Nexa Resources S.A. announced that it has commenced: cash tender offer (2027 Tender Offer) for any and all of its outstanding 5.375% Notes due 2027 and a cash tender offer (2028 Tender Offer and, together with the 2027 Tender Offer, Tender Offers) for up to a Maximum Payment Amount of its outstanding 6.500% Notes due 2028. Maximum Payment Amount means $600.00 million less the aggregate amount the holders of the 2027 Notes are entitled to receive as consideration for the 2027 Notes validly tendered and accepted for purchase pursuant to the 2027 Tender Offer, including the payment of any premiums, Accrued Interest and costs and expenses incurred in connection therewith. Title of Security - 5.375% Notes due 2027, Principal Amount Outstanding - $700.00 million, maximum Acceptance Limit - Any and All and total consideration - $1,000.00.
Title of Security - 6.500% Notes due 2028, Principal Amount Outstanding - $500.00 million, maximum Acceptance Limit - Maximum Payment Amount and total consideration - $1,020.00. The 2027 Tender Offer is scheduled to expire on April 5, 2024, unless extended or earlier terminated. Holders of 2027 Notes must validly tender (and not validly withdraw) their 2027 Notes, or deliver a properly completed and duly executed notice of guaranteed delivery at or prior to the 2027 Expiration Date to be eligible to receive the 2027 Consideration (as defined herein), plus Accrued Interest. Validly tendered 2027 Notes may be validly withdrawn at any time at or prior to the 2027 Expiration Date, unless extended or earlier terminated, but not thereafter. The 2028 Tender Offer is scheduled to expire on April 29, 2024, unless extended (such time and date, as it may be extended, the "2028 Expiration Date"). Holders of 2028 Notes who validly tender (and do not validly withdraw) their 2028 Notes at or on April 12, 2024, unless extended by the company (such time and date, as it may be extended, the "2028 Early Tender Date"), in the manner described herein will be eligible to receive the 2028 Total Consideration (as defined herein), which includes the 2028 Early Tender Payment (as defined herein), plus Accrued Interest. Holders of 2028 Notes who validly tender 2028 Notes after the 2028 Early Tender Date but at or prior to the 2028 Expiration Date in the manner described herein will not be eligible to receive the 2028 Early Tender Payment and will therefore only be eligible to receive the 2028 Tender Offer Consideration plus Accrued Interest (as defined herein). 2028 Notes that have been validly tendered pursuant to the 2028 Tender Offer may be validly withdrawn prior to the 2028 Early Tender Date but not thereafter except as may be required by applicable law (as determined by us) (the "2028 Notes Withdrawal Deadline"). There is no guaranteed delivery mechanism provided for the 2028 Tender Offer. The consideration for each US$1,000.00 principal amount of 2027 Notes validly tendered (and not validly withdrawn) at or prior to the 2027 Notes Withdrawal Deadline and accepted for purchase pursuant to the 2027 Tender Offer will be $1,000.00 (the "2027 Tender Offer Consideration"). The "2028 Total Consideration" for each $1,000.00 principal amount of 2028 Notes validly tendered (and not validly withdrawn) at or prior to the 2028 Notes Withdrawal Deadline and accepted for purchase pursuant to the 2028 Tender Offer will be $1,020.00, which includes an early tender payment equal to $30.00 (the "2028 Early Tender Payment"). 2028 Holders who validly tender 2028 Notes after the 2028 Early Tender Date but at or prior to the 2028 Expiration Date, and whose 2028 Notes are accepted for purchase, will not be entitled to receive the 2028 Early Tender Payment and will therefore be entitled to receive, for each $1,000.00 principal amount of 2028 Notes accepted for purchase, $990.00 (the "2028 Tender Offer Consideration"). Withdrawal rights with respect to tendered 2027 Notes will terminate immediately prior to the 2027 Notes Withdrawal Deadline. Accordingly, following the 2027 Notes Withdrawal Deadline, 2027 Notes validly tendered, including 2027 Notes tendered thereafter, may no longer be validly withdrawn except in certain limited circumstances where additional withdrawal rights are required by applicable law. Holders of the 2027 Notes who have validly tendered and not validly withdrawn 2027 Notes at or prior to the 2027 Notes Withdrawal Deadline and whose 2027 Notes are accepted for purchase shall receive payment for each $1,000.00 principal amount of such accepted 2027 Notes on a settlement date expected to be within three business days following the 2027 Expiration Date or as promptly as practicable thereafter (the "2027 Settlement Date"). Withdrawal rights with respect to tendered 2028 Notes will terminate on the 2028 Notes Withdrawal Deadline. Accordingly, following the 2028 Notes Withdrawal Deadline, 2028 Notes validly tendered, including 2028 Notes tendered prior to the 2028 Notes Withdrawal Deadline and 2028 Notes tendered thereafter, may no longer be validly withdrawn except in certain limited circumstances where additional withdrawal rights are required by applicable law. Holders of 2028 Notes who have validly tendered and not validly withdrawn 2028 Notes at or prior to the 2028 Notes Withdrawal Deadline and whose 2028 Notes are accepted for purchase will, if so elect, receive payment for each $1,000.00 principal amount of such accepted 2028 Notes on a settlement date before the 2028 Expiration Date. If, in sole discretion, the company does not elect to pay for such tendered 2028 Notes prior to the 2028 Expiration Date, then all 2028 Notes accepted for purchase in the 2028 Tender Offer will be settled at the 2028 Final Settlement Date (as defined below). The company will make payment for 2028 Notes validly tendered after the 2028 Early Tender Date but at or prior to the 2028 Expiration Date and accepted for purchase by on the settlement date that is expected to be one business day following the 2028 Expiration Date or as promptly as practicable thereafter. If the purchase of the 2028 Notes validly tendered and not validly withdrawn at or prior to the 2028 Notes Withdrawal Deadline would cause to spend more than the Maximum Payment Amount (including Accrued Interest), then the 2028 Tender Offer will be oversubscribed at the 2028 Early Tender Date, and it will accept for purchase an amount of 2028 Notes on a prorated basis according to the principal amount of such 2028 Notes, such that it spends the Maximum Payment Amount (including Accrued Interest). In this case, it will not accept for purchase any 2028 Note tendered after the 2028 Early Tender Date. When proration of tendered Notes is required, the principal amount of Notes tendered by a Holder will be multiplied by the proration rate and then rounded down to the nearest $1,000.00 increment.