15 |
- |
- |
Deliveries of copper concentrates (i) |
- |
- |
(2,570) |
(927) |
Price cap realized (ii) |
1,531 |
- |
- |
- |
Balance at the end of the period |
(38,608) |
(21,818) |
24,992 |
29,883 |
(i) On January 25, 2022, the Company signed
an offtake agreement with an Offtaker to sell 100% of the copper concentrate produced by Aripuanã for 5 years. Recent amendments
to the contract include a time extension and provisions for additional deliveries until Nexa fulfills the delivery of the originally agreed-upon
volumes. The transaction price is the lower of current market prices or a price cap, from the most updated schedule of copper concentrates
deliveries. In June 2023, the Company began deliveries of copper concentrates concerning the offtake agreement mentioned above.
(ii) In June 2024, there were sales with
the copper price higher than the price cap, therefore resulting in the reduction of the financial instrument liability for these sales,
and the revenue recognition according to its fair values.
bookmark
|
June 30, 2024 |
December 31, 2023 |
Finished products |
110,345 |
97,396 |
Semi-finished products |
91,654 |
90,220 |
Raw materials (i) |
103,385 |
69,439 |
Auxiliary materials and consumables |
116,192 |
121,126 |
Inventory provisions |
(41,915) |
(38,510) |
|
379,661 |
339,671 |
(i) Raw materials increased in the six-month period ended June 30,
2024, mainly due to higher volumes and prices of zinc concentrates purchased from third parties to supply the Company’s smelting
segment.
12 | Assets and liabilities of disposal group classified as held for sale |
In connection with operational optimization
and assessment of strategic alternatives related to the Morro Agudo CGU (classified within the mining segment operation), on April 5,
2024, Nexa signed a sale and purchase agreement, to sell Morro Agudo and Ambrosia mines (Morro Agudo CGU) without any greenfield project,
for a total purchase price of BRL 80,000 (approximately USD 14,391), plus a price adjustment regarding inventories of limestones that
will comprise the assets sold.
The acquisition includes surface and mining
rights, property, plant and equipment, and inventory related to the Morro Agudo CGU. Additionally, the buyer will be responsible for executing
the future mine closure, which includes decommissioning all tailing storage facilities, and implementing an environmental remediation
plan, if applicable. The closing of this transaction occurred on July 1, following the fulfilment of customary closing conditions, including
the corporate restructuring of the assets comprising the Morro Agudo CGU.
Considering that the entire long-lived
assets related to Morro Agudo CGU were impaired on December 31, 2023, Nexa updated its impairment test based on the consideration to be
received and recognized the impairment reversal in the amount of USD 10,291 on June 30, 2024 (refer to note 18 for further information
on the long-lived assets impairment test).
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
Additionally, the Company has initiated
a structured process to sell a non-operational Peruvian subsidiary, Minera Pampa de Cobre S.A.C. (owner of the Chapi mine asset) and the
greenfield Pukaqaqa. The sales are expected to be concluded within a year.
Considering that the entire mining project
assets related to Pukaqaqa were impaired on December 31, 2022, Nexa updated its impairment test based on the updated fair value and recognized
the impairment reversal in the amount of USD 4,150 on June 30, 2024 (refer to note 18 for further information on the long-lived assets
impairment test).
As a result, the fair value of the assets
and liabilities expected to be transferred in the transaction (disposal group) are presented as held for sale in the balance sheet on
these condensed consolidated interim financial statements.
|
Morro Agudo
CGU |
Minera Pampa de Cobre S.A.C |
Pukaqaqa
project |
June 30, 2024 |
|
December 31, 2023 |
Assets |
|
|
|
|
|
|
Financial investments |
509 |
- |
- |
509 |
|
- |
Trade accounts receivables |
8 |
- |
- |
8 |
|
- |
Inventory |
4,695 |
- |
- |
4,695 |
|
- |
Deferred income tax |
3,029 |
- |
- |
3,029 |
|
- |
Other assets |
3,605 |
3,819 |
- |
7,424 |
|
- |
Property, plant and equipment |
8,728 |
- |
4,150 |
12,878 |
|
- |
Total assets - Held for sale |
20,574 |
3,819 |
4,150 |
28,543 |
|
- |
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Asset retirement obligations |
(14,206) |
(22,643) |
- |
(36,849) |
|
- |
Environmental obligations |
(164) |
- |
- |
(164) |
|
- |
Other liabilities |
(2) |
(55) |
- |
(57) |
|
- |
Total liabilities - Held for sale |
(14,372) |
(22,698) |
- |
(37,070) |
|
- |
Net assets and (liabilities) – Held for sale |
6,202 |
(18,879) |
4,150 |
(8,527) |
|
- |
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
13 | Property, plant and equipment |
(a) | Changes in the six months ended on June 30 |
|
|
|
|
|
|
|
|
June
30, 2024 |
June
30, 2023 |
|
|
Dam and buildings |
Machinery, equipment, and facilities |
Assets and projects under construction |
Asset retirement obligations |
Mining projects (i) |
Other |
Total |
Total |
|
Balance at the beginning of the period |
|
|
|
|
|
|
|
|
|
Cost |
1,710,083 |
2,896,565 |
512,925 |
219,449 |
215,913 |
44,601 |
5,599,536 |
5,135,969 |
|
Accumulated depreciation and impairment |
(795,717) |
(2,048,145) |
(67,485) |
(139,088) |
(94,153) |
(16,334) |
(3,160,922) |
(2,840,694) |
|
Balance at the beginning of the period |
914,366 |
848,420 |
445,440 |
80,361 |
121,760 |
28,267 |
2,438,614 |
2,295,275 |
|
Additions |
- |
537 |
137,908 |
1,043 |
- |
2 |
139,490 |
116,505 |
|
Disposals and write-offs |
(13) |
(195) |
(55) |
- |
- |
(52) |
(315) |
(1,355) |
|
Depreciation |
(48,454) |
(58,114) |
- |
(2,764) |
(405) |
(723) |
(110,460) |
(106,689) |
|
Impairment (loss) reversal of long-lived assets – note 18 |
3,329 |
4,729 |
1,274 |
1,495 |
(54,285) |
467 |
(42,991) |
(57,160) |
|
Classified as assets held for sale – note 12 |
(2,990) |
(4,265) |
(290) |
(1,377) |
(4,150) |
(381) |
(13,453) |
- |
|
Foreign exchange effects |
(96,095) |
(78,753) |
(22,369) |
(8,968) |
(1,845) |
(2,595) |
(210,625) |
123,745 |
|
Transfers |
95,197 |
34,059 |
(130,504) |
- |
- |
207 |
(1,041) |
(582) |
|
Remeasurement |
- |
- |
- |
(3,644) |
- |
- |
(3,644) |
1,227 |
|
Balance at the end of the period |
865,340 |
746,418 |
431,404 |
66,146 |
61,075 |
25,192 |
2,195,575 |
2,370,966 |
|
Cost |
1,638,799 |
2,761,507 |
491,919 |
192,960 |
163,807 |
37,979 |
5,286,971 |
5,415,725 |
|
Accumulated depreciation and impairment |
(773,459) |
(2,015,089) |
(60,515) |
(126,814) |
(102,732) |
(12,787) |
(3,091,396) |
(3,044,759) |
|
Balance at the end of the period |
865,340 |
746,418 |
431,404 |
66,146 |
61,075 |
25,192 |
2,195,575 |
2,370,966 |
|
|
|
|
|
|
|
|
|
|
|
Average annual depreciation rates % |
4 |
9 |
- |
UoP |
UoP |
|
|
|
(i) Only the amounts of the operating unit
Atacocha are being depreciated under the UoP method.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
(a) | Changes in the six months ended on June 30 |
|
|
|
|
June 30, 2024 |
June 30, 2023 |
|
Goodwill |
Rights to
use natural
resources |
Other |
Total |
Total |
Balance
at the beginning of the period |
|
|
|
|
|
Cost |
630,787 |
1,859,147 |
53,865 |
2,543,799 |
2,532,169 |
Accumulated amortization and impairment |
(323,675) |
(1,279,596) |
(31,249) |
(1,634,520) |
(1,515,242) |
Balance at the beginning of the period |
307,112 |
579,551 |
22,616 |
909,279 |
1,016,927 |
Additions |
86 |
- |
3,346 |
3,432 |
85 |
Disposals and write-offs |
- |
- |
- |
- |
(297) |
Amortization |
- |
(27,093) |
(1,550) |
(28,643) |
(35,632) |
Impairment loss of long-lived assets – note 18 |
- |
- |
- |
- |
(27) |
Foreign exchange effects |
(1,062) |
(9,341) |
(2,886) |
(13,289) |
5,853 |
Transfers |
- |
- |
1,041 |
1,041 |
697 |
Balance at the end of the period |
306,136 |
543,117 |
22,567 |
871,820 |
987,606 |
Cost |
318,044 |
1,848,625 |
51,843 |
2,218,512 |
2,540,964 |
Accumulated amortization and impairment |
(11,908) |
(1,305,508) |
(29,276) |
(1,346,692) |
(1,553,358) |
Balance at the end of the period |
306,136 |
543,117 |
22,567 |
871,820 |
987,606 |
|
|
|
|
|
|
Average annual depreciation rates % |
- |
UoP |
- |
|
|
bookmark
|
|
|
|
|
Total |
|
Fair value |
|
|
|
|
June 30, 2024 |
December 31,2023 |
June 30, 2024 |
December 31,2023 |
Type |
Average interest rate |
Current |
Non-current |
Total |
Total |
Total |
Total |
Eurobonds – USD |
Pre-USD 6.43% |
20,124 |
1,209,451 |
1,229,575 |
1,212,554 |
1,238,230 |
1,207,918 |
BNDES |
TJLP + 2.82%
SELIC + 3.10%
TLP - IPCA + 5.84% |
24,899 |
182,827 |
207,726 |
208,947 |
192,202 |
187,796 |
Export credit notes |
CDI 134.20%
SOFR TERM + 2.50%
SOFR + 2.40% |
49,930 |
181,564 |
231,494 |
237,862 |
233,462 |
237,791 |
Debentures |
CDI+ 1,50% |
3,111 |
116,059 |
119,170 |
- |
115,385 |
- |
Other |
|
2,825 |
63,251 |
66,076 |
66,203 |
61,696 |
64,497 |
|
|
100,889 |
1,753,152 |
1,854,041 |
1,725,566 |
1,840,975 |
1,698,002 |
Current portion of long-term loans and financings (principal) |
66,836 |
|
|
|
Interest on loans and financings |
34,053 |
|
|
|
|
|
|
|
|
|
|
|
(b) | Loans and financing transactions during the six-month period ended June 30, 2024 |
In March 2024, Nexa Recursos Minerais (Nexa
BR) entered into a Note agreement in the total principal amount of EUR 27,917 (approximately USD 30,244) at an annual gross interest rate
of 5.6% p.a., maturing in June 2024. Additionally, a global derivative contract was established to swap the currency fluctuation of the
euro to hedge this loan operation, with a notional value of EUR 27,917, maturing on June 3, 2024, and a coverage percentage of 100% at
a cost of CDI (Interbank Certificate of Deposit) + 0.90%. Both contracts were classified as fair value through profit or loss. On June
3, 2024, the Note Agreement was settled in cash, with a total payment of USD 30,683 (EUR 28,234), comprised of USD 30,244 of principal
and USD 360 of interest expenses, including USD 79 of exchange variation.
On April 2, 2024, Nexa BR concluded a debenture issuance
in the amount of BRL 650,000 (approximately USD 130,099), with an annual interest rate of CDI plus 1.50% p.a., for a 6-year term with
semi-annual payments. The debenture was issued under the "Private Instrument of Indenture of the 1st (First) Issuance of Simple
Debentures” and submitted for registration with the Brazilian Securities Commission ("CVM") under the automatic distribution
registration procedure, pursuant to CVM Resolution 160. The Debenture is characterized as “ESG-linked debentures”, as the
Company will have an option of redemption or amortization premium in case it meets certain agreed upon ESG goals.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
Early redemption of the full notes or anticipated
amortization options will be available from April 1, 2026, subject to an annually decreasing payment of a premium. This premium could
be reduced if Nexa meets the annual 2025-2028 greenhouse gas emission reduction targets outlined in Nexa’s ESG goals framework.
On April 9, 2024, the Company concluded
a bond offering in the amount of USD 600,000, for a period of 10 years, at an interest rate of 6.75% per year, and used the proceeds to
repurchase part of its 2027 and 2028 notes in a concurrent tender offer.
On June 12, 2024, Nexa BR drew from BNDES
(Brazilian national bank for economic and social development) an ESG credit line linked to the continuous improvement of the Company's
environmental and social indicators, in the amount of BRL 200,000 (approximately USD 40,030), maturing in March 2032. The amortization
will occur in 72 consecutive installments after a 2-year grace period provided in the contract, at an annual cost of IPCA plus 5.41% p.a.,
and a spread rate of 1.84%. After the 2-year grace period, the spread rate of 1.84% can be reduced to 1.44% if ESG goals are met, otherwise,
the rate is increased to 2.84%.
On April 10, 2024, the Company repurchased
USD 484,504 of its 2027 Notes, or 69.2% of the total outstanding principal amount. In connection with the 2027 tender, the Company paid
USD 11,285 in accrued interest, with a total disbursement of USD 495,789. Additionally, related to this transaction, the Company amortized
the proportional portion of debt issue costs in the amount of USD 2,605.
On April 15, 2024, concluding the Tender
Offer, the Company repurchased a portion of its 2028 Notes, in the amount of USD 99,499, or 19.9% of the total outstanding principal amount.
Along with this repurchase, the Company paid USD 1,563 in accrued interest and a premium of USD 1,989, totaling a disbursement of USD
103,051. Furthermore, on the transaction date, the Company also amortized the proportional portion of debt issue costs in the amount of
USD 743.
For the six-month period ended June 2023,
Nexa had a total expense of USD 7,069 regarding bond repurchases (including USD 1,732 in agent fees). Following these transactions, the
remaining outstanding principal amounts are USD 215,496 for the 2027 Notes and USD 400,501 for the 2028 Notes.
(d) | Changes in the six months ended on June 30 |
bookmark
|
June 30, 2024 |
|
June 30, 2023 |
Balance at the beginning of the period |
1,725,566 |
|
1,669,259 |
New loans and financings- note 1 (a) |
798,147 |
|
- |
Debt issue costs |
(7,553) |
|
- |
Interest accrual |
63,103 |
|
58,139 |
Amortization of debt issue costs |
4,655 |
|
1,172 |
Changes in fair value of loans and financings - note 7 |
3,575 |
|
215 |
Changes in fair value of financing liabilities related
to changes in the Company's own credit risk |
1,457 |
|
(70) |
Debt modification gain - note 15 (f) |
(3,142) |
|
- |
Payments of loans and financings |
(628,068) |
|
(12,829) |
Foreign exchange effects |
(47,077) |
|
24,013 |
Interest paid on loans and financings |
(56,622) |
|
(59,048) |
Balance at the end of the period |
1,854,041 |
|
1,680,851 |
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
|
|
|
|
|
|
June 30, 2024 |
|
2024 |
2025 |
2026 |
2027 |
2028 |
As from
2029 |
Total |
Eurobonds – USD (i) |
21,385 |
(2,539) |
(2,609) |
216,328 |
399,896 |
597,114 |
1,229,575 |
BNDES |
13,059 |
23,648 |
25,416 |
18,622 |
18,622 |
108,359 |
207,726 |
Export credit notes |
4,471 |
45,293 |
(356) |
89,626 |
(384) |
92,844 |
231,494 |
Debentures |
3,203 |
(183) |
(183) |
(183) |
(183) |
116,699 |
119,170 |
Other |
2,218 |
1,214 |
2,107 |
2,107 |
52,107 |
6,323 |
66,076 |
|
44,336 |
67,433 |
24,375 |
326,500 |
470,058 |
921,339 |
1,854,041 |
(i) The negative balances refer to related funding costs (fee)
amortization.
(f) | Export Credit Note rollover |
In March 2024, the Company renegotiated a term
loan with a principal amount of USD 90,000, maturing in October 2024, and with a cost based on the three-month term SOFR (“Secured
Overnight Financing Rate”) plus 1.80% p.a. The renegotiated debt with the same counterparty has a maturity of February 2029 and
a cost of three-month term SOFR plus 2.40% p.a. This transaction has been accounted for as debt modification, and a gain of USD 3,142
was recognized as finance income.
(g) | Guarantees and covenants |
The Company has loans and financings that
are subject to certain financial covenants at the consolidated level, such as: (i) leverage ratio; (ii) capitalization ratio; and (iii)
debt service coverage ratio. When applicable, these compliance obligations are standardized for all debt agreements. No changes to the
contractual guarantees occurred in the year ended on June 30, 2024.
As of June 30, 2024, the Company was in
compliance with all its financial covenants, as well as other qualitative covenants.
16 | Asset retirement, restoration and environmental obligations |
(a) | Changes in the six months ended on June 30 |
bookmark
|
|
|
|
June 30, 2024 |
June 30, 2023 |
|
Asset retirement obligations |
Environmental obligations |
Other restoration obligations (iii) |
Total |
Total |
Balance at the beginning of the period |
253,533 |
54,265 |
7,121 |
314,919 |
266,319 |
Additions (ii) |
19,853 |
825 |
- |
20,678 |
1,842 |
Payments |
(3,325) |
(1,626) |
- |
(4,951) |
(3,887) |
Classified as liabilities associated with assets held for sale –
note 12 |
(37,785) |
(176) |
- |
(37,961) |
- |
Foreign exchange effects |
(15,814) |
(6,941) |
(1,001) |
(23,756) |
12,222 |
Interest accrual - note 7 |
11,611 |
1,749 |
249 |
13,609 |
12,882 |
Remeasurement - discount rate (i) / (ii) |
(5,007) |
(943) |
1,059 |
(4,891) |
88 |
Balance at the end of the period |
223,066 |
47,153 |
7,428 |
277,647 |
289,466 |
Current liabilities |
34,604 |
11,075 |
2,500 |
48,179 |
30,834 |
Non-current liabilities |
188,462 |
36,078 |
4,928 |
229,468 |
258,632 |
(i) As of June 30, 2024, the credit risk-adjusted
rate used for Peru was between 9.74% and 11.83% (December 31, 2023: 10.86% and 12.52%) and for Brazil was between 7.10% and 8.16% (December
31, 2023: 6.94% and 11.11%). As of June 30, 2023, the credit risk-adjusted rate used for Peru was between 12.05% and 12.21% (December
31, 2022: 10.92% and 12.04%) and for Brazil was between 7.80% and 11.25% (December 31, 2022: 8.22% and 8.61%).
(ii) The change observed for the
period ended June 30, 2024, was mainly due to an “out of period” adjustment of USD 13,416 in the asset retirement obligation
related to old and non-operational structures in the Peruvian subsidiaries, which were not identified in previous years and therefore
were not recognized by the Company. Additionally, there were changes in the timing of expected disbursements on decommissioning obligations
in certain operations, in accordance with updates in their dam obligations, asset retirement and environmental obligations studies, along
with an increase in the discount rate, as described above. As a result, as of June 30, 2024, the Company’s asset retirement obligations
for operational assets decreased by USD 2,601 (June 30, 2023: increase of USD 1,227) as shown in note 13. The Company also recognized
an expense of USD 18,388 (June 30, 2023: expense of USD 703), as shown in note 6.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
(iii) The Company has been conducting
engineering studies to confirm the construction method of some inactive industrial waste containment structures that have been closed
for more than 20 years. None of them contain mining tailings, water or liquid waste. Based on the results of the conceptual engineering
studies, the Company has reserved amounts related to estimated costs of anticipated additional restoration obligations in relation to
these closed facilities.
As part of NEXA’s activities for
the execution of certain greenfield projects, the Company has agreed with the Peruvian Government on February 8, 2024, to postpone the
deadline for the Accreditable Investment Commitment under the Magistral Transfer Contract from September 2024 to August 2028. As of June
30, 2024, the unexecuted Accreditable Investment Commitment was USD 323,000, and if not completed by August 2028, the potential penalty
exposure could be USD 97,029.
In December 2021, Nexa submitted a request
for the Modification of the Environmental Impact Assessment (MEIA) for the Magistral Project to the National Environmental Certification
Agency (SENACE), through the applicable legal process. During the approval process, the Peruvian Water Authority (ANA) and the Protected
Natural Areas Service - (SERNANP) raised unfavorable observations. On May 24, 2024, SENACE formally rejected the MEIA.
Nexa is currently addressing this situation with the
relevant authorities and expects to receive a response in the coming months. The denial of this environmental permit is relevant and impact
the assessment of the project’s economic feasibility and technical development, as well as the assessment of the recoverability
of its assets.
(b) | Environmental Guarantee for Dams |
On December 30, 2023, the Decree 48,747
of 2023 of Minas Gerais State was published, which regulates the need for an environmental guarantee, provided for in Law 23,291 of February
25, 2019, the State Policy for Dam Safety, to guarantee environmental recovery in the event of an accident or deactivation of the dams.
According to the Decree, the environmental guarantee is applicable to all dams that present the characteristics established by the law.
The Company estimates a guarantee need of approximately USD 26,437 (BRL 132,083) for all structures in the state of Minas Gerais. This
amount was calculated based on a methodology specified by the Decree itself, which takes into account the reservoir area, a cost factor
related to the decommissioning of dams, considerations about the risk classification of the dam, and inflation for the period.
During the quarter, the Decree was amended,
among others, to modify the deadline for the mining companies to submit to the environmental agency of the state of Minas Gerais a proposal
of which type(s) of guarantee method(s) it will offer. The Company has now until September 25, 2024, to present its proposal. The Company
also expects to contract 50% of the chosen guarantee by December 31, 2024, 25% by December 31, 2025, and 25% by the end of 2026, according
to the schedule established by the Decree.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
18 | Impairment of long-lived assets |
According to NEXA’s policy, the Company
assesses at each reporting date whether there are indicators that the carrying amount of an asset or CGU may not be recovered or a previously
recorded impairment should be reversed. If any indicator exists, the Company estimates the assets or CGU’s recoverable amount.
Impairment test analysis
Magistral Project assessment
As per Note 17, on May 24, 2024, the National
Environmental Certification Agency (SENACE) rejected Nexa's request to modify the Environmental Impact Assessment (MEIA) for the Magistral
Project in Peru. Although the Company is addressing this situation with the competent authorities, based on SENACE’s decision, Nexa’s
management is reassessing the Magistral Project’s engineering studies. This reassessment may affect the project’s current
maturity stage and technical feasibility and is considered an impairment indicator.
Because of the rejection of the Company’s
MEIA described in Note 17, in June 2024, the Magistral Project was tested for impairment resulting in an impairment loss of USD 58,435,
recognized in profit or loss. This impairment was determined using the fair value less cost of disposal (FVLCD) recoverable amount, based
on market past transaction multiples (amount paid per ton of minerals for projects in similar stages).
The Company performed a sensitivity analysis
for the Nexa Mining Peru goodwill, which comprises the Cerro Lindo, Cerro Pasco CGUs, and its greenfield projects (Magistral, Hilarion
and Florida Canyon). According to this sensitivity analysis, the Company did not identify any impairment indicators.
Morro Agudo UGC
In the first quarter of 2024, Nexa received
a binding sale offer from a third party for Morro Agudo CGU (as further described in Note 12). Management identified this information
as an indicator for reversing impairment, prompting a reassessment, as the long-lived assets of the CGU had been fully impaired according
to the evaluation conducted in 2023.
On March 31, 2024, a reassessment led to
the recognition of an impairment reversal of USD 16,216 for the Morro Agudo CGU. However, during the second quarter of 2024, Nexa and
the buyer revised some negotiation terms and made price adjustments, resulting in an impairment of USD 5,925. This brought the total impairment
reversal to USD 10,291 for the six-month period ended on June 30, 2024. Nexa considered the most recent negotiation terms and calculated
the fair value less cost of disposal, taking into consideration the sales price and other obligations defined in the sale.
Pukaqaqa Project assessment
In 2Q24, Nexa´s management analyzed
possible alternatives for the sale of Pukaqaqa mining project, which is included in Nexa Peru´s portfolio. Management identified
this information as an indicator of impairment reversal, triggering an impairment assessment since the mining project’s assets had
been fully impaired according to the impairment evaluation conducted in 2022. For the calculation, the Company considered the most recent
negotiation with the third party to determine the fair value less cost of disposal, considering the sales price and other obligations
defined in the offer. The impairment assessment resulted in the recognition of an impairment reversal of USD 4,150 for the six-month period
ended June 30, 2024.
Nexa Resources S.A. Notes to the condensed consolidated interim financial statements Unaudited Six-month periods ended on June 30
All amounts in thousands of US Dollars, unless otherwise stated | |
| |
Compañía Minera Shalipayco
S.A.C.
In June 2024, Compañía Minera
Shalipayco S.A.C. (the joint-operation between Nexa and PAS) decided not to renew the rights for the mining concessions of the Shalipayco
project. As a result of this decision, it was agreed to commence the dissolution process of said Company after unsuccessful attempts to
find a potential buyer. The investment project in Nexa Peru was impaired in 2022 as part of Nexa’s portfolio review. Consequently,
no further material adjustment has been recognized in the six-month period ended on June 30, 2024
Impairment test summary
In addition, on March 31, 2024, there was
an impairment reversal of USD 1,003 related to other individual assets, primarily associated with “Assets and projects under
construction”.
In summary, for the six-month period ended
June 30, 2024, Nexa recognized a total impairment loss of USD 42,991 (after-tax USD 30,011). In the same period of 2023, Nexa recorded
an impairment loss of USD 57,187 (after tax USD 37,705).
19 | Events after the reporting period |
On July 1, 2024, Nexa successfully concluded
the sale transaction of the Morro Agudo Complex in Minas Gerais, Brazil, as announced in April 2024.
The sale transaction was completed following
the fulfillment of all closing precedent conditions. Under the terms of the definitive agreement, Nexa sold, transferred, and assigned
all rights, titles, and interests in the Morro Agudo Complex to the buyer. The Bonsucesso project is not included in the sale transaction.
According to the sales agreement, Nexa
will be entitled to receive in cash an amount of approximately BRL 60,565 (USD 10,895), comprised of the original sales price of BRL 80,000
(USD 14,391), reduced by BRL 22,435 (USD 4,035) due to the limestone retained and sold by Nexa, which was considered as part of the transaction
price valuation, and an increase related to BRL 3,000 (USD 539) contributed to the successor entity that received the net assets of Morro
Agudo Complex. The amount will be paid in three installments: the first installment of BRL 30,565 (USD 5,498) will be due on August 1,
2024, and the other two installments of BRL 15,000 (USD 2,698) will be paid consecutively on July 1, 2025, and 2026.
In July 2024, the amounts described in
note 12 related to Morro Agudo will be written off, and the Company will recognize the amount to be received in cash at present value
as “Other Account Receivable”. No relevant income tax impact or cash outlay is expected from this transaction.
*.*.*
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