United
States
Securities and
Exchange Commission
Washington, D.C.
20549
FORM 6-K
Report
of Foreign Private Issuer
Pursuant to Rule
13a-16 or 15d-16
of
the
Securities
Exchange Act of 1934
For
the month of
February
2017
Vale S.A.
Avenida das
Américas, No. 700 – Bloco 8, Sala 218
22640-100 Rio de
Janeiro, RJ, Brazil
(Address of principal executive
office)
(Indicate by check
mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.)
(Check
One) Form 20-F ☒
Form 40-F ☐
(Indicate by check
mark if the registrant is submitting the Form 6-K in
paper as permitted by
Regulation S-T Rule 101(b)(1))
(Check
One) Yes ☐
No
☒
(Indicate by check
mark if the registrant is submitting the Form 6-K in
paper as permitted by
Regulation S-T Rule 101(b)(7))
(Check
One) Yes ☐
No
☒
(Indicate by check
mark whether the registrant by furnishing the information contained
in this Form is also thereby furnishing information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange
Act of 1934.)
(Check
One) Yes ☐
No
☒
(If
“Yes” is marked, indicate below the file number
assigned to the registrant in connection with Rule 12g3-2(b).
82- .)
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Press Release
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Vale prices US$ 1.0 billion notes due
2026
Rio de Janeiro, February 6, 2017 – Vale S.A. (Vale) hereby
announces the pricing of the offering by its wholly owned
subsidiary Vale Overseas Limited (Vale Overseas) of US$
1,000,000,000 6.250% Guaranteed Notes due August 2026 guaranteed by
Vale. The notes will be consolidated with, and form a single series
with, Vale Overseas’s US$ 1 billion 6.250% notes due 2026
issued on August 3, 2016.
The notes will bear a coupon of 6.250% per year, payable
semi-annually, and were sold at a price of 107.793% of the
principal amount. These notes will mature in August 10, 2026 and
were priced with a spread of 278.3 basis points over U.S.
Treasuries, resulting in a yield to maturity of
5.200%.
The notes are rated BBB- by Standard & Poor’s Rating
Services, Ba3 by Moody’s Investor Services, BBB low by
Dominion Bond Rating Service and BBB by Fitch Ratings. The notes
will be unsecured obligations of Vale Overseas and will be fully
and unconditionally guaranteed by Vale. The guaranty will rank
equally in right of payment with all of Vale’s other
unsecured and unsubordinated debt obligations.
Vale intends to apply the net proceeds from the offering toward the
redemption price of Vale’s €750,000,000 4.375% notes
due 2018, which mature in March 2018, and otherwise for general
corporate purposes.
Banco
Bradesco BBI S.A., BB Secutities Ltd., J.P. Morgan Securities LLC,
MUFG Securities Americas Inc.
and Santander Investment Securities Inc. are acting as joint lead
managers and joint bookrunners.and
Mizuho Securities USA Inc. and SMBC Nikko Securities America, Inc
acted as co-managers.
Vale and Vale Overseas have filed a registration statement,
including a prospectus, with the U.S. Securities and Exchange
Commission (SEC) for the offering of the notes. Before you invest,
you should read the preliminary prospectus supplement and other
documents Vale and Vale Overseas have filed with the SEC for more
complete information about the companies and the offering. When
available, you may access these documents free by visiting EDGAR on
the SEC Web site at www.sec.gov.
Alternatively, the underwriters will arrange to send you the
prospectus if you request it by calling J.P. Morgan
Securities LLC at +1 (866) 846-2874,
MUFG Securities Americas, Inc. at +1 (877) 649-6848 or
Santander Investment Securities Inc. at +1 (855) 403-3636 (each toll-free in the United
States) or, if calling from outside the U.S., by collect calling BB
Securities Ltd. at +44 (20) 7367 5800 att. Operations Department or
Banco Bradesco BBI S.A. at +1 (212) 888-9145.
For
further information, please contact:
+55-21-3485-3900
Andre
Figueiredo: andre.figueiredo@vale.com
Carla Albano Miller:
carla.albano@vale.com
Fernando Mascarenhas:
fernando.mascarenhas@vale.com
Andrea Gutman:
andrea.gutman@vale.com
Bruno Siqueira:
bruno.siqueira@vale.com
Claudia Rodrigues:
claudia.rodrigues@vale.com
Denise Caruncho:
denise.caruncho@vale.com
Mariano Szachtman:
mariano.szachtman@vale.com
Renata Capanema:
renata.capanema@vale.com
This press
release may include statements that present Vale’s
expectations about future events or results. All statements, when
based upon expectations about the future, involve various risks and
uncertainties. Vale cannot guarantee that such statements will
prove correct. These risks and uncertainties include factors
related to the following: (a) the countries where we operate,
especially Brazil and Canada; (b) the global economy; (c) the
capital markets; (d) the mining and metals prices and their
dependence on global industrial production, which is cyclical by
nature; and (e) global competition in the markets in which Vale
operates. To obtain further information on factors that may lead to
results different from those forecast by Vale, please consult the
reports Vale files with the U.S. Securities and Exchange Commission
(SEC), the Brazilian Comissão de Valores Mobiliários
(CVM), and the French Autorité des Marchés Financiers
(AMF), and in particular the factors discussed under
“Forward-Looking Statements” and “Risk
Factors” in Vale’s annual report on Form
20-F.
Signatures
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly
authorized.
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Vale
S.A.
(Registrant)
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Date
February 06,
2017
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By:
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/s/
André
Figueiredo
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Director of
Investor Relations
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