S11D - Pará, Brazil
Consolidated Interim
Financial Statements
March 31, 2024
Contents | |
2. Basis of preparation of condensed consolidated interim financial statements | |
3. Significant events and transaction related to the three-month period ended March 31, 2024 | |
4. Information by business segment and geographic area | 11 |
5. Costs and expenses by nature | 13 |
6. Financial results | 14 |
7. Taxes | 14 |
8. Basic and diluted earnings per share | 16 |
9. Cash flows reconciliation | 16 |
10. Accounts receivable | 18 |
11. Inventories | 18 |
12. Suppliers and contractors | 18 |
13. Other financial assets and liabilities | 19 |
14. Investments in associates and joint ventures | 20 |
15. Acquisitions and divestitures | 20 |
16. Intangibles | 22 |
17. Property, plant, and equipment | 22 |
18. Financial and capital risk management | 23 |
19. Financial assets and liabilities | 28 |
20. Participative shareholders' debentures | 29 |
21. Loans, borrowings, cash and cash equivalents and short-term investments | 29 |
22. Leases | 31 |
23. Brumadinho dam failure | 32 |
24. Liabilities related to associates and joint ventures | 35 |
25. Provision for de-characterization of dam structures and asset retirement obligations | 37 |
26. Legal proceedings | 38 |
27. Employee benefits | 40 |
28. Equity | 41 |
29. Related parties | 42 |
2
Report of Independent Registered Public Accounting Firm
To the shareholders and Board of Directors of
Vale S.A.
Results of Review of Interim Financial
Statements
We have reviewed the accompanying consolidated interim statement of financial position of Vale S.A. and its subsidiaries (the "Company") as of March 31, 2024, and the related consolidated interim income statement and statements of comprehensive income, changes in equity and cash flows for the three-month periods ended March 31, 2024 and March 31, 2023, including the related notes (collectively referred to as the "interim financial statements"). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial statements for them to be in conformity with IAS 34 - Interim Financial Reporting, as issued by the International Accounting Standards Board (IASB).
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated statement of financial position of the Company as of December 31, 2023, and the related consolidated income statement and statements of comprehensive income, changes in equity and cash flows for the year then ended (not presented herein), and in our report dated February 22, 2024, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated statement of financial position as of December 31, 2023, is fairly stated, in all material respects, in relation to the consolidated statement of financial position from which it has been derived.
Basis for Review Results
These interim financial statements are the responsibility of the Company's management. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
3
Consolidated Interim Income Statement
In millions of United States dollars, except earnings per share
Three-month period ended
March 31,
Notes | 2024 | 2023 | |
Net operating revenue | 4(b) | 8,459 | 8,434 |
Cost of goods sold and services rendered | 5(a) | (5,367) | (4,949) |
Gross profit | 3,092 | 3,485 | |
Operating expenses | |||
Selling and administrative | 5(b) | (140) | (118) |
Research and development | (156) | (139) | |
Pre-operating and operational stoppage | 25 | (92) | (124) |
Other operating expenses, net | 5(c) | (256) | (223) |
Operating income | 2,448 | 2,881 | |
Financial income | 6 | 109 | 121 |
Financial expenses | 6 | (339) | (320) |
Other financial items, net | 6 | (207) | (331) |
Equity results and other results in associates and joint ventures | 14 and 24 | 124 | (55) |
Income before income taxes | 2,135 | 2,296 | |
Income taxes | 7 | (448) | (418) |
Net income | 1,687 | 1,878 | |
Net income attributable to noncontrolling interests | 8 | 41 | |
Net income attributable to Vale's shareholders | 1,679 | 1,837 | |
Basic and diluted earnings per share attributable to Vale's shareholders | 8 | ||
Common share (US$) | 0.39 | 0.41 |
The accompanying notes are an integral part of these interim financial statements.
4
Consolidated Interim Statement of Comprehensive Income
In millions of United States dollars
Three-month period ended March 31, | |||
Notes | 2024 | 2023 | |
Net income | 1,687 | 1,878 | |
Other comprehensive income: | |||
Items that will not be reclassified to income statement | |||
Translation adjustments of the Parent Company | (1,225) | 944 | |
Retirement benefit obligations | 40 | (7) | |
(1,185) | 937 | ||
Items that may be reclassified to income statement | |||
Translation adjustments of foreign operations | 178 | (157) | |
Net investment hedge | 18(h) | (56) | 49 |
Cash flow hedge | 18(h) | - | 19 |
Reclassification of cumulative translation adjustment to income statement | 51 | - | |
173 | (89) | ||
Comprehensive income | 675 | 2,726 | |
Comprehensive income attributable to noncontrolling interests | 6 | 48 | |
Comprehensive income attributable to Vale's shareholders | 669 | 2,678 |
Items above are stated net of tax when applicable and the related taxes are disclosed in note 7.
The accompanying notes are an integral part of these interim financial statements.
5
Consolidated Interim Statement of Cash Flows
In millions of United States dollars
Three-month period ended March 31, | |||
Notes | 2024 | 2023 | |
Cash flow from operations | 9(a) | 4,479 | 4,280 |
Interest on loans and borrowings paid | 9(c) | (186) | (169) |
Cash received on settlement of derivatives, net | 18(d) | 43 | 38 |
Payments related to Brumadinho event | 23 | (135) | (124) |
Payments related to de-characterization of dams | 25 | (119) | (78) |
Income taxes paid (including settlement program) | (506) | (337) | |
Net cash generated by operating activities | 3,576 | 3,610 | |
Cash flow from investing activities: | |||
Capital expenditures | 4(c) | (1,395) | (1,130) |
Payments related to Samarco dam failure | (86) | (77) | |
Additions to investments | - | (7) | |
Payments from disposal of investments, net | 9(b) | - | (67) |
Dividends received from associates and joint ventures | 3 | - | |
Short-term investment | (44) | (55) | |
Other investing activities, net | 3 | 10 | |
Net cash used in investing activities | (1,519) | (1,326) | |
Cash flow from financing activities: | |||
Loans and borrowings from third parties | 9(c) | 870 | 300 |
Payments of loans and borrowings from third parties | 9(c) | (62) | (39) |
Payments of leasing | 22 | (41) | (47) |
Dividends and interest on capital paid to Vale's shareholders | 28(d) | (2,328) | (1,795) |
Dividends and interest on capital paid to noncontrolling interest | - | (3) | |
Shares buyback program | 28(c) | (275) | (763) |
Net cash used in financing activities | (1,836) | (2,347) | |
Net increase (decrease) in cash and cash equivalents | 221 | (63) | |
Cash and cash equivalents in the beginning of the period | 3,609 | 4,736 | |
Effect of exchange rate changes on cash and cash equivalents | (40) | 32 | |
Cash and cash equivalents at end of the period | 3,790 | 4,705 |
The accompanying notes are an integral part of these interim financial statements.
6
Consolidated Interim Statement of Financial Position
In millions of United States dollars
Notes | March 31, 2024 | December31,2023 | |
Assets | |||
Current assets | |||
Cash and cash equivalents | 21 | 3,790 | 3,609 |
Short-term investments | 21 | 44 | 51 |
Accounts receivable | 10 | 2,233 | 4,197 |
Other financial assets | 13 | 420 | 271 |
Inventories | 11 | 5,195 | 4,684 |
Recoverable taxes | 7(e) | 840 | 900 |
Judicial deposits | 26(c) | 672 | 611 |
Other | 364 | 444 |
13,558 | 14,767 | |||
Non-current assets held for sale | 15(b) | 3,970 | 3,933 | |
17,528 | 18,700 | |||
Non-current assets | ||||
Judicial deposits | 26(c) | 669 | 798 | |
Other financial assets | 13 | 336 | 593 | |
Recoverable taxes | 7(e) | 1,384 | 1,374 | |
Deferred income taxes | 7(b) | 9,699 | 9,565 | |
Other | 1,358 | 1,257 | ||
13,446 | 13,587 | |||
Investments in associates and joint ventures | 14 | 1,893 | 1,872 | |
Intangibles | 16 | 11,258 | 11,631 | |
Property, plant, and equipment | 17 | 47,552 | 48,396 | |
74,149 | 75,486 | |||
Total assets | 91,677 | 94,186 | ||
Liabilities | ||||
Current liabilities | ||||
Suppliers and contractors | 12 | 5,546 | 5,272 | |
Loans and borrowings | 21 | 1,286 | 824 | |
Leases | 22 | 192 | 197 | |
Other financial liabilities | 13 | 1,708 | 1,676 | |
Taxes payable | 7(e) | 1,698 | 1,314 | |
Settlement program ("REFIS") | 7(c) | 492 | 428 | |
Liabilities related to Brumadinho | 23 | 1,063 | 1,057 | |
Liabilities related to associates and joint ventures | 24 | 923 | 837 | |
De-characterization of dams and asset retirement obligations | 25 | 1,045 | 1,035 | |
Provisions for litigation | 26(a) | 117 | 114 | |
Employee benefits | 27 | 602 | 964 | |
Other | 464 | 376 | ||
15,136 | 14,094 | |||
Liabilities associated with non-current assets held for sale | 15(b) | 540 | 561 | |
15,676 | 14,655 | |||
Non-current liabilities | ||||
Loans and borrowings | 21 | 11,962 | 11,647 | |
Leases | 22 | 1,234 | 1,255 | |
Participative shareholders' debentures | 20 | 2,621 | 2,874 | |
Other financial liabilities | 13 | 3,043 | 3,373 | |
Settlement program ("REFIS") | 7(c) | 1,515 | 1,723 | |
Deferred income taxes | 7(b) | 848 | 870 | |
Liabilities related to Brumadinho | 23 | 1,831 | 2,003 | |
Liabilities related to associates and joint ventures | 24 | 3,267 | 3,590 | |
De-characterization of dams and asset retirement obligations | 25 | 6,261 | 6,694 | |
Provisions for litigation | 26(a) | 885 | 885 | |
Employee benefits | 27 | 1,288 | 1,381 | |
Streaming transactions | 1,956 | 1,962 | ||
Other | 277 | 293 | ||
36,988 | 38,550 | |||
Total liabilities | 52,664 | 53,205 | ||
Equity | 28 | |||
Equity attributable to Vale's shareholders | 37,487 | 39,461 | ||
Equity attributable to noncontrolling interests | 1,526 | 1,520 | ||
Total equity | 39,013 | 40,981 | ||
Total liabilities and equity | 91,677 | 94,186 |
The accompanying notes are an integral part of these interim financial statements.
7
Consolidated Interim Statement of Changes in Equity
In millions of United States dollars
Equity | |||||||||||||||||||||||
Equity | attributable | ||||||||||||||||||||||
Cumulative | attributable | to | |||||||||||||||||||||
Share | Capital | Profit | Treasury | Other | translation | Retained | to Vale's | noncontrolling | |||||||||||||||
Notes | capital | reserve | reserves | shares | reserves adjustments | earnings | shareholders | interests | Total equity | ||||||||||||||
Balance as of December 31, 2023 | 61,614 | 1,139 | 21,877 | (3,504) | (1,774) | (39,891) | - | 39,461 | 1,520 | 40,981 | |||||||||||||
Net income | - | - | - | - | - | - | 1,679 | 1,679 | 8 | 1,687 | |||||||||||||
Other comprehensive income | - | - | (606) | - | 50 | (454) | - | (1,010) | (2) | (1,012) | |||||||||||||
Dividends and interest on capital of Vale's shareholders | 28(d) | - | - | (2,364) | - | - | - | - | (2,364) | - | (2,364) | ||||||||||||
Shares buyback program | 28(c) | - | - | - | (275) | - | - | - | (275) | - | (275) | ||||||||||||
Share-based payment program | 27(a) | - | - | - | 2 | (6) | - | - | (4) | - | (4) | ||||||||||||
Balance as of March 31, 2024 | 61,614 | 1,139 | 18,907 | (3,777) | (1,730) | (40,345) | 1,679 | 37,487 | 1,526 | 39,013 | |||||||||||||
Balance as of December 31, 2022 | 61,614 | 1,139 | 20,744 | (4,980) | (1,675) | (40,975) | - | 35,867 | 1,491 | 37,358 | |||||||||||||
Net income | - | - | - | - | - | - | 1,837 | 1,837 | 41 | 1,878 | |||||||||||||
Other comprehensive income | - | - | 500 | - | 5 | 336 | - | 841 | 7 | 848 | |||||||||||||
Dividends and interest on capital of Vale's shareholders | 28(d) | - | - | (437) | - | - | - | - | (437) | - | (437) | ||||||||||||
Dividends of noncontrolling interest | - | - | - | - | - | - | - | - | (4) | (4) | |||||||||||||
Shares buyback program | 28(c) | - | - | - | (763) | - | - | - | (763) | - | (763) | ||||||||||||
Treasury shares used and canceled | 28(b) | - | - | (4,164) | 4,189 | - | - | - | 25 | - | 25 | ||||||||||||
Share-based payment program | 27(a) | - | - | - | - | (24) | - | - | (24) | - | (24) | ||||||||||||
Balance as of March 31, 2023 | 61,614 | 1,139 | 16,643 | (1,554) | (1,694) | (40,639) | 1,837 | 37,346 | 1,535 | 38,881 |
The accompanying notes are an integral part of these interim financial statements.
8
Notes to the Consolidated Interim Financial Statements
Expressed in millions of United States dollar, unless otherwise stated
1. Corporate information
Vale S.A. (the "Parent Company") is a public company headquartered in the city of Rio de Janeiro, Brazil. Vale's share capital consists of common shares, traded on the stock exchange.
In Brazil, Vale's common shares are listed on B3 under the code VALE3. The Company also has American Depositary Receipts (ADRs), with each representing one common share, traded on the New York Stock Exchange (NYSE) under the code VALE. Additionally, the shares are traded on LATIBEX under the code XVALO, which is an unregulated electronic market established by the Madrid Stock Exchange for the trading of Latin American securities. The Company's shareholding structure is disclosed in note 28.
Vale, together with its subsidiaries ("Vale" or the "Company"), is one of the world's largest producers of iron ore and nickel. The Company also produces iron ore pellets and copper. Nickel and copper concentrates contain by-products such as platinum group metals (PGM), gold, silver, and cobalt. Most of the Company's products are sold to international markets, through the Company's main trading Company, Vale International S.A. ("VISA"), a wholly owned subsidiary located in Switzerland.
The Company is engaged in greenfield mineral exploration in six countries, including Brazil, USA, Canada, Chile, Peru and Indonesia. It also operates extensive logistics systems in Brazil and other regions worldwide, including railways, maritime terminals, and ports integrated with mining operations. Additionally, the Company has distribution centers to support its iron ore shipments globally.
As part of its strategy, Vale also holds investments in energy businesses through associates and joint ventures to meet energy consumption needs through renewable sources.
The Company's operations are organized into two operational segments: "Iron Ore Solutions" and "Energy Transition Metals" (note 4).
Iron Ore Solutions - Comprise iron ore extraction and iron ore pellet production, as well as the North, South, and Southeast transportation corridors in Brazil, including railways, ports and terminals linked to mining operations.
- Iron ore: Currently, Vale operates three systems in Brazil for the production and distribution of iron ore. The Northern System (Carajás, State of Pará, Brazil) is fully integrated and comprises three mining complexes and a maritime terminal. The Southeast System (Quadrilátero Ferrífero, Minas Gerais, Brazil) is fully integrated, consisting of three mining complexes, a railway, a maritime terminal, and a port. The Southern System (Quadrilátero Ferrífero, Minas Gerais, Brazil) consists of two mining complexes and two maritime terminals.
- Iron ore pellets: Vale operates six pelletizing plants in Brazil and two in Oman.
Energy Transition Metals - Includes the production of nickel, copper and its by-products. In 2023, the Company transferred the assets related to this segment to a new entity, "Vale Base Metals Limited".
- Nickel: The Company's primary nickel operations are conducted by Vale Canada Limited ("Vale Canada"), which owns mines and processing plants in Canada and Indonesia and nickel refining facilities in the United Kingdom and Japan. In February 2024, the Company signed a definitive agreement related to the divestment obligation in PT Vale Indonesia Tbk ("PTVI"), which will result in the loss of control over this operation (note 15b). Vale also has nickel operations in Onça Puma, located in the State of Pará.
- Copper: In Brazil, Vale produces copper concentrates at Sossego and Salobo in Carajás, State of Pará. In Canada, Vale produces copper concentrates and copper cathodes associated with its nickel mining operations in Sudbury (located in Ontario), Voisey's Bay (located in Newfoundland and Labrador), and Thompson (located in Manitoba).
- Cobalt, PGM, and other precious metals: The ore extracted by Vale Canada in Sudbury yields cobalt, PGMs (Platinum Group Metals), silver, and gold as by-products, which are processed at refining facilities in Port Colborne, Ontario. In Canada, Vale Canada also produces refined cobalt at its Long Harbour facilities in Newfoundland and Labrador. The copper operations in Sossego and Salobo in Brazil also yield silver and gold as by-products.
9
Notes to the Consolidated Interim Financial Statements
Expressed in millions of United States dollar, unless otherwise stated
2. Basis of preparation of condensed consolidated interim financial statements
The condensed consolidated interim financial statements of the Company ("interim financial statements") have been prepared and are being presented in accordance with IAS 34 - Interim Financial Reporting, as issued by the International Accounting Standards Board ("IASB"). All relevant information for the interim financial statements, and only this information, are presented and consistent to those used by the Company's Management.
The interim financial statements have been prepared to update users on the relevant events and transactions that occurred in the period and must be read together with the financial statements for the year ended December 31, 2023. Accounting policies, accounting estimates and judgments, risk management and measurement methods are the same as those adopted in the preparation of the latest annual financial statements.
These interim financial statements were authorized for issue by the Board of Directors on April 24, 2024.
a) Functional currency and presentation currency
The interim financial statements of the Company and its associates and joint ventures are measured using the currency of the primary economic environment in which each entity operates ("functional currency"), in the case of the Parent Company it is the Brazilian real ("R$"). For presentation purposes, these interim financial statements are presented in United States dollars ("US$") as the Company believes that this is how international investors analyze the financial statements.
The main exchange rates used by the Company to translate its foreign operations are as follows:
Average rate | ||||||||
Closing rate | Three-month period ended March 31, | |||||||
March 31, 2024 | December 31, 2023 | 2024 | 2023 | |||||
US Dollar ("US$") | 4,9962 | 4.8413 | 4,9515 | 5.1963 | ||||
Canadian dollar ("CAD") | 3,6924 | 3.6522 | 3,6723 | 3.8422 | ||||
Euro ("EUR") | 5,3979 | 5.3516 | 5,3768 | 5.5763 |
3. Significant events and transaction related to the three-month period ended March 31, 2024
- Acquisition of Aliança Geração de Energia S.A. ("Aliança Geração") - In March 2024, the Company entered into an agreement with Cemig Geração e Transmissão S.A. ("Cemig GT") for the acquisition of the entire interest held in Aliança Geração, for US$500 (R$2,700 million). Upon completion of the transaction, which is subject to usual conditions precedent, Vale will hold 100% of Aliança Geração's share capital and will consolidate the entity. Further details are presented in note 15(a) of these interim financial statements.
- Shareholders remuneration - In March 2024, the Company paid dividends and interest on capital to its shareholders in the amount of US$2,328. Further details are presented in note 28(d) of these interim financial statements.
- Divestment of PT Vale Indonesia Tbk ("PTVI") - In February 2024, the Company and Sumitomo Metal Mining Co., Ltd. ("SMM") signed a definitive agreement with PT Mineral Industri Indonesia ("MIND ID") to sell a portion of the investment held in PTVI. Upon completion of the transaction, Vale will receive US$160 for its stake in PTVI. The closing of the transaction is subject to usual conditions precedent and expected to occur in 2024. Further details are presented in note 15(b) of these interim financial statements.
- Acquisition of equity interest in Anglo American Minério de Ferro Brasil S.A. ("Anglo American Brasil") - In February 2024, the Company entered into an agreement for the acquisition of 15% interest in Anglo American Brasil of which Vale will contribute with Serra da Serpentina iron ore resources and a cash contribution of US$157.5. The closing of the transaction is subject to the usual conditions precedent. Further details are presented in note 15(c) of these interim financial statements.
10
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Vale SA published this content on 24 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 April 2024 23:09:08 UTC.