United
States
Securities and
Exchange Commission
Washington, D.C.
20549
FORM 6-K
Report
of Foreign Private Issuer
Pursuant to Rule
13a-16 or 15d-16
of
the
Securities
Exchange Act of 1934
For
the month of
February
2017
Vale S.A.
Avenida das
Américas, No. 700 – Bloco 8, Sala 218
22640-100 Rio de
Janeiro, RJ, Brazil
(Address of principal executive
office)
(Indicate by check
mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.)
(Check
One) Form 20-F ☒
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))
(Check
One) Yes ☐
No
☒
(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))
(Check
One) Yes ☐
No
☒
(Indicate by check
mark whether the registrant by furnishing the information contained
in this Form is also thereby furnishing information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange
Act of 1934.)
(Check
One) Yes ☐
No
☒
(If
“Yes” is marked, indicate below the file number
assigned to the registrant in connection with Rule 12g3-2(b).
82- .)
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Press Release
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Vale plans to reopen notes due
2026
Rio de Janeiro, February 6, 2017 – Vale S.A. (Vale) hereby
announces that it plans to offer through its wholly-owned
subsidiary Vale Overseas Limited (Vale Overseas) 6.250% notes due
2026 guaranteed by Vale. Vale intends to apply the net proceeds
from the offering toward the redemption price of Vale’s
€750,000,000 4.375% notes due 2018, which mature in March
2018, and otherwise for general corporate purposes.
The notes will be unsecured obligations of Vale Overseas and will
be fully and unconditionally guaranteed by Vale. The guarantees
will rank equally in right of payment with all of Vale’s
other unsecured and unsubordinated debt obligations.
Banco
Bradesco BBI S.A., BB Securities Ltd., J.P. Morgan Securities LLC,
MUFG Securities Americas Inc.
and Santander Investment Securities Inc. are acting as joint lead
managers and joint bookrunners.
The offering is being made pursuant to an effective shelf
registration statement. A preliminary prospectus supplement with
further information about the proposed offering will be filed with
the U.S. Securities Exchange Commission (SEC). Before you invest,
you should read the preliminary prospectus supplement and other
documents Vale and Vale Overseas have filed with the SEC for more
complete information about the companies and the offering. When
available, you may access these documents for free by visiting
EDGAR on the SEC Web site at www.sec.gov. Alternatively, the
underwriters will arrange to send you the prospectus if you request
it by calling J.P. Morgan Securities LLC at +1 (866) 846-2874, MUFG
Securities Americas Inc. at +1 (877) 649-6848 or
Santander Investment Securities Inc. at +1 (855)
403-3636 (each toll-free in the United States) or, if calling from
outside the U.S., by collect calling BB Securities Ltd. at +44 (20)
7367 5800 att. Operations Department or Banco Bradesco BBI S.A. at
+1 (212) 888-9145.
Pursuant to SEC disclosure requirements for this offering, we filed
today a current report on Form 6-K in which we discuss certain
recent developments since September 30, 2016. We will announce our
results for the fourth quarter of 2016 and the full year 2016 on
February23, 2017. Our results will be affected by a variety of
factors, including improved prices for iron ore, trends in prices
for our other products and the impact of changing exchange rates.
In addition, we expect to recognize impairments (with no cash
effect) in our fertilizers segment, with an impact in our results
of approximately US$1.2 billion after tax, resulting from the
agreement to sell certain assets for US$2.5 billion announced in
December 2016. Also, as a result of a lower price outlook for
certain products, we expect to recognize additional impairments
(with no cash effect) in our base metals operations in Vale
Newfoundland and Labrador (VNL) and in New Caledonia (VNC). We have
not yet finally determined the amount of these impairments in VNL
and VNC, but based on our current estimates we expect it to be
significantly less than the impairment recognized on these assets
in 2015. As of the date of this Form 6-K we have not completed our
closing and review procedures, the preparation of our financial
statements, or our assessment of internal control over financial
reporting, and our auditors have not completed their audit of our
financial statements.
For
further information, please contact:
+55-21-3485-3900
Andre
Figueiredo: andre.figueiredo@vale.com
Carla Albano Miller:
carla.albano@vale.com
Fernando Mascarenhas:
fernando.mascarenhas@vale.com
Andrea Gutman:
andrea.gutman@vale.com
Bruno Siqueira:
bruno.siqueira@vale.com
Claudia Rodrigues:
claudia.rodrigues@vale.com
Denise Caruncho:
denise.caruncho@vale.com
Mariano Szachtman:
mariano.szachtman@vale.com
Renata Capanema:
renata.capanema@vale.com
This press
release may include statements that present Vale’s
expectations about future events or results. All statements, when
based upon expectations about the future, involve various risks and
uncertainties. Vale cannot guarantee that such statements will
prove correct. These risks and uncertainties include factors
related to the following: (a) the countries where we operate,
especially Brazil and Canada; (b) the global economy; (c) the
capital markets; (d) the mining and metals prices and their
dependence on global industrial production, which is cyclical by
nature; and (e) global competition in the markets in which Vale
operates. To obtain further information on factors that may lead to
results different from those forecast by Vale, please consult the
reports Vale files with the U.S. Securities and Exchange Commission
(SEC), the Brazilian Comissão de Valores Mobiliários
(CVM), and the French Autorité des Marchés Financiers
(AMF), and in particular the factors discussed under
“Forward-Looking Statements” and “Risk
Factors” in Vale’s annual report on Form
20-F.
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.
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Vale
S.A.
(Registrant)
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Date
February 06,
2017
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By:
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/s/
André
Figueiredo
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Director of
Investor Relations
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