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NEXA Nexa Resources SA

7.60
-0.02 (-0.26%)
23 Nov 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Nexa Resources SA NYSE:NEXA NYSE Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  -0.02 -0.26% 7.60 7.61 7.33 7.58 37,204 01:00:00

Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

31/10/2024 8:26pm

Edgar (US Regulatory)


 

 

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 October 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.

Form 20-F    X   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.

Yes       No   X  

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:  October 31, 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

Exhibit Description of Exhibit

 

99.1

 

Financial Statements at September 30, 2024

   
   
   
   

 

  

 

 

Nexa Resources S.A.

Condensed consolidated interim financial statements (Unaudited)

at and for the three and nine-month periods ended on September 30, 2024

 

 

 

 

 
 

 

 

Contents

Condensed consolidated interim financial statements

Condensed consolidated interim income statement 3
Condensed consolidated interim statement of comprehensive income 4
Condensed consolidated interim balance sheet 5
Condensed consolidated interim statement of cash flows 6
Condensed consolidated interim statement of changes in shareholders’ equity 7

Notes to the condensed consolidated interim financial statements

1   General information 9
2   Information by business segment 10
3   Basis of preparation of the condensed consolidated interim financial statements 14
4   Net revenues 22
5   Expenses by nature 22
6   Other income and expenses, net 23
7   Net financial results 24
8   Current and deferred income tax 25
9   Financial instruments 27
10   Other financial instruments 28
11   Inventory 30
12   Property, plant and equipment 31
13   Intangible assets 32
14   Right-of-use assets and lease liabilities 32
15   Loans and financings 33
16   Asset retirement, restoration and environmental obligations 35
17   Long-term commitments 36
18   Impairment of long-lived assets 37
19   Events after the reporting period 39

 

 

 
 

Nexa Resources S.A.

 

Condensed consolidated interim income statement

Unaudited

Periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
   

 

    Three-month period ended Nine-month period ended
  Note 2024 2023 2024 2023
Net revenues 4 709,476 649,334 2,025,563 1,943,356
Cost of sales 5 (582,896) (581,301) (1,630,790) (1,713,658)
Gross profit   126,580 68,033 394,773 229,698
           
Operating expenses          
Selling, general and administrative 5 (29,488) (33,005) (93,188) (93,953)
Mineral exploration and project evaluation 5 (16,064) (29,553) (46,773) (72,815)
Impairment reversal (loss) of long-lived assets 18 17,592 (1,910) (25,399) (59,097)
Other income and expenses, net 6 (13,859) (7,187) (74,730) (78,735)
    (41,819) (71,655) (240,090) (304,600)
Operating income (loss)   84,761 (3,622) 154,683 (74,902)
           
Results from associates’ equity          
Share in the results of associates   5,442 6,328 16,499 17,403
           
Net financial results 7        
Financial income   6,206 7,802 17,994 20,966
Financial expenses   (59,376) (47,233) (172,786) (154,891)
Other financial items, net   11,710 (27,400) (73,066) 322
    (41,460) (66,831) (227,858) (133,603)
           
Income (loss) before income tax   48,743 (64,125) (56,676) (191,102)
           
Income tax benefit (expense) 8 (a) (42,760) (359) (19,336) 8,051
           
Net income (loss) for the period   5,983 (64,484) (76,012) (183,051)
Attributable to NEXA's shareholders   (5,152) (74,858) (106,529) (197,445)
Attributable to non-controlling interests   11,135 10,374 30,517 14,394
Net income (loss) for the period   5,983 (64,484) (76,012) (183,051)
Weighted average number of outstanding shares – in thousands   132,439 132,439 132,439 132,439
Basic and diluted loss per share – USD   (0.04) (0.57) (0.80) (1.49)

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

3 of 39

 

Nexa Resources S.A.

 

Condensed consolidated interim statement of comprehensive income

Unaudited

Periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
   
    Three-month period ended   Nine-month period ended
  Note 2024 2023   2024 2023
Net income (loss) for the period   5,983 (64,484)   (76,012) (183,051)
             
Other comprehensive (loss) income, net of income tax - items that can be reclassified to the income statement               
Cash flow hedge accounting 10 (c) 722 1,563   1,453 2,472
Deferred income tax   (1,128) (543)   (940) (1,328)
Translation adjustment of foreign subsidiaries   18,449 (38,921)   (97,543) 49,145
    18,043 (37,901)   (97,030) 50,289
             
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) 163 150   (1,294) 220
Deferred income tax   (55) (51)   440 (75)
Changes in fair value of investments in equity instruments   (186) (2,025)   158 (1,055)
    (78) (1,926)   (696) (910)
Other comprehensive income (loss) for the period, net of income tax   17,965 (39,827)   (97,726) 49,379
             
Total comprehensive income (loss) for the period   23,948 (104,311)   (173,738) (133,672)
Attributable to NEXA’s shareholders   11,706 (112,819)   (198,367) (151,423)
Attributable to non-controlling interests   12,242 8,508   24,629 17,751
Total comprehensive income (loss) for the period   23,948 (104,311)   (173,738) (133,672)

 

 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

4 of 39

 

Book

Nexa Resources S.A.

 

Condensed consolidated interim balance sheet

All amounts in thousands of US Dollars, unless otherwise stated

 
   
    Unaudited   Audited
Assets Note September 30, 2024   December 31, 2023
Current assets        
Cash and cash equivalents   513,209   457,259
Financial investments   11,714   11,058
Other financial instruments 10 (a) 19,617   7,801
Trade accounts receivables   160,719   141,910
Inventory 11 394,687   339,671
Recoverable income tax   4,862   15,193
Other assets   91,644   86,934
    1,196,452   1,059,826
         
Assets held for sale 1 (b) 8,007   -
    8,007   -
         
Non-current assets        
Investments in equity instruments   5,807   5,649
Other financial instruments 10 (a) 1   92
Deferred income tax 8 (b) 240,935   235,073
Recoverable income tax   6,124   6,237
Other assets   126,292   129,614
Investments in associates   33,596   44,895
Property, plant and equipment 12 2,226,039   2,438,614
Intangible assets 13 861,404   909,279
Right-of-use assets 14 65,047   74,818
    3,565,245   3,844,271
         
Total assets   4,769,704   4,904,097
         
Liabilities and shareholders’ equity        
Current liabilities        
Loans and financings 15 (a) 109,928   143,196
Lease liabilities 14 25,983   21,678
Other financial instruments 10 (a) 26,039   19,077
Trade payables   400,621   451,603
Confirming payables   227,226   234,385
Dividends payable   2,581   2,830
Asset retirement, restoration and environmental obligations 16 55,699   33,718
Provisions   13,406   -
Contractual obligations   30,984   37,432
Salaries and payroll charges   67,828   68,165
Tax liabilities   34,429   49,524
Other liabilities   45,321   31,186
    1,040,045   1,092,794
         
Liabilities associated with assets held for sale 1 (b) 24,291   -
    24,291   -
         
Non-current liabilities        
Loans and financings 15 (a) 1,753,416   1,582,370
Lease liabilities 14 45,042   55,727
Other financial instruments 10 (a) 37,018   27,045
Asset retirement, restoration and environmental obligations 16 231,080   281,201
   Provisions   39,963   56,787
   Deferred income tax 8 (b) 178,366   183,698
   Contractual obligations   78,209   79,680
   Other liabilities   76,542   92,758
    2,439,636   2,359,266
 Total liabilities   3,503,972   3,452,060
         
Shareholders’ equity        
Attributable to NEXA’s shareholders   998,957   1,197,324
Attributable to non-controlling interests     266,775   254,713
    1,265,732   1,452,037
Total liabilities and shareholders’ equity     4,769,704   4,904,097

 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

5 of 39

 

Nexa Resources S.A.

 

Condensed consolidated interim statement of cash flows

Unaudited

Periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
   
    Three-month period ended   Nine-month period ended
  Note 2024 2023   2024 2023
Cash flows from operating activities            
Income (loss) before income tax   48,743 (64,125)   (56,676) (191,102)
Depreciation and amortization 5 82,281 75,607   233,561 223,501
Impairment loss (reversal) of long-lived assets 18 (17,592) 1,910   25,399 59,097
Share in the results of associates   (5,442) (6,328)   (16,499) (17,403)
Interest and foreign exchange effects   55,542 37,381   167,024 104,802
Gain (loss) on sale and write-off of property, plant and equipment 6 6,720 (115)   6,923 1,172
Tax voluntary disclosure – VAT discussions   - 15,649   - 86,290
Changes in provisions and other assets impairments     7,509 (12,368)   32,110 (34,437)
Changes in fair value of loans and financings 15 (d) (872) 296   2,703 511
Debt modification gain 15 (d) - -   (3,142) -
Changes in fair value of derivative financial instruments 10 (c) 1,350 5,252   901 (12,176)
Changes in fair value of energy forward contracts 10 (d) (3,636) (2,272)   (11,827) 7,429
Changes in fair value of offtake agreement 10 (e) 3,397 (998)   23,971 (1,013)
Contractual obligations  4 (i) 21,084 2,323   21,084 2,323
Price cap realized in offtake agreement 10 (e) (939) -   (2,470) -
Decrease (increase) in assets            
Trade accounts receivable   (1,339) (30,938)   (73,439) 54,365
Inventory   (15,825) 54,888   (88,893) 115,068
Other financial instruments   1,017 (507)   (2,617) 15,487
Other assets   (5,134) (25,645)   (60,495) (73,191)
Increase (decrease) in liabilities            
Trade payables   (9,344) 49,138   14,176 (92,215)
Confirming payables   3,056 19,585   (5,331) 43,003
Other liabilities   (15,345) 21,215   32,445 (10,880)
Cash provided by operating activities   155,231 139,948   238,908 280,631
             
Interest paid on loans and financings 15 (d) (26,852) (29,414)   (83,474) (88,462)
Interest paid on lease liabilities 14 (b) (1,507) (1,854)   (6,012) (3,828)
Premium paid on bonds repurchase 15 (c) (5,080) -   (7,069) -
Income tax paid   (9,875) (8,338)   (34,750) (45,795)
Net cash provided by operating activities   111,917 100,342   107,603 142,546
             
Cash flows from investing activities            
Additions of property, plant and equipment   (53,437) (82,845)   (191,884) (199,350)
Additions of intangible assets 13 (a) (1,488) (1,421)   (4,920) (1,506)
Net sales of financial investments   4,231 15,454   6,142 19,968
Proceeds from the sale of property, plant and equipment   419 (165)   531 200
Dividends received   6,475 9,199   16,158 15,732
Net cash used in investing activities   (43,800) (59,778)   (173,973) (164,956)
Cash flows from financing activities            
New loans and financings 15 (d) - 60   798,147 60
Debt issue costs 15 (d) - -   (7,553) -
Payments of loans and financings 15 (d) (6,502) (7,191)   (634,570) (20,020)
Payments of lease liabilities 14 (b) (5,048) (3,803)   (15,518) (9,000)
Dividends paid 1 (c)  (6,891) (13,281)   (11,319) (13,281)
Payments of share premium   - -   - (25,000)
Net cash provided by (used in) financing activities   (18,441) (24,215)   129,187 (67,241)
             
Foreign exchange effects on cash and cash equivalents   1,587 (2,732)   (6,867) 6,150
             
Increase (decrease) in cash and cash equivalents   51,263 13,617   55,950 (83,501)
 Cash and cash equivalents at the beginning of the period   461,946 400,708   457,259 497,826
Cash and cash equivalents at the end of the period   513,209 414,325   513,209 414,325
Non-cash investing and financing transactions            
  Additions to right-of-use assets     - (13,282)   (17,004) (58,117)

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

6 of 39

 

Nexa Resources S.A.

 

Condensed consolidated interim statement of changes in shareholder’s equity

Unaudited

For the nine-month period ended on September 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
June 30, 2023 132,438 1,012,629 1,245,418 (865,749) (148,176) 1,376,560 277,252 1,653,812
 Net (loss) income for the period - - - (74,858) - (74,858) 10,374 (64,484)
 Other comprehensive loss for the period   - - - - (37,961) (37,961) (1,866) (39,827)
 Total comprehensive (loss) income for the period   - - - (74,858) (37,961) (112,819) 8,508 (104,311)
 Dividends distribution to non-controlling interests - - - - - - (12,397) (12,397)
 Total distributions to shareholders   - - - - - - (12,397) (12,397)
September 30, 2023 132,438 1,012,629 1,245,418 (940,607) (186,137) 1,263,741 273,363 1,537,104

 

  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
June 30, 2024 132,438 1,012,629 1,245,418 (1,136,409) (266,825) 987,251 254,533 1,241,784
 Net (loss) income for the period - - - (5,152) - (5,152) 11,135 5,983
 Other comprehensive income for the period   - - - - 16,858 16,858 1,107 17,965
 Total comprehensive (loss) income for the period   - - - (5,152) 16,858 11,706 12,242 23,948
At September 30, 2024 132,438 1,012,629 1,245,418 (1,141,561) (249,967) 998,957 266,775 1,265,732

 

 

 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

7 of 39

 

Nexa Resources S.A.

 

Condensed consolidated interim statement of changes in shareholder’s equity

Unaudited

For the nine-month period ended on September 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 (743,162) (232,159) 1,440,164 268,009 1,708,173
 Net (loss) income for the period - - - (197,445) - (197,445) 14,394 (183,051)
 Other comprehensive income for the period - - - - 46,022 46,022 3,357 49,379
 Total comprehensive income for the period - - - (197,445) 46,022 (151,423) 17,751 (133,672)
 Share premium distribution to NEXA's shareholders - USD 0.19 per share - (25,000) - - - (25,000) - (25,000)
 Dividends distribution to non-controlling interests - - - - - - (12,397) (12,397)
 Total distributions to shareholders - (25,000) - - - (25,000) (12,397) (37,397)
At September 30, 2023 132,438 1,012,629 1,245,418 (940,607) (186,137) 1,263,741 273,363 1,537,104

 

 

 

  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 (1,035,032) (158,129) 1,197,324 254,713 1,452,037
 Net (loss) income for the period - - - (106,529) - (106,529) 30,517 (76,012)
 Other comprehensive loss for the period   - - - - (91,838) (91,838) (5,888) (97,726)
 Total comprehensive (loss) income for the period - - - (106,529) (91,838) (198,367) 24,629 (173,738)
 Dividends distribution to non-controlling interests - note 1 (c) - - - - - - (12,567) (12,567)
 Total distributions to shareholders - - - - - - (12,567) (12,567)
September 30, 2024 132,438 1,012,629 1,245,418 (1,141,561) (249,967) 998,957 266,775 1,265,732

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

8 of 39

 

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
   
1General information

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, transitioned into 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 nine-month periods ended on September 30, 2024

(a)New loans and financings operations

 

During the nine-month period Nexa entered several loans and financing transactions pursuant to its review of its debt profiles and liability management strategy. Below is a summary of the main transactions:

In March 2024, Nexa Recursos Minerais (Nexa BR) entered 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 EUR to BRL. 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.

(b)Assets held for sale and divestments

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).

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

On July 1, 2024, Nexa successfully concluded the sale transaction of the Morro Agudo Complex in Minas Gerais, Brazil. According to the sales agreement, Nexa was entitled to receive an amount of approximately BRL 60,565 (USD 10,895) from the purchaser.

As part of the portfolio review, the Company initiated a structured process to sell its non-operational Peruvian subsidiary, Minera Pampa de Cobre S.A.C. (owner of the Chapi copper mine) as well as Compañía Minera Cerro Colorado S.A.C. (owner of the greenfield Pukaqaqa Project). During the third quarter of 2024, Nexa signed two definitive agreements for the sale of the respective subsidiaries. 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. 

The closing of both transactions is subject to certain conditions precedent and is expected to occur in the coming months.

(c)Dividends distribution

On April 30, 2024, Pollarix's shareholders 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 made a first payment on June 24, 2024, in the amount of USD 4,327 (BRL 22,567) and a second payment on September 27, 2024, in the amount of USD 6,891 (BRL 38,212). Both payments were made 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). Pollarix received a first payment on May 24, 2024, in the amount of USD 9,683 (BRL 50,497) and a second payment on August 22, 2024, in the amount of USD 6,475 (BRL 35,909). Both payments were made in cash from the outstanding amount of the dividend distribution.

2Information 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 judgment 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.

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

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).

The presentation of segments results and reconciliation to income before income tax in the consolidated income statement is as follows:

     

 

Three-month period ended
September 30, 2024

   Mining  Smelting Intersegment sales Adjustments Consolidated
Net revenue 324,713 524,367 (153,480) 13,876 709,476
Cost of sales  (247,394)  (474,465)  153,480  (14,517)  (582,896)
Gross profit  77,319  49,902  -     (641)  126,580
           
Selling, General and administrative  (14,271)  (13,265)  -     (1,952)  (29,488)
Mineral exploration and project evaluation  (13,626)  (2,992)  -     554  (16,064)
Impairment (loss) reversal of long-lived assets  17,592  -     -     -     17,592
Other income and expenses, net  (15,751)  56  -     1,836  (13,859)
 Operating (loss) income  51,263  33,701  -     (203)  84,761
           
Depreciation and amortization  63,079  18,892  -     310  82,281
Miscellaneous adjustments  13,793  2,076  -     -     15,869
Adjusted EBITDA  128,135  54,669  -     107  182,911
Change in fair value of offtake agreement - Note 10 (i)        (2,458)
Impairment reversal of long-lived assets - Note 18       17,592
Loss on sale of property, plant and equipment          (6,720)
Remeasurement in estimates of asset retirement obligations – Note 16 (a)    (5,111)
Remeasurement adjustment of streaming agreement – Note 4  (21,084)
Change in fair value of energy forward contracts Note 10(d)/(iii)       3,636
Other restoration obligations (iv)          38
Divestment and restructuring (v)          4,713
Dividends received in cash - note 1(c)/(vi)          (6,475)
Miscellaneous adjustments           (15,869)
Depreciation and amortization           (82,281)
Share in result of associate         5,442
Net financial results           (41,460)
Income before income tax          48,743

 

 

 

 

11 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

       

Three-month period

September 30, 2023

   Mining  Smelting Intersegment sales Adjustments Consolidated
Net revenues 272,566 484,157  (109,959) 2,570 649,334
Cost of sales  (244,857)  (438,698) 109,959  (7,705)  (581,301)
Gross profit 27,709 45,459 -     (5,135) 68,033
           
Selling, General and administrative  (16,309)  (14,963) -     (1,733)  (33,005)
Mineral exploration and project evaluation  (27,566)  (1,987) -    -     (29,553)
Impairment loss of long-lived assets  (1,910) -    -    -     (1,910)
Other income and expenses, net  (2,968)  (3,166) -     (1,053)  (7,187)
Operating (loss) income  (21,044) 25,343 -     (7,921)  (3,622)
           
Depreciation and amortization 54,010 21,142 -    455 75,607
Miscellaneous adjustments 11,252 3,328 -    -    14,580
Adjusted EBITDA 44,218 49,813 -     (7,466) 86,565
Change in fair value of offtake agreement - Note 10 (i)    998
Impairment loss of long-lived assets - Note 18        (1,910)
Aripuanã ramp-up impacts (ii)          (3,550)
Loss on sale and write-off of property, plant and equipment     115
Remeasurement in estimates of asset retirement obligations - Note 16 (a)   2,636
Remeasurement adjustment of streaming agreement      (2,323)
Change in fair value of energy forward contracts - Note 10 (d) / (iii) 2,272
Tax voluntary disclosure - VAT Discussion         (12,818)
Miscellaneous adjustments          (14,580)
Depreciation and amortization           (75,607)
Share in Result of associate           6,328
Net financial results           (66,831)
Loss before income tax          (64,125)

 

 

 

 

     

Nine-month period ended

September 30, 2024

   Mining  Smelting Intersegment sales Adjustments Consolidated
Net revenues 995,991 1,450,370  (446,870) 26,072 2,025,563
Cost of sales (755,261) (1,296,924) 446,870  (25,475)  (1,630,790)
Gross profit 240,730 153,446 -    597 394,773
           
Selling, General and administrative  (47,377)  (42,831) -     (2,980)  (93,188)
Mineral exploration and project evaluation  (41,452)  (5,929) -    608  (46,773)
Impairment loss of long-lived assets  (25,399) -    -    -     (25,399)
Other income and expenses, net  (82,915) 6,599 -    1,586  (74,730)
Operating (loss) income 43,587 111,285 -     (189) 154,683
           
Depreciation and amortization 173,820 58,372 -    1,369 233,561
Miscellaneous adjustments 124,878 4,303 -    -    129,181
Adjusted EBITDA 342,285 173,960 -    1,180 517,425
Change in fair value of offtake agreement - Note 10 (e)/(i)    (21,501)
Impairment loss of long-lived assets - Note 18      (25,399)
Impairment of other assets          (307)
Aripuanã ramp-up impacts (ii)          (25,158)
Loss on sale of property, plant and equipment          (6,923)
Remeasurement in estimates of asset retirement obligations – Note 16 (a)      (22,488)
Remeasurement adjustment of streaming agreement – Note 4      (21,084)
Change in fair value of energy forward contracts Note 10(d)/(iii)   11,827
Other restoration obligations (iv)          (1,089)
Divestment and restructuring (v)          (901)
Dividends received in cash - note 1(c)/(vi)          (16,158)
Miscellaneous adjustments           (129,181)
Depreciation and amortization           (233,561)
Share in Result of associate           16,499
Net financial results           (227,858)
Loss before income tax           (56,676)
                 

 

 

 

12 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

     

Nine-month period ended

September 30, 2023

   Mining  Smelting Intersegment sales Adjustments Consolidated
Net revenues 808,524 1,492,592  (356,621)  (1,139) 1,943,356
Cost of sales  (743,569)  (1,322,254) 356,621  (4,456)  (1,713,658)
Gross profit 64,955 170,338 -     (5,595) 229,698
           
Selling, General and administrative  (45,256)  (45,697) -     (3,000)  (93,953)
Mineral exploration and project Development  (66,475)  (6,340) -    -     (72,815)
Impairment loss of long-lived assets  (59,097) -    -    -     (59,097)
Other income and expenses, net  (59,385)  (22,852) -    3,502  (78,735)
Operating (loss) income (165,258) 95,449 -     (5,093)  (74,902)
           
Depreciation and amortization 162,895 59,713 -    893 223,501
Miscellaneous adjustments 111,956 35,658 -    -    147,614
Adjusted EBITDA 109,593 190,820 -    (4,200) 296,213
Change in fair value of offtake agreement (i)         1,013
Impairment loss of long-lived assets          (59,097)
Aripuanã ramp-up impacts (ii)          (5,388)
Loss on sale and write-off of property, plant and equipment       (1,172)
Remeasurement in estimates of asset retirement obligations - Note 16 (a)    2,773
Remeasurement adjustment of streaming agreement       (2,323)
Change in fair value of energy forward contracts - Note 10 (d) / (iii)   (7,429)
 Tax voluntary disclosure - VAT Discussion          (75,991)
Miscellaneous adjustments          (147,614)
Depreciation and amortization           (223,501)
Share in Result of associate           17,403
Net financial results           (133,603)
Loss before income tax          (191,102)

 

(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 nine-month period ended on September 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 the effects of restructuring obligations, and the gain or loss related to the divestment of assets held for sale, as mentioned in note 6. These amounts are excluded from the Adjusted EBITDA calculation, as they do not specifically reflect Nexa’s operational performance.

 

13 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

(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 the nine months ended on September 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 on September 30, 2024, would have been USD 3,920 and USD 2,555 for the mining and smelting segments, respectively, and (ii) for the nine months ended September 30, 2024, would have been USD 5,043 and USD 11,115 for mining and smelting segments, respectively.

3Basis of preparation of the condensed consolidated interim financial statements

These condensed consolidated interim financial statements as at and for the three and nine-month periods ended on September 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 September 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 September 30, 2024, and 2023 in accordance with SEC Final Rule Release No. 33-10532, Disclosure Update and Simplification.

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 nine-month periods ended on September 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 nine-month periods ended on September 30, 2024, were approved on October 31, 2024, to be issued in accordance with a resolution of the Board of Directors.

 

14 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
3.1Revision of the previously issued consolidated financial statements

 

During the three-month period ended on September 30,2024, the Company identified a misstatement in the previously issued consolidated financial statements for the year 2023 and 2022, and in the previously issued condensed consolidated interim financial statements for periods ended March 31, June 30 and September 30, 2023, and 2024. As a result, the comparative information for the year ended December 31, 2023, and for the period ended September 30, 2023, were revised to reflect the adjustments.

 

Right-of-use assets and lease liabilities

The Company identified an error in the recognition of contracts containing lease arrangements. This error resulted in the non-recognition of right-of-use assets and lease liabilities, as well as the misstatement of costs and expenses that should have impacted the Company’s results through the amortization of right-of-use assets and interest expense on the lease liabilities, instead of being recorded as costs and operational expenses related to third-party services. This adjustment led to the recognition of right-of-use assets of USD 63,590 and lease liabilities of USD 68,187 as of December 31, 2023, affecting the Company’s income statements, as shown in the charts below. The difference between the incorrectly recognized expenses in previous periods and the revised amounts as per the adjustments in the amortization of the right-of-use assets and the lease liability interest, was recorded to retained earnings (or cumulative deficit) in the statement of changes in shareholders’ equity, as of January 1st, 2023.

 

The Company’s management performed quantitative and qualitative analysis and concluded that those adjustments were not material to the previously issued financial statements as of and for the years ended December 31, 2023, and 2022 and condensed consolidated interim financial statements for the nine and three-months ended on September 30, 2023. Nevertheless, in order to keep consistency among the figures presented, the comparative information for the year ended December 31, 2023, and for the quarter ended September 30, 2023, were revised, and disclosure of the revised amounts on other prior periods will be reflected in future filings containing the applicable period.

 

3.1.1Consolidated financial impacts

 

The following tables present the adjustments and the revised figures to the previously issued consolidated financial statements.

 

15 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

(a)Consolidated income statement

 

  (As previously reported)   Adjustments   (Revised)
Three-month period ended Nine-month period ended   Three-month period ended Nine-month period ended   Three-month period ended Nine-month period ended
September 30,2023 September 30,2023   September 30, 2023 September 30, 2023   September 30,2023 September 30,2023
Cost of sales (582,546) (1,715,383)   1,245 1,725   (581,301) (1,713,658)
Gross profit 66,788 227,973   1,245 1,725   68,033 229,698
                 
Operating expenses                
Selling, general and administrative (33,108) (94,209)   103 256   (33,005) (93,953)
Mineral exploration and project evaluation (29,559) (72,848)   6 33   (29,553) (72,815)
  (71,764) (304,889)   109 289   (71,655) (304,600)
 Operating (loss) income (4,976) (76,916)   1,354 2,014   (3,622) (74,902)
                 
Net financial results                
Financial income 8,359 20,676   (557) 290   7,802 20,966
Financial expenses (45,316) (151,094)   (1,917) (3,797)   (47,233) (154,891)
  (64,357) (130,096)   (2,474) (3,507)   (66,831) (133,603)
                 
Loss before income tax (63,005) (189,609)   (1,120) (1,493)   (64,125) (191,102)
                 
Income tax benefit (expense) (359) 8,051   - -   (359) 8,051
                 
Net loss for the period (63,364) (181,558)   (1,120) (1,493)   (64,484) (183,051)
Attributable to NEXA's shareholders (73,738) (195,952)   (1,120) (1,493)   (74,858) (197,445)
Attributable to non-controlling interests 10,374 14,394   - -   10,374 14,394
Net loss for the period (63,364) (181,558)   (1,120) (1,493)   (64,484) (183,051)
Weighted average number of outstanding shares – in thousands 132,439 132,439   - -   132,439 132,439
Basic and diluted loss per share – USD (0.56) (1.48)   (0.01) (0.01)   (0.57) (1.49)

 

(b)Consolidated statement of comprehensive income

 

  (As previously reported)   Adjustments   (Revised)
Three-month period ended Nine-month period ended Three-month period ended Nine-month period ended Three-month period ended Nine-month period ended
September 30,2023 September 30,2023 September 30,2023 September 30,2023 September 30,2023 September 30,2023
Net loss for the period (63,364) (181,558)   (1,120) (1,493)   (64,484) (183,051)
                 
Translation adjustment of foreign subsidiaries (38,507) 49,355   (414) (210)   (38,921) 49,145
                 
Other comprehensive loss for the period, net of income tax (102,777) (131,969)   (1,534) (1,703)   (104,311) (133,672)
Attributable to NEXA’s shareholders (111,285) (149,720)   (1,534) (1,703)   (112,819) (151,423)
Attributable to non-controlling interests 8,508 17,751   - -   8,508 17,751
Other comprehensive loss for the period, net of income tax (102,777) (131,969)   (1,534) (1,703)   (104,311) (133,672)

 

 

16 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

(c)Consolidated balance sheet

 

  (As previously reported) Adjustments (Revised)
  December 31, 2023   December 31, 2023
 Non-current assets      
Right-of-use assets 11,228 63,590 74,818
  3,780,681 63,590 3,844,271
Total assets 4,840,507 63,590 4,904,097
Liabilities and shareholders’ equity      
Current liabilities      
Lease liabilities 3,766 17,912 21,678
  1,074,882 17,912 1,092,794
Non-current liabilities      
Lease liabilities 5,452 50,275 55,727
  2,308,991 50,275 2,359,266
 Total liabilities 3,383,873 68,187 3,452,060
Shareholders’ equity      
Attributable to NEXA’s shareholders 1,201,921 (4,597) 1,197,324
   Attributable to non-controlling interests   254,713 - 254,713
  1,456,634 (4,597) 1,452,037
 Total liabilities and shareholders’ equity   4,840,507 63,590 4,904,097

 

(d)Consolidated cash flow

 

            (As previously reported)     Adjustments     (Revised)
Three-month period ended Nine-month period ended   Three-month period ended Nine-month period ended   Three-month period ended Nine-month period ended
September 30, 2023 September 30, 2023   September 30, 2023

September 30,

2023

  September 30, 2023 September 30, 2023
   Loss before income tax (63,005) (189,609)   (1,120) (1,493)   (64,125) (191,102)
   Depreciation and amortization 72,095 215,520   3,512 7,981   75,607 223,501
   Interest and foreign exchange effects 34,802 101,296   2,579 3,506   37,381 104,802
 Cash provided by operating activities 134,976 270,636   4,972 9,995   139,948 280,631
   Interest paid on lease liabilities (28) (163)   (1,826) (3,665)   (1,854) (3,828)
Net cash provided by operating activities 97,196 136,216   3,146 6,330   100,342 142,546
   Payments of lease liabilities (657) (2,670)   (3,146) (6,330)   (3,803) (9,000)
 Net cash used in financing activities (21,069) (60,911)   (3,146) (6,330)   (24,215) (67,241)

Increase (decrease) in cash and cash

equivalents

13,617 (83,501)   - -   13,617 (83,501)

Cash and cash equivalents at the

beginning of the period

400,708 497,826   - -   400,708 497,826

Cash and cash equivalents at the end

of the period

414,325 414,325   - -   414,325 414,325
 Non-cash investing and financing transactions            
   Additions to right-of-use assets (4,462) (4,462)   (8,820) (53,655)   (13,282) (58,117)

 

(e)Consolidated Reconciliation of income tax expense

 

Nine-month period ended

  (As previously reported) Adjustments (Revised)
  September 30, 2023   September 30, 2023
 Loss before income tax (189,609) (1,493) (191,102)
Income tax benefit at statutory rate 47,288 373 47,661
 Difference in tax rate of subsidiaries outside Luxembourg 21,158 134 21,292
 Other permanent tax differences (9,495) (507) (10,002)

 

Three-month period ended

  (As previously reported) Adjustments (Revised)
  September 30, 2023   September 30, 2023
 Loss before income tax (63,005) (1,120) (64,125)
Income tax benefit at statutory rate 15,713 280 15,993
 Difference in tax rate of subsidiaries outside Luxembourg 2,534 100 2,634
 Other permanent tax differences (7,425) (380) (7,805)

 

17 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
(f)Consolidated information by business segment
                    Three-month period ended
                    September 30, 2023
    (As previously reported)       (Adjustments)        (Revised)
   Mining  Smelting Consolidated    Mining  Smelting Consolidated    Mining  Smelting Consolidated
Cost of sales  (245,937)  (438,863)  (582,546)   1,080 165 1,245    (244,857)  (438,698)  (581,301)
Gross profit     26,629     45,294          66,788                1,080          165             1,245        27,709     45,459          68,033
Selling, General and administrative    (16,372)    (15,003)         (33,108)                    63           40                103      (16,309)   (14,963)         (33,005)
Mineral exploration and project Development  (27,572)  (1,987)  (29,559)   6 -    6    (27,566)  (1,987)  (29,553)
 Operating (loss) income    (22,193)     25,138           (4,976)                1,149         205             1,354      (21,044)     25,343          (3,622)
Depreciation and amortization 51,381 20,259 72,095   2,629 883 3,512   54,010 21,142 75,607
Adjusted EBITDA     40,440     48,725           81,699                3,778      1,088            4,866        44,218     49,813           86,565
Depreciation and amortization      (72,095)        (3,512)        (75,607)
Net financial results             (64,357)                 (2,474)               (66,831)
Loss before income tax             (63,005)                  (1,120)               (64,125)
                    Nine-month period ended
                    September 30, 2023
     (As previously reported)       (Adjustments)       (Revised)
   Mining  Smelting Consolidated    Mining  Smelting Consolidated    Mining  Smelting Consolidated
Cost of sales  (745,029)  (1,322,519)  (1,715,383)   1,460 265 1,725    (743,569)  (1,322,254)  (1,713,658)
Gross profit     63,495     170,073                           227,973                1,460         265              1,725        64,955     170,338        229,698
Selling, General and administrative    (45,413)     (45,796)                          (94,209)                   157           99                256      (45,256)     (45,697)         (93,953)
Mineral exploration and project Development  (66,512)  (6,336)  (72,848)   37  (4) 33    (66,475)  (6,340)  (72,815)
 Operating (loss) income   (166,912)      95,089                           (76,916)                1,654         360              2,014     (165,258)      95,449         (74,902)
Depreciation and amortization 156,856 57,771 215,520   6,039 1,942 7,981   162,895 59,713 223,501
Adjusted EBITDA    101,900     188,518                           286,218               7,693      2,302             9,995      109,593    190,820         296,213
Depreciation and amortization      (215,520)        (7,981)        (223,501)
Net financial results                             (130,096)                  (3,507)             (133,603)
Loss before income tax                             (189,609)                  (1,493)              (191,102)
                       

 

(g)Consolidated statement of changes in shareholders’ equity

 

  (As previously reported)   Adjustments   (Revised)
  Retained earnings (cumulative deficit) Accumulated other comprehensive loss Total NEXA’s shareholders  Total shareholders’ equity  

Retained earnings

(cumulative deficit)

Accumulated other comprehensive loss Total NEXA’s shareholders  Total shareholders’ equity   Retained earnings (cumulative deficit) Accumulated other comprehensive loss Total NEXA’s shareholders  Total shareholders’ equity
June 30, 2023 (863,295) (148,380) 1,378,810 1,656,062   (2,454) 204 (2,250) (2,250)   (865,749) (148,176) 1,376,560 1,653,812
 Net loss for the period   (73,738) - (73,738) (63,364)   (1,120) - (1,120) (1,120)   (74,858) - (74,858) (64,484)
 Other comprehensive loss for the period   - (37,547) (37,547) (39,413)   - (414) (414) (414)   - (37,961) (37,961) (39,827)

Total comprehensive loss

for the period

(73,738) (37,547) (111,285) (102,777)   (1,120) (414) (1,534) (1,534)   (74,858) (37,961) (112,819) (104,311)
September 30, 2023 (937,033) (185,927) 1,267,525 1,540,888   (3,574) (210) (3,784) (3,784)   (940,607) (186,137) 1,263,741 1,537,104
                             

 

 

18 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

  (As previously reported)   Adjustments   (Revised)
  Retained earnings (cumulative deficit) Accumulated other comprehensive (loss) income Total NEXA’s shareholders  Total shareholders’ equity  

Retained earnings

(cumulative deficit)

Accumulated other comprehensive loss Total NEXA’s shareholders  Total shareholders’ equity   Retained earnings (cumulative deficit) Accumulated other comprehensive income (loss) Total NEXA’s shareholders  Total shareholders’ equity
January 1, 2023 (741,081) (232,159) 1,442,245 1,710,254   (2,081) - (2,081) (2,081)   (743,162) (232,159) 1,440,164 1,708,173
 Net loss for the period   (195,952) - (195,952) (181,558)   (1,493) - (1,493) (1,493)   (197,445) - (197,445) (183,051)
 Other comprehensive (loss) income for the period   - 46,232 46,232 49,589   - (210) (210) (210)   - 46,022 46,022 49,379

Total comprehensive (loss) income

for the period

(195,952) 46,232 (149,720) (131,969)   (1,493) (210) (1,703) (1,703)   (197,445) 46,022 (151,423) (133,672)
September 30, 2023 (937,033) (185,927) 1,267,525 1,540,888   (3,574) (210) (3,784) (3,784)   (940,607) (186,137) 1,263,741 1,537,104

 

(h)Consolidated Expense by nature

 

   (As previously reported)   Adjustments   (Revised)
  Three-month period ended   Three-month period ended   Three-month period ended
  September 30, 2023   September 30, 2023   September 30, 2023
 

Cost of

sales

Selling, general and administrative Mineral exploration and project evaluation Total   Cost of sales

Selling,

general and administrative

Mineral exploration and project evaluation Total   Cost of sales Selling, general and administrative Mineral exploration and project evaluation Total
Third-party services   (125,821)   (11,995)   (20,157)   (157,973)     4,404   426   36   4,866    (121,417)  (11,569)  (20,121)  (153,107)
Depreciation and amortization   (71,501)   (578)   (16)   (72,095)     (3,159)   (323)   (30)   (3,512)       (74,660)  (901)  (46)  (75,607)
    (582,546)   (33,108)   (29,559)   (645,213)   1,245   103   6 1,354       (581,301)      (33,005)  (29,553) (643,859)

 

  (As previously reported)   Adjustments   (Revised)
   Nine-month period ended   Nine-month period ended   Nine-month period ended
  September 30, 2023   September 30, 2023   September 30, 2023
 

Cost of

sales

Selling, general and administrative Mineral exploration and project evaluation Total   Cost of sales

Selling,

general and administrative

Mineral exploration and project evaluation Total  

Cost of

sales

Selling, general and administrative Mineral exploration and project evaluation Total
Third-party services   (379,022)   (33,848)   (50,754)   (463,624)     8,716   1,161   118   9,995   (370,306) (32,687) (50,636) (453,629)
Depreciation and amortization   (213,543)   (1,951)   (26)   (215,520)     (6,991)   (905)   (85)   (7,981)   (220,534) (2,856) (111) (223,501)
  (1,715,383)   (94,209)   (72,848) (1,882,440)     1,725   256   33   2,014   (1,713,658) (93,953) (72,815) (1,880,426)
                             

 

19 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
(i)Consolidated Net financial results

 

  (As previously reported)   Adjustments    (Revised) 
  Three-month period ended Nine-month period ended   Three-month period ended Nine-month period ended   Three-month period ended Nine-month period ended
  September 30, 2023 September 30, 2023   September 30, 2023 September 30, 2023   September 30, 2023 September 30, 2023
Financial income                
 Other financial income 5,145 11,102    (557) 290   4,588 11,392
            5,145          11,102              (557)             290            4,588         11,392
                 
Financial expenses                

Interest on lease liabilities - note 14

 (1)  (167)    (1,917)  (3,797)    (1,918)                (3,964)
                 (1)            (167)            (1,917)         (3,797)            (1,918)        (3,964)
Net financial results       (64,357)     (130,096)           (2,474)         (3,507)         (66,831)     (133,603)

 

 

(j)Consolidated changes in lease labilities

 

 

  (As previously reported) Adjustments (Revised)
  December 31, 2023   December 31, 2023
 Balance at the beginning of the year   5,021   22,184   27,205
New contracts   10,304   58,124   68,428
lease contract write-offs   -   (6,790)   (6,790)
Payments of lease liabilities   (5,818)   (9,352)   (15,170)
Interest paid on lease liabilities   (553)   (5,533)   (6,086)
Remeasurement   (198)   1,303   1,105
Accrued interest– note 7   427   5,705   6,132
Foreign exchange effects   35   2,546   2,581
 Balance at the end of the year   9,218   68,187   77,405
   Current liabilities   3,766   17,912   21,678
   Non-current liabilities   5,452   50,275   55,727

 

 

  (As previously reported) Adjustments (Revised)
  September 30, 2023   September 30, 2023
 Balance at the beginning of the period   5,021   22,184   27,205
New contracts   4,462   53,665 58,117
lease contract write-offs   -   (6,790)   (6,790)
Payments of lease liabilities   (2,670)   (6,330)   (9,000)
Interest paid on lease liabilities   (163) (3,665)   (3,828)
Remeasurement   (1,065)   1,143   78
Accrued interest– note 7   167   3,797   3,964
Foreign exchange effects   54   747   801
 Balance at the end of the period   5,806   64,741   70,547
   Current liabilities   2,396   16,580   18,976
   Non-current liabilities   3,410   48,161   51,571

 

 

 

 

 

 

20 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
(k)Consolidated changes in right-of-use

 

 

 

 

    (As previously reported)         Adjustments       (Revised)
        December 31, 2023         December 31, 2023       December 31, 2023
  Buildings

Machinery, equipment

, and facilities

IT
equipment
Vehicles Total   Buildings Machinery, equipment, and facilities IT
equipment
Vehicles Total   Buildings Machinery, equipment, and facilities IT
equipment
Vehicles Total
 Balance at the beginning of the year                                  
Cost 7,300 18,106 282 18,830 44,518   8,482 14,214 756  (12,362) 11,090   15,782 32,320 1,038 6,468 55,608
Accumulated amortization  (4,467)  (15,394)  (84)  (17,678) (37,623)   100  (3,880)  (473) 13,266 9,013    (4,367)  (19,274)  (557)  (4,412)  (28,610)
 Balance at the beginning of the year      2,833         2,712           198 1,152    6,895        8,582       10,334          283             904      20,103   11,415       13,046           481          2,056   26,998
New contracts 375 7,109 117 2,703 10,304   73 49,131 -     8,920 58,124   448 56,240 117 11,623 68,428
Disposals and write-offs -     (874) -    -     (874)   -     (6,500) -    -     (6,500)   -     (7,374) -    -     (7,374)
Amortization  (1,034)  (1,874)  (61)  (1,884)  (4,853)    (190)  (10,021)  (153)  (1,718)  (12,082)    (1,224)  (11,895)  (214)  (3,602)  (16,935)
Remeasurement 197  (275)  (120) -      (198)   795 422 86 -     1,303   992 147  (34) -     1,105
Transfers  (114)  (114)      (114)  (114)
Foreign exchange effects 17 45  (1) 7 68   710 1,705 18 209 2,642   727 1,750 17 216 2,710
 Balance at the end of the year      2,388        6,729           133          1,978 11,228        9,970       45,071          234           8,315      63,590       12,358       51,800          367        10,293    74,818
Cost 6,278 16,079 317 22,766 45,440   10,049 59,553 747  (4,227) 66,122   16,327 75,632 1,064 18,539 111,562
Accumulated amortization  (3,890)  (9,350)  (184)  (20,788) (34,212)    (79)  (14,482) (513) 12,542  (2,532)    (3,969)  (23,832)  (697)  (8,246)  (36,744)
 Balance at the end of the year 2,388 6,729 133 1,978 11,228   9,970 45,071 234 8,315 63,590   12,358 51,800 367 10,293 74,818

 

      (As previously reported)         Adjustments       (Revised)
       September 30, 2023         September 30, 2023       September 30, 2023
  Buildings Machinery, equipment, and facilities IT
equipment
Vehicles Total   Buildings Machinery, equipment, and facilities IT
equipment
Vehicles Total   Buildings Machinery, equipment, and facilities IT
equipment
Vehicles Total
Balance at the beginning of the period                                  
Cost 7,300 18,106 282 18,830 44,518   8,482 14,214 756  (12,362) 11,090   15,782 32,320 1,038 6,468 55,608
Accumulated amortization  (4,467)  (15,394)  (84) (17,678) (37,623)   100  (3,880)  (473) 13,266 9,013    (4,367)  (19,274)  (557)  (4,412) (28,610)
Balance at the beginning of the period 2,833 2,712           198 1,152    6,895   8,582       10,334          283 904 20,103   11,415 13,046           481 2,056 26,998
New contracts - 4,155 117 190 4,462   - 49,153 -     4,502 53,655   - 53,308 117 4,692 58,117
Disposals and write-offs -     - -    -     -   -     (6,500) -    -     (6,500)   -     (6,500) -    -     (6,500)
Amortization  (698)  (945)  (34)  (718)  (2,395)    (141)  (6,897)  (118)  (1,050)  (8,206)    (839)  (7,842)  (152)  (1,768) (10,601)
Remeasurement 204  (1,149)  (120) -      (1,065)   726 417 - -     1,143   930 (732)  (120) -     78
Transfers  (115)  (115)      (115)  (115)
Foreign exchange effects 19 (195)  - 4 (172)   380 396 10 (25) 761   399 201 10 (21) 589
Balance at the end of the period 2,358        4,463           161 628 7,610   9,547       46,903          175 4,331 60,956   11,905      51,366          336 4,959 68,566
Cost 5,799 14,752 317 19,661 40,529   9,574 57,592 632  (8,456) 59,342   15,373 72,344 949 11,205 99,871
Accumulated amortization  (3,441)  (10,289)  (156) (19,033) (32,919)    (27)  (10,689) (457) 12,787  1,614    (3,468)  (20,978)  (613)  (6,246) (31,305)
 Balance at the end of the period 2,358 4,463 161 628 7,610   9,547 46,903 175 4,331 60,956   11,905 51,366 336 4,959 68,566
                                   

 

21 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
4Net revenues
  Three-month period ended   Nine-month period ended
  2024 2023   2024 2023
Gross billing 773,757 713,640   2,211,610 2,144,955
Billing from products (i) 749,380 689,288   2,136,935 2,063,549
Billing from freight, contracting insurance services and others 24,377 24,352   74,675 81,406
Taxes on sales (62,916) (63,311)   (183,638) (199,646)
Return of products sales (1,365) (995)   (2,409) (1,953)
Net revenues 709,476 649,334   2,025,563 1,943,356

bookmark

(i) Billing from products increased in the three-month period ended on September 30, 2024, compared to the same period in 2023 mainly due to higher zinc and copper metal prices, which was partially offset by slightly lower mining and smelting sales volumes. The increase in the nine-month period ended on September 30, 2024, is mainly because of the higher volume sold in the mining segment.

Additionally, in September 2024, Nexa recognized a reduction of USD 21,084 (September 30, 2023: USD 2,323) as an annual remeasurement adjustment to its silver stream revenue previously recognized, considering the higher long-term prices and the updated mining plan for its Cerro Lindo Mining Unit. According to the Company´s silver streaming accounting policy, prices fluctuations and changes in the life of mine (“LOM) resulting from updates to mining plans are variable considerations. Therefore, revenue recognized under the streaming agreement should be adjusted to reflect these updated variables.

5Expenses by nature
      Three-month period ended
      September, 2024
  Cost of sales Selling, general and administrative Mineral exploration and project evaluation Total
Raw materials and consumables used (ii) (325,336) - - (325,336)
Third-party services (121,127) (10,787) (13,507) (145,421)
Depreciation and amortization (81,187) (857) (237) (82,281)
Employee benefit expenses (47,664) (14,170) (1,950) (63,784)
Other expenses (7,582) (3,674) (370) (11,626)
  (582,896) (29,488) (16,064) (628,448)

 

      Three-month period ended
      September, 2023
  Cost of sales Selling, general and administrative Mineral exploration and project evaluation Total
Raw materials and consumables used (326,757) - - (326,757)
Third-party services (121,417) (11,569) (20,121) (153,107)
Depreciation and amortization (74,660) (901) (46) (75,607)
Employee benefit expenses (51,209) (13,050) (4,238) (68,497)
Other expenses (7,258) (7,485) (5,148) (19,891)
  (581,301) (33,005) (29,553) (643,859)

 

22 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

 

      Nine-month period ended
      September, 2024
  Cost of sales (i/ii) Selling, general and administrative Mineral exploration and project evaluation Total
Raw materials and consumables used (ii) (858,306) - - (858,306)
Third-party services (367,970) (31,869) (33,806) (433,645)
Depreciation and amortization (230,366) (2,674) (521) (233,561)
Employee benefit expenses (153,235) (46,040) (7,170) (206,445)
Other expenses (20,913) (12,605) (5,276) (38,794)
  (1,630,790) (93,188) (46,773) (1,770,751)

 

         
      Nine-month period ended
      September, 2023
  Cost of sales Selling, general and administrative Mineral exploration and project evaluation Total
Raw materials and consumables used (954,045) - - (954,045)
Third-party services (370,306) (32,687) (50,636) (453,629)
Depreciation and amortization (220,534) (2,856) (111) (223,501)
Employee benefit expenses (150,137) (38,669) (10,402) (199,208)
Other expenses (18,636) (19,741) (11,666) (50,043)
  (1,713,658) (93,953) (72,815) (1,880,426)

(i) In the nine-month period ended on September 30, 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 9,256 as of September 30, 2023) and USD 34,591 including depreciation of USD 9,092 (USD 59,061 including depreciation of USD 17,272 as of September 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 nine-month period ended on September 30, 2024, due to a decrease in the volume sold in the Company’s smelting segment.

6Other income and expenses net
  Three-month period ended Nine-month period ended
  2024 2023 2024 2023
ICMS tax incentives (i) - 7,911 - 25,139
Changes in fair value of offtake agreement - note 10 (e) (3,397) 998 (23,971) 1,013

Changes in fair value of derivative financial instruments

– note 10 (c)

355 (456) 1,090 (1,486)
(Loss) gain on sale and write-off of property, plant and equipment (6,720) 115 (6,923) (1,172)
Changes in asset retirement, restoration and environmental obligations – note 16 (ii) (5,452) 1,908 (23,840) 1,205
Slow moving and obsolete inventory (4,098) (2,805) (11,220) (3,139)
Provision for legal claims 3,022 1,059 (1,706) (10,274)
Contribution to communities (3,786) (4,138) (9,499) (7,401)
Tax voluntary disclosure – VAT discussions - (12,818) - (75,991)

Changes in fair value of energy forward contracts

– note 10 (d)

3,636 2,272 11,827 (7,429)
Divestment and restructuring (iii) 4,713 - (901) -
Others (2,132) (1,233) (9,587) 800
  (13,859) (7,187) (74,730) (78,735)
         

(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”).

 

23 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

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) The change in the three and nine-month period ended September 30, 2024, mainly due to the update of the remeasurement discount rate and an addition of asset retirement obligation related to non-operational structures in the Peruvian subsidiary.

(iii) Refers to estimated obligations related to restructuring expenses, regarding the Morro Agudo sale agreement mentioned in note 1 (b). The sales and restructuring plan were disclosed to its employees and other stakeholders. This amount was accounted for as “Other Current Liabilities”.

7Net financial results
  Three-month period ended   Nine-month period ended
  2024 2023   2024 2023
Financial income          

Interest income on financial investments and cash

equivalents

3,604 3,100   8,709 9,265
Interest on tax credits 94 114   275 309
Other financial income 2,508 4,588   9,010 11,392
  6,206 7,802   17,994 20,966
           
Financial expenses          
Interest on loans and financings (34,023) (24,699)   (96,909) (84,031)

Interest accrual on asset retirement and

environmental obligations – note 16

(6,849) (6,989)   (20,458) (19,871)
Interest on other liabilities (2,031) (1,341)   (8,853) (5,087)
Interest on contractual obligations (3,624) (1,287)   (5,513) (3,428)
Interest on lease liabilities - note 14 (2,337) (1,918)   (6,541) (3,964)
Interest on VAT discussions (213) (2,831)   (948) (10,299)

Interest on factoring operations and confirming

Payables

(4,039) (3,687)   (11,582) (11,558)
Bonds repurchase - note 15 (c) - -   (7,069) -
Other financial expenses (6,260) (4,481)   (14,913) (16,653)
  (59,376) (47,233)   (172,786) (154,891)
           
Other financial items, net          

Changes in fair value of loans and financings

– note 15 (d)

872 (296)   (2,703) (511)
Debt modification gain - note 15 (d) - -   3,142 -

Changes in fair value of derivative financial

instruments – note 10 (c)

(51) (222)   1,274 (434)
Foreign exchange (loss) gains (i) 10,889 (26,882)   (74,779) 1,267
  11,710 (27,400)   (73,066) 322
           
  Net financial results (41,460) (66,831)   (227,858) (133,603)

 

ookmark

 

(i) The amounts for the nine-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).

 

24 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

8Current and deferred income tax
(a)Reconciliation of income tax expense

 

  Three-month period ended   Nine-month period ended
  2024 2023   2024 2023
Income (loss) before income tax (i) 48,743 (64,125)   (56,676) (191,102)
Statutory income tax rate 24.94% 24.94%   24.94% 24.94%
           
 Income tax benefit at statutory rate (12,157) 15,993   14,135 47,661
ICMS tax incentives permanent difference - 2,690   - 8,547
Tax effects of translation of non-monetary assets/liabilities to functional currency 14,553 (15,265)   6,838 6,853
Special mining levy and special mining tax (4,378) (1,410)   (6,702) (3,782)
Difference in tax rate of subsidiaries outside Luxembourg (1,722) 2,634   8,893 21,292
Tax voluntary disclosure – VAT Discussions - (5,500)   - (29,518)
Unrecognized deferred tax on net operating losses (10,627) (12,212)   (25,721) (41,262)
Estimated annual income tax effective rate effect (ii) (24,710) 20,516   (11,889) 8,262
Other permanent tax differences (3,719) (7,805)   (4,890) (10,002)
Income tax benefit (expense) (42,760) (359)   (19,336) 8,051
           
 Current   (30,777) (17,851)   (64,787) (51,308)
 Deferred   (11,983) 17,492   45,451 59,359
Income tax benefit (expense) (42,760) (359)   (19,336) 8,051

a

(i) During the period ended September 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.

(ii) The projection of the effective tax rate is carried out to approximately reflect in the interim financial statements the expected tax burden on the company’s profit by the end of the period. This considers a detailed analysis of the potential future tax factors, anticipated changes in tax legislation, and possible variations between accounting profit and the tax base. This estimate is made in accordance with IAS 34, aiming to provide a more accurate view of the impact of taxes on the company's future financial performance.

 

25 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

(b)Effects of deferred tax on income statement and other comprehensive income

Bookmark

 

 

  September 30, 2024 September 30, 2023
 Balance at the beginning of the period 51,375 (32,516)
 Effect on loss for the period 45,451 59,359
 Effect on other comprehensive (loss) income – Fair value adjustment (500) (1,403)
 Effect on other comprehensive income – Translation effect included in cumulative translation adjustment     (23,578) 3,323
 Uncertain income tax treatments (4,796) (1,405)
 Classified as assets held for sale – note 1(b) (3,348) -
 Others (2,035) -
 Balance at the end of the period 62,569 27,358
(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 September 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 September 30, 2024, is USD 480,640, which increased compared to that estimated on December 31, 2023, of USD 478,329, mainly due to: (i) the Cajamarquilla’ s new tax assessment of transfer pricing issues and the deductibility of certain expenses in the 2017 corporate income tax calculation, partially offset by the deductibility of some expenses in the 2016 corporate income tax calculation; and, (ii) a reduction in Cerro Lindo´s income tax advance payments for the years 2015, 2016 and 2017, as the debt is no longer due considering the expiration of the statute of limitations, which was partially offset by an increase in deductible expenses.

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 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 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 and believes 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 to SUNAT to continue the legal process either at 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 and cash flows.

 

26 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

9Financial instruments
(a)Breakdown by category

The Company’s financial assets and liabilities are classified as follows:

 

          September 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     513,209 - - 513,209
  Financial investments     11,714 - - 11,714
  Other financial instruments    10 (a) - 19,618 - 19,618
  Trade accounts receivables     33,297 127,422 - 160,719
  Investments in equity instruments     - - 5,807 5,807
  Related parties (i)   2 - - 2
    558,222 147,040 5,807 711,069
 Liabilities per balance sheet          
  Loans and financings    15 (a) 1,771,846 91,498 - 1,863,344
  Lease liabilities     71,025 - - 71,025
  Other financial instruments    10 (a) - 63,057 - 63,057
  Trade payables     400,621 - - 400,621
  Confirming payables     227,226 - - 227,226
  Use of public assets (ii)     19,900 - - 19,900
  Related parties (ii)     5,346 - - 5,346
    2,495,964 154,555 - 2,650,519

 

          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
 Derivative 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 3.1.1 (c)  77,405 - - 77,405
  Other 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
    2,424,224 137,525 - 2,561,749

Bookmark

(i) Classified as “Other assets” in the consolidated balance sheet.

(ii) Classified as “Other liabilities” in the consolidated balance sheet.

 

 

 

 

 

 

27 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
(b)Fair value by hierarchy

Bookmark

 

 

 

 

              September 30, 2024
   Note   Level 1   Level 2 (ii)   Total
 Assets              
 Other financial instruments  10 (a)   -   19,618   19,618
 Trade accounts receivables     -   127,422   127,422
 Investments in equity instruments (i)     5,807   -   5,807
      5,807   147,040   152,847
 Liabilities              
 Other financial instruments  10 (a)   -   63,057   63,057
 Loans and financings designated at fair value (ii)     -   91,498   91,498
      -   154,555   154,555

 

 

 

 

 

              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 financing are measured at amortized cost, except for certain contracts for which the Company has elected the fair value option.

 

10Other financial instruments
(a)Composition

 

  Derivatives financial instruments   Offtake agreement measured at FVTPL   Energy futures contracts at FVTPL   September 30, 2024
 Current assets 19,617   -   -   19,617
 Non-current assets 1   -   -   1
 Current liabilities (18,824)   (6,816)   (399)   (26,039)
 Non-current liabilities (225)   (34,250)   (2,543)   (37,018)
  Other financial instruments, net   569   (41,066)   (2,942)   (43,439)

 

 

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)

 

28 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
(b)Derivative financial instruments: Fair value by strategy

bookmark

     

September 30,

2024

 

December 31,

2023

 Strategy  Per Unit Notional Fair value Notional Fair value
 Mismatches of quotational periods          
 Zinc forward   ton   249,616 (1,106) 209,951 (3,175)
      (1,106)   (3,175)
 Sales of zinc at a fixed price          
 Zinc forward   ton   8,261 2,040 7,233 1,026
      2,040   1,026
 Interest rate risk          
 IPCA vs. CDI  BRL 100,000 (365) 100,000 (451)
      (365)   (451)
           
      569   (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
(30,219) 23,145 1,090 - 1,453 (6,600)
 Sales of zinc at a fixed price - 3,809 - - - 2,795
 Interest rate risk – IPCA vs. CDI - - - 7 - (79)
 Interest rate risk – EUR vs. CDI - - - 1,267 - 1,267
 September 30, 2024 (30,219) 26,954 1,090 1,274 1,453 (2,617)
             
 September 30, 2023 16,186 (2,090) (1,486) (434) 2,472 15,487

 

(d)Energy forward contracts

 

      Notional Notional
  September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023
 Balance at the beginning of the period (16,064) - (16,064) -
 Changes in fair value 11,827 (7,429) - -
 Foreign exchanges effects 1,295 44 - -
 Energy forward contracts (Megawatts) - - 519,807 271,489
 Balance at the end of the period (2,942) (7,385) 503,743 271,489

 

bookmark

(e)Offtake agreement measured at FVTPL: Changes in fair value

 

bookmark

  September 30, 2024 September 30, 2023 Notional
 September 30, 2024
Notional
 September 30, 2023
 Balance at the beginning of the period (19,565)   (21,833) 27,562   30,810
 Changes in fair value (23,971)   1,013   -   -
 Deliveries of copper concentrates (i)   -   - (4,067)   (2,071)
 Price cap realized (ii) 2,470   -   -   -
 Balance at the end of the period (41,066)   (20,820) 23,495   28,739

(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. In July 2023, the contract was amended, including provisions for additional deliveries and time extension 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) During 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.

 

29 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
11Inventory

 

(a)Composition

bookmark

  September 30, 2024 December 31, 2023
  Finished products 116,231   97,396
  Semi-finished products (i) 119,641   90,220
  Raw materials (ii) 86,680   69,439
  Auxiliary materials and consumables 119,004   121,126
  Inventory provisions (46,869)   (38,510)
  394,687   339,671

 

(i) Semi-finished product increase in the nine-months period ended September 30, 2024, mainly due to the better production performance of toasters with a significant increase in the Calcina and Zinc Calcina products.

(ii) Raw materials increased in the nine-months period ended September 30, 2024, mainly due to higher volumes and prices of zinc concentrates purchased from third parties to supply the Company's smelting segment.

 

30 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
12Property, plant and equipment
(a)Changes in the nine months ended on September 30

 

              September 30, September 30,
              2024 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 - 590 191,211 842 - 83 192,726 199,350
 Disposals and write-offs (12) (2,164) (4,751) - (132) (53) (7,112) (1,372)
 Depreciation (73,515) (85,348) - (4,007) (626) (977) (164,473) (158,626)
 Impairment (loss) reversal of long-lived assets - note 18 12,147 3,756 1,378 1,495 (54,176) 467 (34,933) (59,070)
 Classified as assets held for sale – note 1 (b) (2,990) (4,265) (290) (1,377) (4,150) (381) (13,453) -
 Foreign exchange effects (82,630) (67,895) (19,927) (7,871) (1,419) (2,241) (181,983) 63,421
 Transfers 172,773 81,726 (255,682) - 30 286 (867) (608)
 Remeasurement - - - (2,480) - - (2,480) (1,457)
 Balance at the end of the period 940,139 774,820 357,379 66,963 61,287 25,451 2,226,039 2,336,913
 Cost 1,733,575 2,820,427 418,043 195,517 164,102 38,361 5,370,025 5,402,871
 Accumulated depreciation and impairment (793,436) (2,045,607) (60,664) (128,554) (102,815) (12,910) (3,143,986) (3,065,958)
 Balance at the end of the period 940,139 774,820 357,379 66,963 61,287 25,451 2,226,039 2,336,913
                 
 Average annual depreciation rates % 4 9 - UoP UoP      

 

(i) Only the amounts of the operating unit Atacocha are being depreciated under the UoP method.

 

31 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  
13Intangible assets
(a)Changes in the nine months ended on September 30
        September 30, September 30,
         2024 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 - 4,834 4,920 1,506
 Disposals and write-offs - (226) (116) (342) -
 Amortization - (50,142) (1,877) (52,019) (54,275)

Impairment reversal (loss) of long-lived

assets – note 18

- 9,534 - 9,534 (27)
 Foreign exchange effects (915) (7,478) (2,442) (10,835) 2,062
 Transfers - (267) 1,134 867 723
 Balance at the end of the period 306,283 530,972 24,149 861,404 966,916
 Cost 318,434 1,850,082 54,377 2,222,893 2,537,124
 Accumulated amortization and impairment (12,151) (1,319,110) (30,228) (1,361,489) (1,570,208)
 Balance at the end of the period 306,283 530,972 24,149 861,404 966,916
           
 Average annual depreciation rates % - UoP -    

 

14Right-of-use assets and lease liabilities
(a)Right-of-use assets - Changes in the nine months ended on September 30

 

            September 30, 2024 September 30, 2023
    Buildings Machinery, equipment, and facilities IT equipment Vehicles Total Total

Balance at the beginning of the

year

           
   Cost   16,327   75,632   1,064   18,539   111,562   55,608
   Accumulated amortization   (3,969)  (23,832)   (697)   (8,246)   (36,744)   (28,610)

Balance at the beginning of the

year

  12,358   51,800   367   10,293   74,818   26,998
   New contracts   (6)   12,761   37   4,212   17,004   58,117
   Disposals and write-offs   (694)   -   -   (1,908)   (2,602)   (6,500)
   Amortization     (789)  (12,803)   (198)   (3,279)   (17,069)   (10,601)
   Remeasurement   (388)   532   -   -   144   78
   Transfers   -   -   -   -   -   (115)
   Foreign exchange effects   (1,040)   (5,057)   (21)   (1,130)   (7,248)   589
 Balance at the end of the year   9,441   47,233   185   8,188   65,047   68,566
   Cost   13,822   80,999   1,012   16,908   112,741   99,871
   Accumulated amortization   (4,381)  (33,766)   (827)   (8,720)   (47,694)   (31,305)
 Balance at the end of the year   9,441   47,233   185   8,188   65,047   68,566
               
  Average annual amortization rates %   31   34   33   34    

 

 

 

 

32 of 39

Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

(b)Lease liabilities - Changes in the nine months ended on September 30

 

  September 30, September 30,
  2024 2023
 Balance at the beginning of the period (i) 77,405 27,205
 New contracts 17,004 58,117
 Disposals and write-offs (2,650) (6,790)
 Payments of lease liabilities (15,518) (9,000)
 Interest paid on lease liabilities (6,012) (3,828)
 Remeasurement 144 78
 Accrued interest– note 7 6,541 3,964
 Foreign exchange effects (5,889) 801
 Balance at the end of the period 71,025 70,547
    Current liabilities 25,983 18,976
    Non-current liabilities 45,042 51,571

 

(i) Balances at the beginning of the period were revised as informed in note 3.1.

 

15Loans and financings
(a)Composition

 

          Total   Fair value
        September 30, 2024 December 31,2023 September 30, 2024 December 31,2023
Type

Average interest

rate

Current

Non-

current

Total Total Total Total

Eurobonds

–USD

 Pre-USD 6.43%   26,710 1,210,088 1,236,798 1,212,554 1,290,397 1,207,918
BNDES TJLP + 2.82%
SELIC + 3.10%
TLP - IPCA + 5.84%
24,820 180,725 205,545 208,947 195,006 187,796

Export credit

notes

CDI 134.20%
SOFR TERM + 2.50%
SOFR + 2.40%
47,363 180,897 228,260 237,862 227,332 237,791
Debentures CDI+ 1,50% 6,895 118,466 125,361 - 117,669 -
Other   4,140 63,240 67,380 66,203 64,453 64,497
    109,928 1,753,416 1,863,344 1,725,566 1,894,857 1,698,002

Current portion of long-term loans

and financings (principal)  

68,406          
 Interest on loans and financings 41,522            
                 

bookmark

 

(b)Loans and financing transactions during the nine-month period ended September 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. 

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 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%.

(c)Bonds repurchase

 

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 nine-month period ended September 2024, 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 nine months ended on September 30

 

 

September 30,

2024

 

September 30,

2023

 Balance at the beginning of the period 1,725,566   1,669,259
New loans and financings- note 1 (a) 798,147   60
Debt issue costs (7,553)   -
Interest accrual 97,324   85,083
Amortization of debt issue costs 5,420   1,765
Changes in fair value of loans and financings - note 7 2,703   511

Changes in fair value of financing liabilities related to changes in the

Company's own credit risk

1,294   (220)
Debt modification gain - note 15 (f) (3,142)   -
Payments of loans and financings (634,570)   (20,020)
Foreign exchange effects (38,371)   14,351
Interest paid on loans and financings (83,474)   (88,462)
 Balance at the end of the period 1,863,344   1,662,327

 

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

(e)Maturity profile
              September 30, 2024
  2024 2025 2026 2027 2028 As from
 2029
Total
 Eurobonds – USD (i) 23,311 2,758 (2,609) 216,328 399,896 597,114 1,236,798
 BNDES 6,534 24,382 26,096 18,997 18,997 110,539 205,545
 Export credit notes 631 46,617 (470) 89,524 (479) 92,437 228,260
 Debentures 7,035 (187) (187) (187) (187) 119,074 125,361
 Other 3,208 1,241 2,155 2,155 52,155 6,466 67,380
  40,719 74,811 24,985 326,817 470,382 925,630 1,863,344

(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 financing 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 September 30, 2024.

As of September 30, 2024, the Company was in compliance with all its financial covenants, as well as other qualitative covenants.

16Asset retirement, restoration and environmental obligations
(a)Changes in the nine months ended on September 30
        September 30, September 30,
        2024 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 1,106 - 20,959 2,597
 Reversals - (32) - (32) -
 Payments (7,860) (2,727) - (10,587) (7,683)

Classified as liabilities associated with

assets held for sale – note 1 (b)

(23,579) (12) - (23,591) -
 Divestment - write-off – note 1 (b)      (14,206) (164)   (14,370) -
 Foreign exchange effects (13,721) (6,058) (848) (20,627) 5,884
 Interest accrual - note 7 17,466 2,605 387 20,458 19,871
 Remeasurement - discount rate (i) / (ii) (104) (1,268) 1,022 (350) (5,259)
 Balance at the end of the period 231,382 47,715 7,682 286,779 281,729
 Current liabilities 40,023 12,661 3,015 55,699 36,281
 Non-current liabilities 191,359 35,054 4,667 231,080 245,448

 

(i) As of September 30, 2024, the credit risk-adjusted rate used for Peru was between 7.42% and 10,57% (December 31, 2023: 10.86% and 12.52%) and for Brazil was between 6.45% and 7.83% (December 31, 2023: 6.94% and 11.11%). As of September 30, 2023, the credit risk-adjusted rate used for Peru was between 12.75% and 13.76% (December 31, 2022: 10.92% and 12.04%) and for Brazil was between 7.85% and 9.18% (December 31, 2022: 8.22% and 8.61%).

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

(ii) The change observed for the period ended September 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 September 30, 2024, the Company’s asset retirement obligations for operational assets decreased by USD 1,638 (September 30, 2023: decrease of USD 1,457) as shown in note 12. The Company also recognized an expense of USD 23,840 (September 30, 2023: gain of USD 1,205), as shown in note 6.

(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.

17Long-term commitments
(a)Projects evaluation

As part of NEXA’s activities for the execution of certain greenfield projects, on February 8, 2024, the Peruvian Government accepted the company's request to postpone the deadline for the Accreditable Investment Commitment under the Magistral Transfer Contract from September 2024 to August 2028. As of September 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.

 

(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 21,293 (BRL 116,008) 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 second 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. In compliance with the established deadline, the Company confirmed in September that it will utilize a bank guarantee. 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.

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  


18Impairment of long-lived assets

Impairment test analysis

Throughout 2024, the Company, at each reporting date, assessed whether there were indicators that the carrying amount of an asset, goodwill, or cash generation unit (CGU) might not be recoverable, or if a previously recorded impairment needed to be reversed.

Goodwill assessment

As of September 30, 2024, Nexa conducted its annual impairment test for the CGUs to which goodwill has been previously allocated including Mining Peru group of CGUs (Composed of Cerro Pasco and Cerro Lindo CGUs), Cajamarquilla and Juiz de Fora in accordance with the assumptions and projections outlined in the Company’s strategic planning process. As a result, no impairment was identified.

Peruvian CGU

The Company identified indicators of reversal, primarily driven by the increase of short-term and long-term metal prices. As a result, an impairment reversal for USD 22,206 was recognized at the CGU Cerro Pasco.

Magistral Project assessment

Because of the rejection of the Company’s MEIA described in Note 17 (a), in June 2024, the Magistral Project was tested for impairment resulting in a 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).

Pukaqaqa Project assessment

In the second quarter of 2024, Nexa´s management analyzed alternatives for the sale of Pukaqaqa mining project, part of Nexa Peru´s portfolio and in the third quarter of 2024 the Company signed a purchase and sale agreement to sell Compañía Minera Cerro Colorado S.A.C. owner of the greenfield Pukaqaqa Project. This triggered an impairment assessment as the project’s assets had been fully impaired based on the 2022 impairment evaluation.

The Company considered the most recent negotiation with the third-party to calculate the fair value less cost of disposal, considering the sales price and other obligations defined in the offer. As of September 30, 2024, the impairment assessment resulted in the recognition of an impairment reversal of USD 3,978.

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. This 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 nine-month period ended on September 30, 2024.

Morro Agudo CGU

In the first quarter of 2024, Nexa received a binding sale offer from a third party for Morro Agudo CGU. The sale transaction was completed on July 1, 2024 (as further described in Note 1 (b)), and the Company recorded an impairment reversal of USD 10,291 for the nine-month period ended on September 30, 2024.

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

Aripuanã CGU

The Company tested Aripuanã CGU after identifying impairment indicators related to (i) a devaluation of the exchange rate of BRL/USD; and (ii) an increase in operational costs for Aripuanã. No impairment was identified after the impairment assessment.

Impairment test summary

In summary, for the nine-month period ended September 30, Nexa recognized the following impairment loss/reversal:

Impairment (losses) reversals 2024   2023
Magistral Project (58,435)   -
Cerro Pasco CGU 22,206   -
Morro Agudo 10,291   (57,702)
Pukaqaqa Project 3,978   -
Others individual assets (3,439)   (1,395)
Total (25,399)   (59,097)

 

(a)Key assumptions used in impairment test

 

The recoverable amounts for each CGU were determined based on the FVLCD method, which were higher than those determined based on the VIU method. 

The Company identified long-term metal prices, discount rate, exchange rate considering Brazilian real (BRL), and LOM as key assumptions in determining the recoverable amounts, due to the material impact such assumptions may have on the recoverable value. Part of these assumptions are summarized below:

  2024   2023
Long-term zinc price (USD/t) 2,930   2,800
Discount rate (Peru) 7.08%   7.22%
Discount rate (Brazil) 7.64%   8.02%
Exchange rate (BRL x USD) 5.66   4.84
Brownfield projects - LOM (Years) From 3 to 25   From 4 to 21

 

(b)Impairment reversal – Cerro Pasco CGU

As mentioned above, the impairment reversal was identified at the CGU level, not being directly related to a single asset. Then, the gain was allocated on a pro rata basis to the following assets:

   Carrying amount prior to impairment reversal Impairment reversal Carrying amount after impairment reversal
Property, plant and equipment 223,788 12,400 236,188
Intangible assets 176,967 9,806 186,773
Other net liabilities (114,152) - (114,152)
  286,603 22,206 308,809

 

The Company performed a stress test on the key assumptions used for the calculation of the recoverable amount of the CGU Cerro Pasco. A decrease of 5% in the long-term LME zinc price to USD 2,784 per ton compared to management´s estimation as of September 30, 2024, would have resulted in an impairment loss of USD 39,292 (or an impairment loss addition of USD 61,498). Also, an increase of 5% in the discount rate compared to management´s estimation, would have resulted in an impairment reversal of USD 14,932 (or a decrease in the impairment reversal of USD 7,274).

 

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Nexa Resources S.A.

 

Notes to the condensed consolidated interim financial statements

Unaudited

Nine-month periods ended on September 30

All amounts in thousands of US Dollars, unless otherwise stated

 
  

 

(c)Sensitivity analysis – Tested CGUs and Goodwill

The Company estimated the amount by which the value assigned to the key assumptions must change for the assessed CGU recoverable amount, which was not impaired, to be equal to it carrying amount:

CGU Excess over recoverable amount   Decrease in Long term Zinc (USD/t) Increase in WACC Appreciation of BRL over USD
  Change   Price Change   Rate Change Price
Juiz de fora 146,341   (23.33%)   2,246 71.13%   13.08% (13.00%) 4.92
Cajamarquilla 681,438   (20.01%)   2,344 94.42%   13.77% - -
Cerro Lindo 269,150   (24.81%)   2,203 169.19%   19.07% - -
Mining Peru 82,740   (7.43%)   2,712 38.35%   9.80% - -
Aripuanã 305,093   (15.43%)   2,478 56.34%   11.95% (13.88%) 4.87

 

19Events after the reporting period

On October 18, 2024, the Board of Directors of Nexa Atacocha (an indirect subsidiary of the Company) convened a General Shareholders' Meeting for November 18, 2024, to approve a capital increase of up to USD 37,000 in cash to fund the development of the Cerro Pasco Integration Project.

*.*.*

 

 

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