Nexa in $500 Million Offering

Cleary Gottlieb represented Nexa Resources S.A. (Nexa) in an offering of $500 million 6.6% senior unsecured notes due 2037 and concurrent tender offers.

The notes are fully and unconditionally guaranteed by Nexa Resources Cajamarquilla S.A. and Nexa Recursos Minerais S.A. The notes were offered in a private placement in the United States pursuant to Rule 144A and outside of the United States pursuant to Regulation S. The offering priced on April 1, 2025, and closed on April 8, 2025.

Citigroup, Goldman Sachs, Itaú BBA, J.P. Morgan, and Santander acted as global coordinators and joint bookrunners, and BBVA, BNP Paribas, Bradesco BBI, Scotiabank, and UBS Investment Bank acted as joint bookrunners. Nexa expects to use the net proceeds from the sale of the notes to fund a concurrent offer to purchase any and all of its 5.375% senior unsecured guaranteed notes due 2027 and its 6.5% senior unsecured guaranteed notes due 2028. The tender offers expired on April 4, 2025, and settled on April 9, 2025.

Nexa is a leading large-scale, low-cost, integrated polymetallic producer, with over 65 years of experience developing and operating mining and smelting assets in Latin America.