6-K 1 valedfbrgaap1q23_6k.htm FORM 6-K

 

 

 

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

 

April 2023

 

Vale S.A.

 

Praia de Botafogo nº 186, 18º andar, Botafogo
22250-145 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 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))

 

(Check One) Yes ¨ No x 

 

(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 x

 

(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 x

 

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b). 82-     .)

 

 

 

   
 

   
 

Contents

 

Report on review of quarterly information  
Consolidated Income Statement 1
Consolidated Statement of Comprehensive Income 2
Consolidated Statement of Cash Flows 3
Consolidated Statement of Financial Position 4
Consolidated Statement of Changes in Equity 5
Value Added Statement 6
1.   Corporate information 7
2.   Basis of preparation of interim financial statements 7
3.   Significant events in the three-month period ended March 31, 2023 8
4.   Information by business segment and geographic area 9
5.   Costs and expenses by nature 12
6.   Financial results 13
7.   Income taxes 13
8.   Basic and diluted earnings per share 15
9.   Cash flows reconciliation 15
10.   Accounts receivable 16
11.   Inventories 17
12.   Suppliers and contractors 17
13.   Other financial assets and liabilities 17
14.   Investments in subsidiaries, associates, and joint ventures 19
15.   Acquisitions and divestitures 20
16.   Intangibles 23
17.   Property, plant, and equipment 24
18.   Financial and capital risk management 25
19.   Financial assets and liabilities 31
20.   Participative shareholders’ debentures 32
21.   Loans, borrowings, leases, cash and cash equivalents and short-term investments 32
22.   Brumadinho dam failure 35
23.   Liabilities related to associates and joint ventures 39
24.   Provision for de-characterization of dam structures and asset retirement obligations 41
25.   Provisions 43
26.   Litigations 43
27.   Employee benefits 45
28.   Equity 46
29.   Related parties 47

 

 

   
 
 

(A free translation of the original in Portuguese)

 

Report on review of quarterly information

 

To the Board of Directors and Shareholders

Vale S.A.

 

Introduction

We have reviewed the accompanying parent company and consolidated interim accounting information of Vale S.A. ("Company"), included in the Quarterly Information Form (ITR) for the quarter ended March 31, 2023, comprising the statement of financial position at that date and the income statement and the statements of comprehensive income, changes in equity and cash flows for the quarter then ended, and explanatory notes.

Management is responsible for the preparation of the parent company and consolidated interim accounting information in accordance with the accounting standard CPC 21, Interim Financial Reporting, of the Brazilian Accounting Pronouncements Committee (CPC) and International Accounting Standard (IAS) 34, Interim Financial Reporting issued by the International Accounting Standards Board (IASB), as well as the presentation of this information in accordance with the standards issued by the Brazilian Securities Commission (CVM), applicable to the preparation of the Quarterly Information (ITR). Our responsibility is to express a conclusion on this interim accounting information based on our review.

 

Scope of review

We conducted our review in accordance with Brazilian and International Standards on Reviews of Interim Financial Information (NBC TR 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Brazilian and International Standards on Auditing and consequently did not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion on the interim information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying parent company and consolidated interim accounting information included in the quarterly information referred to above has not been prepared, in all material respects, in

accordance with CPC 21 and IAS 34 applicable to the preparation of the Quarterly Information, and presented in accordance with the standards issued by the CVM.

   
 

Other matters

Statements of value added

The quarterly information referred to above includes the parent company and consolidated statements of value added for the quarter ended March 31, 2023. These statements are the responsibility of the Company's management and are presented as supplementary information under IAS 34. These statements have been subjected to review procedures performed together with the review of the quarterly information for the purpose of concluding whether they are reconciled with the interim accounting information and accounting records, as applicable, and if their form and content are in accordance with the criteria defined in the accounting standard CPC 09 - "Statement of Value Added". Based on our review, nothing has come to our attention that causes us to believe that these statements of value added have not been properly prepared, in all material respects, in accordance with the criteria established in this accounting standard, and consistent with the parent company and consolidated interim accounting information taken as a whole.

 

Rio de Janeiro, April 26, 2023

 

PricewaterhouseCoopers

Auditores Independentes Ltda.

CRC 2SP000160/O-5

Patricio Marques Roche

Contador CRC 1RJ081115/O-4

 

   
 

Consolidated Income Statement

In millions of Brazilian reais, except earnings per share

    Consolidated Parent Company
    Three-month period ended March 31,
  Notes 2023 2022 2023 2022
Continuing operations          
Net operating revenue 4(b) 43,841 56,719 29,545 31,244
Cost of goods sold and services rendered 5(a) (25,724) (24,174) (14,598) (12,468)
Gross profit   18,117 32,545 14,947 18,776
           
Operating expenses          
Selling and administrative 5(b) (615) (629) (341) (301)
Research and development   (723) (631) (323) (309)
Pre-operating and operational stoppage 26 (646) (800) (614) (788)
Equity results and others results from subsidiaries 14 - - (289) 15,483
Other operating expenses, net 5(c) (1,153) (1,413) (1,007) (1,383)
Impairment reversal (impairment and disposals) of non-current assets, net 15 and 17 (19) 5,328 15 (264)
Operating income   14,961 34,400 12,388 31,214
           
Financial income 6 628 788 302 608
Financial expenses 6 (1,659) (1,660) (2,121) (2,039)
Other financial items, net 6 (1,743) (504) (1,385) (252)
Equity results and other results in associates and joint ventures 14 and 23 (290) 1,119 (289) 1,119
Income before income taxes   11,897 34,143 8,895 30,650
           
Income taxes 7 (2,163) (10,986) 626 (7,604)
           
Net income from continuing operations   9,734 23,157 9,521 23,046
Net income attributable to noncontrolling interests   213 117 - -
Net income from continuing operations attributable to Vale's shareholders   9,521 23,040 9,521 23,046
           
Discontinued operations          
Net income from discontinued operations 15(f) - 6 - -
Net income from discontinued operations attributable to Vale's shareholders   - 6 - -
           
Net income   9,734 23,163 9,521 23,046
Net income attributable to noncontrolling interests   213 117 - -
Net income attributable to Vale's shareholders   9,521 23,046 9,521 23,046
           
Basic and diluted earnings per share attributable to Vale's shareholders: 8        
Common share (R$)   2.14 4.79 2.14 4.79

 

 

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

   
 1 
 

Consolidated Statement of Comprehensive Income

In millions of Brazilian reais

 

    Consolidated Parent Company
    Three-month period ended March 31,
  Notes 2023 2022 2023 2022
Net income   9,734 23,163 9,521 23,046
Other comprehensive income:          
Items that will not be reclassified to income statement          
Retirement benefit obligations   (37) 158 (5) (6)
Equity results 14 - - (32) 164
    (37) 158 (37) 158
           
Items that may be reclassified to income statement          
Translation adjustments   (1,070) (9,808) (895) (9,091)
Net investment hedge 18 256 1,129 256 1,129
Cash flow hedge 18 99 (1,554) 2 12
Equity results 14 - - 97 (1,566)
Reclassification of cumulative translation adjustment to income statement 15 - (779) - (779)
    (715) (11,012) (540) (10,295)
Comprehensive income   8,982 12,309 8,944 12,909
           
Comprehensive income attributable to noncontrolling interests   38 (600)    
Comprehensive income attributable to Vale's shareholders   8,944 12,909    

 

Items above are stated net of tax and the related taxes are disclosed in note 7.

 

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

 

 

   
 2 
 

Consolidated Statement of Cash Flows

In millions of Brazilian reais

 

    Consolidated Parent Company
    Three-month period ended March 31,
  Notes 2023 2022 2023 2022
Cash flow from operations 9(a) 22,460 29,182 14,644 23,311
Interest on loans and borrowings paid 9(c) (880) (946) (2,038) (1,207)
Cash received (paid) on settlement of derivatives, net 18 195 (394) 87 30
Payments related to Brumadinho event 22 (641) (334) (641) (334)
Payments related to de-characterization of dams 24 (405) (357) (405) (357)
Income taxes (including settlement program)   (1,755) (13,589) (1,530) (13,139)
Net cash generated by operating activities from continuing operations   18,974 13,562 10,117 8,304
Net cash generated by operating activities from discontinued operations 15(f) - 213 - -
Net cash generated by operating activities   18,974 13,775 10,117 8,304
           
Cash flow from investing activities:          
Capital expenditures 4(c) (5,872) (5,964) (4,276) (4,249)
Additions to investments 14(a) (34) (1) (75) (167)
Proceeds (payments) from the sale of investments, net 9(b) (346) 2,269 (346) -
Dividends received from associates and joint ventures 14 - 362 - 2
Short-term investment   (285) (16) (492) (11)
Other investments activities, net   (357) (2) 4,455 (16)
Net cash used in investing activities from continuing operations   (6,894) (3,352) (734) (4,441)
Net cash used in investing activities from discontinued operations 15(f)   (201)   -
Net cash used in investing activities   (6,894) (3,553) (734) (4,441)
           
Cash flow from financing activities:          
Loans and borrowings from third-parties 9(c) 1,581 2,361 1,581 -
Payments of loans and borrowings from third-parties 9(c) (199) (2,170) (148) (2,112)
Payments of leasing 22 (246) (216) (62) (29)
Dividends and interest on capital paid to shareholders 28(c) (9,449) (17,849) (9,449) (17,849)
Dividends and interest on capital paid to noncontrolling interest   (15) (16) - -
Shares buyback program 28(d) (4,116) (9,176) (2,079) (4,227)
Net cash used in financing activities from continuing operations   (12,444) (27,066) (10,157) (24,217)
Net cash used in financing activities from discontinued operations 15(f)   (54)   -
Net cash used in financing activities   (12,444) (27,120) (10,157) (24,217)
           
Reduction in cash and cash equivalents   (364) (16,898) (774) (20,354)
Cash and cash equivalents in the beginning of the period   24,711 65,409 7,896 34,266
Effect of exchange rate changes on cash and cash equivalents   (446) (5,519) - -
Cash and cash equivalents from subsidiaries sold, net   - (61) - -
Cash and cash equivalents at end of the period   23,901 42,931 7,122 13,912

 

 

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

 

   
 3 
 

Consolidated Statement of Financial Position

In millions of Brazilian reais

    Consolidated Parent Company
  Notes March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Assets          
Current assets          
Cash and cash equivalents 21 23,901 24,711 7,122 7,896
Short-term investments 21 271 320 25 15
Accounts receivable 10 13,653 22,537 46,010 47,380
Other financial assets 13 1,938 1,788 1,487 1,160
Inventories 11 25,362 23,386 8,742 7,817
Recoverable taxes 7(d) 6,835 6,639 5,466 5,270
Other   1,748 1,628 1,832 1,906
    73,708 81,009 70,684 71,444
Non-current assets          
Judicial deposits 26(c) 6,377 6,338 6,130 6,092
Other financial assets 13 1,999 1,462 1,533 1,125
Recoverable taxes 7(d) 5,806 5,793 3,676 3,564
Deferred income taxes 7(a) 54,864 56,195 50,113 48,697
Other   6,067 5,316 3,330 2,579
    75,113 75,104 64,782 62,057
           
Investments 14 9,018 9,381 117,876 122,573
Intangibles 16 53,078 53,421 36,558 36,640
Property, plant, and equipment 17 233,856 234,472 138,055 136,322
    371,065 372,378 357,271 357,592
Total assets   444,773 453,387 427,955 429,036

 

Liabilities          
Current liabilities          
Suppliers and contractors 12 22,680 23,278 14,807 14,248
Loans, borrowings and leases 21 2,760 2,552 1,231 1,098
Other financial liabilities 13 8,036 8,725 30,779 31,681
Taxes payable 7(d) 3,413 2,454 2,870 1,828
Settlement program ("REFIS") 7(c) 1,969 1,934 1,969 1,934
Liabilities related to associates and joint ventures 23 10,839 9,973 10,839 9,973
Provisions 25 3,669 5,402 2,726 3,932
Liabilities related to Brumadinho 22 5,699 4,926 5,699 4,926
De-characterization of dams and asset retirement obligations 24 3,989 3,450 3,421 2,954
Dividends payable   - 7,214 - 7,200
Other   2,874 2,570 3,259 2,608
    65,928 72,478 77,600 82,382
Non-current liabilities          
Loans, borrowings, and leases 21 63,204 63,778 16,952 16,062
Participative shareholders' debentures 20 14,461 14,218 14,461 14,218
Other financial liabilities 13 14,254 14,835 65,909 63,176
Settlement program ("REFIS") 7(c) 9,427 9,753 9,427 9,753
Deferred income taxes 7(a) 7,005 7,372 - -
Provisions 25 12,943 12,759 8,304 8,141
Liabilities related to Brumadinho 22 11,361 12,356 11,361 12,356
De-characterization of dams and asset retirement obligations 24 32,829 34,019 22,874 23,421
Liabilities related to associates and joint ventures 23 6,433 7,355 6,433 7,355
Streaming transactions   8,310 8,411 -   -
Other   1,141 1,159 4,956 5,060
    181,368 186,015 160,677 159,542
Total liabilities   247,296 258,493 238,277 241,924
           
Equity 28        
Equity attributable to Vale's shareholders   189,678 187,112 189,678 187,112
Equity attributable to noncontrolling interests   7,799 7,782  -   -
Total equity   197,477 194,894 189,678 187,112
Total liabilities and equity   444,773 453,387 427,955 429,036

 

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

 

   
 4 
 

Consolidated Statement of Changes in Equity

In millions of Brazilian reais

  Notes Share capital Capital reserve Profit reserves Treasury shares Other reserves Cumulative translation adjustments Retained earnings Equity attributable to Vale’s shareholders Equity attributable to noncontrolling interests Total shareholders' equity
Balance at December 31, 2022   77,300 3,634 108,213 (25,675) (5,276) 28,916 - 187,112 7,782 194,894
Net income   - - - - - - 9,521 9,521 213 9,734
Other comprehensive income   - - - - 35 (612) - (577) (175) (752)
Dividends and interest on capital of Vale's shareholders 28(c) - - (2,265) - - - - (2,265) - (2,265)
Dividends of noncontrolling interest   - - - - - - - - (21) (21)
Shares buyback program 28(d) - - - (4,116) - - - (4,116) - (4,116)
Treasury shares used and canceled 28(b) - - (21,397) 21,527 - - - 130 - 130
Share-based payment program 27 (b) - - - - (127) - - (127) - (127)
Balance at March 31, 2023   77,300 3,634 84,551 (8,264) (5,368) 28,304 9,521 189,678 7,799 197,477
                       
Balance at December 31, 2021   77,300 3,634 87,621 (29,189) (6,899) 59,936 - 192,403 4,655 197,058
Net income   - - - - - - 23,046 23,046 117 23,163
Other comprehensive income   - - - - (1,231) (8,906) - (10,137) (717) (10,854)
Dividends and interest on capital of Vale's shareholders   - - (17,849) - - - - (17,849) - (17,849)
Dividends of noncontrolling interest   - - - - - - - - (8) (8)
Shares buyback program 28(d) - - - (9,176) - - - (9,176) - (9,176)
Share-based payment program   - - - - (72) - - (72) - (72)
Treasury shares used and canceled 28(b) - - (14,589) 14,688 - - - 99 - 99
Balance at March 31, 2022   77,300 3,634 55,183 (23,677) (8,202) 51,030 23,046 178,314 4,047 182,361

 

 

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

 

   
 5 
 

Value Added Statement

In millions of Brazilian reais

 

  Consolidated Parent Company
  Three-month period ended March 31,
  2023 2022 2023 2022
Generation of value added        
Gross revenue        
Revenue from products and services 44,289 57,375 29,997 31,865
Revenue from the construction of own assets 1,546 1,582 1,307 1,249
Other revenues 476 356 372 196
Less:        
Cost of products, goods and services sold (9,288) (7,675) (5,602) (4,334)
Material, energy, third-party services and other (9,908) (9,653) (4,582) (3,805)
Impairment reversal (impairment and disposals) of non-current assets, net (19) 5,328 15 (264)
Expenses related to Brumadinho event (579) (640) (579) (640)
De-characterization of dams - (192) - (192)
Other costs and expenses (3,047) (3,606) (1,982) (2,331)
Gross value added 23,470 42,875 18,946 21,744
Depreciation, amortization and depletion (3,409) (3,591) (2,173) (2,128)
Net value added 20,061 39,284 16,773 19,616
         
Received from third parties        
Equity results from entities (290) 1,119 (578) 16,602
Financial expenses (410) (6,275) (688) (6,128)
Total value added from continuing operations to be distributed 19,361 34,128 15,507 30,090
Value added from discontinued operations to be distributed   305 - -
Total value added to be distributed 19,361 34,433 15,507 30,090
         
Personnel and charges        
Direct compensation 1,853 1,440 1,077 735
Benefits 744 768 580 542
FGTS 122 116 110 103
Taxes and contributions        
Federal taxes 3,452 12,665 713 9,206
State taxes 1,124 564 865 616
Municipal taxes 55 37 41 31
Remuneration of third-party capital        
Interest (net derivatives and monetary and exchange rate variation) 1,967 (5,013) 2,311 (4,589)
Leasing 310 394 289 400
Remuneration of own capital        
Reinvested net income from continuing operations 9,521 23,040 9,521 23,046
Net income attributable to noncontrolling interest 213 117   -
Distributed value added from continuing operations 19,361 34,128 15,507 30,090
Distributed value added from discontinued operations   305   -
Distributed value added 19,361 34,433 15,507 30,090

 

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

 

   
 6 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
1.Corporate information

 

Vale S.A. (the “Parent Company”) is a public company headquartered in the city of Rio de Janeiro, Brazil with securities traded on the share exchanges of São Paulo – B3 S.A. (VALE3), New York - NYSE (VALE) and Madrid – LATIBEX (XVALO).

 

Vale S.A. and its subsidiaries (“Vale” or the “Company”) are global producers of: (i) iron ore and iron ore pellets, which are key raw materials for steelmaking, (ii) nickel, that is used to produce stainless steel, electric vehicles and metal alloys employed in the production process of several products, (iii) copper, used in the construction sector to produce pipes and electrical wires, and (iv) platinum, gold, silver, and cobalt as by-products of nickel and copper. To outflow its production, Vale also operates a railroad and port logistics system in Brazil.

 

Most of the Company’s products are sold to international markets, through the Company's main trading Company, Vale International SA (“VISA”), a wholly owned subsidiary located in Switzerland.

 

In addition, Vale has equity investments and energy assets to reduce energy costs, minimize the risk of shortages and meet its energy consumption needs through renewable sources.

 

The Company also used to produce and sell thermal and metallurgical coal until April 2022, when Vale concluded the sale of this operation (note 15f). The results from the coal operation by the closing of the disposal process are presented in these interim financial statements as “discontinued operations”.

 

2.Basis of preparation of interim financial statements

 

The consolidated and individual interim financial statements of the Company (“interim financial statements”) has been prepared and are being presented in accordance with IAS 34/CPC 21 - Interim Financial Reporting, of the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), as implemented in Brazil by the Brazilian Accountant Pronouncements Committee ("CPC"), approved by the Brazilian Securities Exchange Commission ("CVM"). All relevant information for the interim financial statements, and only this information, are presented and consistent to those used by the Company's Management.

 

The interim financial statements have been prepared to update users on the relevant events and transactions that occurred in the period and must be analyzed together with the financial statements for the year ended December 31, 2022. Accounting policies, accounting estimates and judgments, risk management and measurement methods are the same as those adopted in the preparation of the latest annual financial statements.

 

Certain new accounting standards and interpretations have been published that are not mandatory for December 31, 2023, reporting periods or have not materially impacted these interim financial statements. The Company did not early adopt any of these standards and does not expect them to have a material impact on the entity in future reporting periods.

 

These interim financial statements were authorized for issue by the Company’s Board of Directors on April 26, 2023.

 

a) Statement of Value Added

 

The presentation of the parent company and consolidated statements of value added is required by the Brazilian corporate legislation and the accounting practices adopted in Brazil for listed companies, while it is not required by IFRS. Therefore, under the IFRS, the presentation of such statements is considered supplementary information, and not part of the set of financial statements. The Statement of Value Added was prepared in accordance with the criteria defined in Technical Pronouncement CPC 09 - "Statement of Value Added".

 

b) Functional currency and presentation currency

 

The interim financial information of the Company and its associates and joint ventures are measured using the currency of the primary economic environment in which the entity operates (“functional currency”), in the case of the Parent Company is the Brazilian real (“R$”).

   
 7 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

The main exchange rates used by the Company to translate its foreign operations are as follows:

 

            Average rate
    Closing rate   Three-month period ended March 31,
    March 31, 2023   December 31, 2022   2023   2022
US Dollar ("US$")   5.0803   5.2177   5.1963   5.2299
Canadian dollar ("CAD")   3.7569   3.8550   3.8422   4.1302
Euro ("EUR")   5.5244   5.5694   5.5763   5.8726

 

3.Significant events in the three-month period ended March 31, 2023

 

 

    Consolidated
  Notes Income Statement Cash Flow Equity
Sale of Companhia Siderúrgica do Pecém 15(a) 190 (346) 190
Shareholder’s remuneration 28(c) - 9,449 9,449
Shares buyback program 28(d) - (4,116) (4,116)
Cancellation of treasury shares 28(b) - - 21,397

 

Sale of Companhia Siderúrgica do Pecém (“CSP”) – In March 2023, the Company completed the sale of its interest in CSP to ArcelorMittal. Under the terms of the agreement, Vale has received R$5,637 (US$1,042 million) from the buyer and made a cash contribution of R$5,983 (US$1,189 million) to CSP upon closing, which was fully used to prepay the outstanding net debt of CSP as determined by the agreement. In addition, the Company derecognized its financial liability related to the guarantee granted to CSP, leading to a gain of R$190 (US$37 million) recognized as “Equity results and other results in associates and joint ventures”.

 

Shareholders’ remuneration - In March 2023, the Company paid dividends and interest on capital to its shareholders in the amount of R$9,449 (US$1,823 million).

 

Shares buyback program - In the period ended March 31, 2023, the Company had repurchased 44,538,571 common shares and their respective ADRs as of March 31, 2023, corresponding to the total amount of R$4,116 (US$763 million).

 

Cancellation of treasury shares - In March 2023, the Company approved the cancellation of 239,881,683 common shares held in treasury, with the effect of R$21,397 (US$4,164 million) recorded as a reclassification in the shareholders' equity presented as “Treasury shares used and cancelled”.

 

Vale Oman Pelletizing Company LLC (“VOPC”) – In February 2023, OQ Group exercised its option to sell its 30% noncontrolling interest held in VOPC. In April 2023 (subsequent event), the Company completed the transaction and acquired the minority interest of its subsidiary for R$660 (US$130 million). The result is immaterial and will be recognized in equity as “Acquisition and disposal of non-controlling interest” in the second quarter of 2023. Upon closing, Vale owns 100% of VOPC's share capital.

   
 8 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

4.Information by business segment and geographic area

 

Segment Main activities
Iron Solutions Comprise of the production and extraction of iron ore, iron ore pellets, manganese, other ferrous products, and its logistic related services.
Energy Transition Metals Includes the production and extraction of nickel and its by-products (gold, silver, cobalt, precious metals and others), and copper, as well as its by-products (gold and silver).
Coal (discontinued operation) Comprise of the production and extraction of metallurgical and thermal coal and its logistic related services. The set of assets related to this segment is classified as “Non-current assets and liabilities related to assets held for sale” (note 15f).
Other Includes the revenues and cost of other products, services, research and development, investments in joint ventures and associates of other business and unallocated corporate expenses and costs related to the Brumadinho event.

 

The segments are aligned with products and reflect the structure used by Management to evaluate the Company’s performance. The responsible bodies for making operational decisions, allocating resources and evaluating performance are the Executive Boards and Board of Directors. Accordingly, the performance of the operating segments is assessed based on a measure of adjusted EBITDA, among other measures.

 

a) Adjusted LAJIDA (EBITDA)

 

The definition of Adjusted LAJIDA (EBITDA) for the Company is the operating income or loss plus dividends received and interest from associates and joint ventures, and excluding the amounts charged as (i) depreciation, depletion and amortization and (ii) impairment reversal (impairment and disposals) of non-current assets.

 

 

      Consolidated
    Three-month period ended March 31,
  Notes 2023 2022
       
Iron ore   13,713 25,978
Iron ore pellets   3,468 4,401
Other ferrous products and services   75 159
Iron solutions   17,256 30,538
       
Nickel   1,836 2,725
Copper   1,144 1,194
Energy Transition Metals   2,980 3,919
       
Other   (1,662) (1,792)
       
LAJIDA (EBITDA) from continuing operations   18,574 32,665
       
Depreciation, depletion and amortization 4(c) (3,409) (3,591)
Impairment reversal (impairment and disposals) of non-current assets, net (i) 15 and 17 (204) 5,328
Dividends received and interest from associates and joint ventures 14 - (2)
Operating income   14,961 34,400
       
Equity results and other results in associates and joint ventures 14 (290) 1,119
Financial results 6 (2,774) (1,376)
Income taxes 7 (2,163) (10,986)
Net income from continuing operations   9,734 23,157

 

(i) Includes adjustment of R$185 (US$35 million) in the three-month period ended March 31, 2023, to reflect the performance of the streaming transactions at market prices.

   
 9 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
      Consolidated
    Three-month period ended March 31,
  Notes 2023 2022
LAJIDA (EBITDA) from discontinued operations   - 874
       
Impairment and disposals of non-current assets, net   - (826)
Operating income 15(f) - 48
       
Financial results    - (33)
Income taxes    - (9)
Net income from discontinued operations 15(f) - 6

 

b) Net operating revenue by shipment destination

         
  Consolidated
  Three-month period ended March 31, 2023
  Iron Solutions Energy Transition Metals    
  Iron ore Iron ore pellets Other ferrous products and services Nickel and other products Copper Other Total
Americas, except United States and Brazil 5 761 - 741 - - 1,507
United States of America - 448 - 2,204 - - 2,652
Germany 475 172 - 906 673 - 2,226
Europe, except Germany 1,934 720 - 1,878 1,366 - 5,898
Middle East, Africa, and Oceania - 2,160 - 49 - - 2,209
Japan 2,492 268 - 822 - - 3,582
China 17,026 - - 406 284 3 17,719
Asia, except Japan and China 2,094 213 11 728 227 - 3,273
Brazil 1,876 2,126 545 100 - 128 4,775
Net operating revenue 25,902 6,868 556 7,834 2,550 131 43,841

 

        Consolidated
  Three-month period ended March 31, 2022
  Iron Solutions Energy Transition Metals    
  Iron ore Iron ore pellets Other ferrous products and services Nickel and other products Copper Other Total
Americas, except United States and Brazil - 678 3 864 - 250 1,795
United States of America - 141 - 1,496 - - 1,637
Germany 672 - - 897 1,105 - 2,674
Europe, except Germany 2,418 401 - 1,124 1,046 - 4,989
Middle East, Africa, and Oceania - 2,607 - 18 - - 2,625
Japan 3,264 290 2 984 11 - 4,551
China 26,744 44 36 1,501 - - 28,325
Asia, except Japan and China 3,155 114 22 636 327 - 4,254
Brazil 1,863 2,886 533 73 - 514 5,869
Net operating revenue 38,116 7,161 596 7,593 2,489 764 56,719

 

   
 10 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

c) Assets by segment

  Consolidated
  March 31, 2023 December 31, 2022
  Iron Solutions Energy Transition Metals Other Total Iron Solutions Energy Transition Metals Other Total
Investments in associates and joint ventures 6,266 - 2,752 9,018 6,762 - 2,619 9,381
Intangibles 43,400 9,380 298 53,078 43,465 9,640 316 53,421
Property, plant and equipment 130,539 90,516 12,801 233,856 128,970 92,912 12,590 234,472
                 
  Three-month period ended March 31,
  2023 2022
  Iron Solutions Energy Transition Metals Other Total Iron Solutions Energy Transition Metals Other Total
Depreciation, depletion and amortization 2,093 1,251 65 3,409 2,172 1,343 76 3,591
                 
Capital expenditures                
Sustaining capital (i) 2,659 1,372 149 4,180 2,641 1,410 163 4,214
Project execution 1,226 374 92 1,692 933 353 464 1,750
  3,885 1,746 241 5,872 3,574 1,763 627 5,964

 

(i) According to the Company's shareholder remuneration policy, dividends are calculated based on 30% of the adjusted LAJIDA (EBITDA) less sustaining capital investments.

d) Assets by geographic area

  Consolidated
  March 31, 2023 December 31, 2022
  Investments in associates and joint ventures Intangible Property, plant and equipment Total Investments in associates and joint ventures Intangible Property, plant and equipment Total
Brazil 9,018 43,702 149,259 201,979 9,381 43,783 147,191 200,355
Canada - 9,365 56,567 65,932 - 9,624 58,325 67,949
Americas, except Brazil and Canada - - 21 21 - - 20 20
Europe - - 3,778 3,778 - - 3,897 3,897
Indonesia - 5 13,875 13,880 - 6 14,251 14,257
Asia, except Indonesia and China - - 3,946 3,946 - - 4,102 4,102
China - 4 91 95 - 5 98 103
Oman - 2 6,319 6,321 - 3 6,588 6,591
Total 9,018 53,078 233,856 295,952 9,381 53,421 234,472 297,274

 

   
 11 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

5. Costs and expenses by nature

a)    Cost of goods sold, and services rendered

 

  Consolidated
  Three-month period ended March 31,
  2023 2022
Maintenance 4,224 3,283
Materials and services 4,205 3,557
Freight 3,545 4,332
Depreciation, depletion and amortization 3,182 3,374
Acquisition of products 2,782 2,395
Personnel 2,375 1,991
Fuel oil and gas 2,003 1,490
Royalties 1,207 1,097
Energy 866 793
Others 1,335 1,862
Total 25,724 24,174
     
Cost of goods sold 25,088 23,481
Cost of services rendered 636 693
Total 25,724 24,174

 

b)       Selling and administrative expenses

 

  Consolidated
  Three-month period ended March 31,
  2023 2022
Personnel 235 279
Services 145 115
Selling 93 98
Depreciation and amortization 60 60
Other 82 77
Total 615 629

 

c)       Other operating expenses, net

 

    Consolidated
    Three-month period ended March 31,
  Notes 2023 2022
Expenses related to Brumadinho event 22 579 640
Expenses related to de-characterization of dam 24(a) - 192
Provision for litigations 26(a) 159 85
Profit sharing program   284 247
Other   131 249
Total   1,153 1,413

 

   
 12 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

6.        Financial results

 

    Consolidated
    Three-month period ended March 31,
  Notes 2023 2022
Financial income      
Short-term investments   458 678
Other   170 110
    628 788
Financial expenses      
Loans and borrowings gross interest 21 (937) (843)
Capitalized loans and borrowing costs   24 71
Interest on REFIS   (196) (111)
Interest on lease liabilities 21 (77) (79)
Other   (473) (698)
    (1,659) (1,660)
Other financial items, net      
Net foreign exchange losses   (808) (4,273)
Participative shareholders' debentures (i) 20 (248) (1,311)
Financial guarantees (i) 15(a) - 613
Derivative financial instruments, net 18 999 4,421
Indexation gain (losses), net   (1,686) 46
    (1,743) (504)
Total   (2,774) (1,376)

 

(i) Items reclassified in comparative to maintain consistency of disclosure.

 

Financial guarantees

As of March 31, 2023, the total guarantees granted by the Company (within the limit of its direct or indirect interest) for certain associates and joint ventures totaled R$1,341 (US$264 million) (2022: R$7,941 (US$1,522 million)).

 

7.Income taxes

 

a)       Income tax reconciliation

 

Income tax expense is recognized based on the estimate of the weighted average effective tax rate expected for the full year, adjusted for the tax effect of certain items that are recognized in full on the interim tax calculation. Therefore, the effective tax rate in the interim financial statements may differ from management’s estimate of the effective tax rate for the year.

 

The reconciliation of the taxes calculated according to the nominal tax rates and the amount of taxes recorded is shown below:

 

  Consolidated Parent Company
  Three-month period ended March 31,
  2023 2022 2023 2022
Income before income taxes 11,897 34,143 8,895 30,650
Income taxes at statutory rate (34%) (4,045) (11,609) (3,024) (10,421)
Adjustments that affect the taxes basis:        
Tax incentives 2,108 2,546 2,008 2,448
Equity results (156) 44 (260) 5,832
Addition (reduction) of tax loss carryforward (371) (3,572) 1,378 (5)
Other 301 1,605 524 (5,458)
Income taxes (2,163) (10,986) 626 (7,604)
Current tax (1,133) (1,284) (784) (981)
Deferred tax (1,030) (9,702) 1,410 (6,623)
Income taxes (2,163) (10,986) 626 (7,604)

 

   
 13 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

b)Deferred income tax assets and liabilities

 

  Consolidated
  Assets Liabilities Deferred taxes, net
Balance at December 31, 2022 56,195 7,372 48,823
Effect in income statement (1,178) (148) (1,030)
Translation adjustment (123) (194) 71
Other comprehensive income (30) (25) (5)
Balance at March 31, 2023 54,864 7,005 47,859
       
Balance at December 31, 2021 63,847 10,494 53,353
Effect in income statement (9,532) 170 (9,702)
Translation adjustment (1,112) (1,292) 180
Other comprehensive income (174) (555) 381
Sale of California Steel Industries - (147) 147
Balance at March 31, 2022 53,029 8,670 44,359

 

c)Income taxes - Settlement program (“REFIS”)

 

  Consolidated
  March 31, 2023 December 31, 2022
Current liabilities 1,969 1,934
Non-current liabilities 9,427 9,753
REFIS liabilities 11,396 11,687
     
SELIC rate 13.75% 13.75%

 

The balance is mainly related to the settlement program of claims regarding the collection of income tax and social contribution on equity gains of foreign subsidiaries and affiliates from 2003 to 2012. This amount bears SELIC interest rate (Special System for Settlement and Custody) and will be paid in monthly installments until October 2028. The impact of the SELIC over the liability is recorded under the Company’s financial results.

 

d)   Uncertain tax positions (“UTP”)

 

There has not been any relevant developments on matters related to UTP since the December 31, 2022 financial statements.

 

e) Recoverable and payable taxes

 

            Consolidated
  March 31, 2023 December 31, 2022
  Current assets Non-current assets Current liabilities Current assets Non-current assets Current liabilities
Value-added tax ("ICMS") 1,407 5 115 1,364 5 242
Brazilian federal contributions ("PIS and COFINS") 4,033 3,936 247 3,602 3,861 182
Income taxes 1,350 1,865 1,800 1,614 1,927 1,156
Financial compensation for the exploration of mineral resources ("CFEM") - - 324 - - 284
Other 45 - 927 59 - 590
Total 6,835 5,806 3,413 6,639 5,793 2,454

 

   
 14 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

8.Basic and diluted earnings per share

 

The basic and diluted earnings per share are presented below:

 

 

  Three-month period ended March 31,
  2023 2022
Net income attributable to Vale's shareholders    
Net income from continuing operations 9,521 23,040
Net income from discontinued operations - 6
Net income 9,521 23,046
     
Thousands of shares    
Weighted average number of common shares outstanding 4,453,110 4,807,641
Weighted average number of common shares outstanding and potential ordinary shares 4,456,941 4,811,926
     
Basic and diluted earnings per share from continuing operations    
Common share (US$) 2.14 4.79
Basic and diluted earnings per share from discontinued operations    
Common share (US$) - -
Basic and diluted earnings per share:    
Common share (US$) 2.14 4.79

 

9.Cash flows reconciliation

 

 

a) Cash flow from operating activities:

 

    Consolidated Parent Company
    Three-month period ended March 31,
  Notes 2023 2022 2023 2022
Cash flow from operating activities:          
Income before income taxes   11,897 34,143 8,895 30,650
Adjusted for:          
Equity results and others results from subsidiaries 14 - - 289 (15,483)
Equity results and other results in associates and joint ventures 14 and 23 290 (1,119) 289 (1,119)
Impairment and disposals (impairment reversal) of non-current assets, net 15 and 17 19 (5,328) (15) 264
Provision for de-characterization of dams 24 - 192 - 192
Depreciation, depletion and amortization   3,409 3,591 2,173 2,128
Financial results, net 6 2,774 1,376 3,204 1,683
Changes in assets and liabilities:          
Accounts receivable 10 8,753 4,724 646 8,780
Inventories 11 (1,744) (1,423) (189) (137)
Suppliers and contractors 12 (546) (3,837) 551 (2,258)
Other assets and liabilities, net   (2,392) (3,137) (1,199) (1,389)
Cash flow from operations   22,460 29,182 14,644 23,311

 

b) Cash flow from investing activities

 

    Consolidated Parent Company
    Three-month period ended March 31,
  Notes 2023 2022 2023 2022
Cash received from the sale of California Steel Industries 15(d) - 2,269 - -
Cash received from the sale of Companhia Siderúrgica do Pecém 15(a) 5,637 - 5,637 -
Cash contribution to Companhia Siderúrgica do Pecém 15(a) (5,983) - (5,983) -
Proceeds (payments) from disposal of investments, net   (346) 2,269 (346) -

 

 

   
 15 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

c) Reconciliation of debt to cash flows arising from financing activities

 

 

  Consolidated
  Quoted in the secondary market Debt contracts in Brazil Debt contracts on the international market Total
December 31, 2022 33,900 1,461 22,980 58,341
Additions - - 1,581 1,581
Payments (85) (62) (52) (199)
Interest paid (i) (568) (37) (275) (880)
Cash flow from financing activities (653) (99) 1,254 502
Effect of exchange rate (840) - (677) (1,517)
Interest accretion 539 40 336 915
Non-cash changes (301) 40 (341) (602)
March 31, 2023 32,946 1,402 23,893 58,241

 

(i)Classified as operating activities in the statement of cash flows.

 

Additions - In March 2023, the Company contracted a loan of R$1,581 (US$300 million) with the Bank of China Limited indexed to SOFR and maturing in 2028.

 

Payments - In January 2023, the Company paid principal and interest of debentures, in the amount of R$124 (US$24 million).

 

d) Non-cash transactions

 

  Consolidated Parent Company
  Three-month period ended March 31,
  2023 2022 2023 2022
Non-cash transactions:        
Additions to property, plant and equipment - capitalized loans and borrowing costs 24 71 24 71

 

 

10.Accounts receivable

 

    Consolidated Parent Company
  Notes March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Receivables from customer contracts          
Related parties 29 777 1,102 44,681 46,700
Third parties          
Iron Solutions   8,195 16,346 1,156 634
Energy Transition Metals   4,654 5,135 14 7
Other   246 180 225 100
Accounts receivable   13,872 22,763 46,076 47,441
Expected credit loss   (219) (226) (66) (61)
Accounts receivable, net   13,653 22,537 46,010 47,380

No customer individually represented 10% or more of the Company’s accounts receivable or revenues in the periods presented above.

Provisionally priced commodities sales – The Company is mainly exposed to iron ore and copper price risk. The final sales price of these commodities is calculated based on the pricing period stipulated in the sales contracts, which generally is later than the revenue recognition date. Therefore, the Company initially recognizes revenue based on a provisional invoice and the receivables of the provisionally priced products are subsequently measured at fair value through profit or loss (note 19), with these changes in the value of the receivables recorded in the Company's net operating revenue.

 

   
 16 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

The sensitivity of the Company’s risk on final settlement of provisionally priced accounts receivables is presented below:

 

  Three-month period ended March 31, 2023
  Thousand metric tons Provisional price (US$/ton) Change

Effect on Revenue

(R$ million)

Iron ore 8,617 120 +/-10% +/- 537
Copper 69 11,691 +/-10% +/- 420

 

11.Inventories

 

 

  Consolidated Parent Company
  March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Finished products        
Iron Solutions 13,055 11,091 5,825 4,927
Energy Transition Metals 2,893 3,396 140 224
  15,948 14,487 5,965 5,151
         
Work in progress 4,419 4,175 43 144
Consumable inventory 5,453 5,272 2,901 2,790
         
Allowance to net realizable value (i) (458) (548) (167) (268)
Total of inventories 25,362 23,386 8,742 7,817

(i) In the three-month period ended March 31, 2023, the effect of provision reversal for net realizable value was R$49 (US$10 million) (2022: provision of R$53 (US$11 million)).

 

 

12.Suppliers and contractors

 

    Consolidated Parent Company
  Notes March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Third parties – Brazil   14,607 14,042 13,950 13,184
Third parties – Abroad   7,574 8,342 240 85
Related parties 29 499 894 617 979
Total   22,680 23,278 14,807 14,248

 

The Company has transactions with certain suppliers, which allows them to anticipate their receivables and the Company to extend its payment term within the short term, that is, during its operational cycle. The outstanding balance related to those transactions was R$5,207 (US$1,025 million) as at March 31, 2023 (2022: R$3,877 (US$743 million)), of which R$1,161 (US$229 million) (2022: R$1,058 (US$202 million)) relates to the structure created by the Company with the exclusive purpose of enabling small and medium suppliers to anticipate their receivables with better interest rates, in line with Vale’s social pillar.

 

 

13.Other financial assets and liabilities

 

 

    Consolidated
    Current Non-Current
  Notes March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Other financial assets          
Restricted cash   - - 487 404
Derivative financial instruments 18 1,938 1,788 1,444 1,022
Investments in equity securities (i)   - - 68 36
    1,938 1,788 1,999 1,462
Other financial liabilities          
Derivative financial instruments 18 281 470 744 972
Other financial liabilities - Related parties 29 1,866 2,086 - -
Financial guarantees provided (ii)          15(a) - - 1 537
Liabilities related to the concession grant 13(a) 1,927 2,169 13,509 13,326
Contract liability and other advances (iii)   3,962 4,000 - -
    8,036 8,725 14,254 14,835

 

   
 17 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 


    Parent Company
    Current Non-Current
  Notes March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Other financial assets          
Restricted cash   - - 21 22
Derivative financial instruments   1,487 1,160 1,430 1,022
Investments in equity securities (i)   - - 30 31
Other financial assets   - - 52 50
    1,487 1,160 1,533 1,125
Other financial liabilities          
Derivative financial instruments   67 128 642 848
Loans - Related parties 29 24,688 25,691 51,757 48,465
Other financial liabilities - Related parties 29 4,060 3,660 - -
Financial guarantees provided (ii)  15(a) - - 1 537
Liabilities related to the concession grant 13(a) 1,927 2,169 13,509 13,326
Contract liability and other advances (iii)   37 33 - -
    30,779 31,681 65,909 63,176

 

(i) Corresponding to a 3.24% non-controlling interest in Boston Electrometallurgical Company, whose objective is to promote the development of a technology focused on reducing carbon dioxide emissions in steel production.

(ii) In March 2023, the Company completed the sale of its interest in CSP and derecognized the financial guarantee granted by the Company.

(iii) Includes advances received from customers that meets the definition of contract liability described in IFRS 15/CPC 47 – Revenue from Contracts with Customers and other payables that meet the definition of a financial liability described in IAS 32/CPC 49 - Financial Instruments: Presentation.

 

a) Liabilities related to the concession grant

 

    Consolidated
    December 31, 2022   Addition   Present value adjustment   Disbursements   March 31, 2023
Payment obligation   4,975   24   125   (70)   5,054
Infrastructure investment   10,520   60   62   (260)   10,382
    15,495   84   187   (330)   15,436
                     
Current liabilities   2,169               1,927
Non-current liabilities   13,326               13,509
Liabilities   15,495               15,436
                     
Discount rate in nominal terms - Payment obligation   11.04%               11.04%
Discount rate in nominal terms - Infrastructure investment   6.08% - 6.23%               5.68% - 6.33%

 

   
 18 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
14.Investments in subsidiaries, associates, and joint ventures

 

 

       
      Investments in associates and joint ventures Equity results Dividends received
        Three-month period ended March 31, Three-month period ended March 31,
Associates and joint ventures % ownership % voting capital March 31, 2023 December 31, 2022 2023 2022 2023 2022
Iron Solutions                
Baovale Mineração S.A. 50.00 50.00 128 125 3 3 - -
Companhia Coreano-Brasileira de Pelotização 50.00 50.00 439 415 23 62 - -
Companhia Hispano-Brasileira de Pelotização 50.89 50.00 264 250 15 2 - -
Companhia Ítalo-Brasileira de Pelotização 50.90 50.00 342 323 19 7 - -
Companhia Nipo-Brasileira de Pelotização 51.00 50.00 797 759 37 53 - -
MRS Logística S.A. 48.16 47.09 2,689 2,656 33 49 - -
Samarco Mineração S.A. (note 23) 50.00 50.00 - - -                    -   - -
VLI S.A. 29.60 29.60 1,607 2,234 (631) (94) - -
      6,266 6,762 (501) 82 - -
Energy Transition Metals                
Korea Nickel Corp. 25.00 25.00 - - - 8 - -
      - - - 8 - -
Others                
Aliança Geração de Energia S.A. 55.00 55.00 1,923 1,772 48 41 - -
Aliança Norte Energia Participações S.A. 51.00 51.00 547 553 (6) (8) - -
California Steel Industries, Inc. 50.00 50.00 - - -                    -   - 360
Other     282 294 - 14 - 2
      2,752 2,619 42 47 - 362
Equity results in associates and joint ventures     9,018 9,381 (459) 137 - 362
Other results in associates and joint ventures (note 15)     - - 169 982 - -
Equity results and other results in associates and joint ventures     9,018 9,381 (290) 1,119 - 362

 

   
 19 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

a) Changes in the period

 

 

    Consolidated Parent Company
  Notes 2023 2022 2023 2022
Balance at January 1,   9,381 9,771 122,573 143,640
Additions and capitalizations   5 1 75 167
Transfer to asset held for sale - Midwestern System 15(c) - - - (1,155)
Equity results and others results from subsidiaries   - - (289) 15,483
Equity results and other results in associates and joint ventures   (459) 137 (476) 1,672
Equity results in statement of comprehensive income   - - 64 (1,377)
Dividends declared   - (206) (1) (3,363)
Translation adjustment   - (22) (2,121) (17,307)
Share buyback programs 28(c) - - (2,037) (4,949)
Divestments   - - - (210)
Share-based payment   - - (41) (370)
Impairment of CSP 15(a) - (553) - (553)
Other   91 2 129 (1,085)
Balance at March 31,   9,018 9,130 117,876 130,593

 

15.Acquisitions and divestitures
    Consolidated
     Three-month period ended March 31, 2023
  Reference Impairment reversal (impairment) of non-current assets Equity results and other results in associates and joint ventures
Companhia Siderúrgica do Pecém 15(a) - 190
    - 190
       
    Consolidated
     Three-month period ended March 31, 2022
  Reference Impairment reversal (impairment) of non-current assets Equity results and other results in associates and joint ventures
Midwestern System 15(c) 5,632 -
California Steel Industries 15(d) - 1,545
Companhia Siderúrgica do Pecém 15(a)   - (553)
    5,632 992
Discontinued operations (Coal) 15(f) (826) -
    4,806 992

  

a) Sale of Companhia Siderúrgica do Pecém (“CSP”) – In July 2022, the Company and the other shareholders of CSP signed a binding agreement with ArcelorMittal Brasil S.A. (“ArcelorMittal”) for the sale of CSP. Based on the terms of the agreement, the Company has impaired its investment in full, which resulted in a loss of R$553 (US$111 million) recognized in the income statement for the three-month period ended March 31, 2022.

 

In March 2023, the Company completed the sale of its interest in CSP to ArcelorMittal. Under the terms of the agreement, Vale has received R$5,637 (US$1,042 million) from the buyer and made a cash contribution of R$5,983 (US$1,189 million) to CSP upon closing, which was fully used to prepay the outstanding net debt of CSP as determined by the agreement. In addition, the Company derecognized its financial liability related to the guarantee granted to CSP, leading to a gain of R$190 (US$37 million) recognized as “Equity results and other results in associates and joint ventures”.

 

   
 20 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

b) Vale Oman Pelletizing Company LLC (“VOPC”) – In February 2023, OQ Group exercised its option to sell its 30% noncontrolling interest held in VOPC. In April 2023 (subsequent event), the Company completed the transaction and acquired the minority interest for R$660 (US$130 million) and, upon closing, Vale owns 100% VOPC's share capital. The result is immaterial and will be recognized in equity as “Acquisition and disposal of non-controlling interest” in the second quarter of 2023, because it is a transaction with non-controlling shareholders as VOPC is a Vale’s subsidiary.

 

c) Midwestern System – During the first quarter of 2022, the Company classified the assets and liabilities related to the Midwestern System as held for sale due to the negotiations with interested parties in Vale’s iron ore, manganese and logistics assets in the Midwestern System. These negotiations resulted in the execution of a binding agreement with J&F Mineração Ltda. (“J&F”) for the sale of these assets, which was signed on April 6, 2022, for the sale of these assets.

The carrying amount of those assets were fully impaired in past years and the Company had a liability related to take-or-pay logistics contracts in the amount of R$4,629 (US$932 million) that were deemed onerous contracts under the Company’s business model for the Midwestern System, which has a negative net asset of R$4,226 (US$892 million) before reclassification to “Non-current assets and liabilities held for sale” on March 31, 2022.

These offers received during the sale process of the assets represented an objective evidence of impairment reversal and the remeasurement of the existing provision, which led to a gain of R$5,632 (US$1,134 million) recorded as “Impairment reversal (impairment and disposals) of non-current assets”, of which R$1,003 (US$202 million) relates to the impairment reversal on the Property, plant and equipment and R$4,629 (US$932 million) is due to the remeasurement of the onerous contract liability. The closing was completed in July 2022 and the Company received R$745 (US$150 million).

d) California Steel Industries (“CSI”) - In December 2021, the Company entered into a binding agreement with Nucor Corporation (“Nucor”) for the sale of its 50% interest in CSI for R$2,269 (US$437 million). In February 2022, the Company concluded the sale and recorded a gain of R$1,545 (US$297 million) for the three-month period ended March 31, 2022, as “Equity results and other results in associates and joint ventures”, of which R$766 (US$147 million) relates to a gain from the sale and R$779 (US$150 million) is due the reclassification of the cumulative translation adjustments from the shareholders’ equity to the income statement.

e) Discontinued operations (Coal) - In June 2021, in preparation for a sale of the coal operation in connection with the sustainable mining strategic agenda, the Company carried out a corporate reorganization by acquiring the interests held by Mitsui in the coal assets, which consist of Moatize mine and the Nacala Logistics Corridor (“NLC”).

 

In December 2021, the Company entered into a binding agreement with Vulcan Resources (formerly Vulcan Minerals - “Vulcan”) for the sale of these assets. Under the sale agreement Vulcan has committed to pay the gross amount of R$1,285 (US$270 million), in addition of a 10-year royalty agreement subject to certain mine production and coal price conditions and so, due to the nature and uncertainties related to the measurement of these royalties, gains will be recognized as incurred. Up to this date, the Company has not recognized any gain in relation to these royalties.

 

Therefore, the Company adjusted the net assets of the coal business to the fair value less cost of disposal, which resulted in an impairment loss of R$13,298 (US$2,511 million) and started presenting the coal segment as a discontinued operation from December 2021.

 

The Company recorded additional losses of R$826 (US$160 million) in the net income from discontinued operations for the three-month period ended March 31, 2022, mainly due to the impairment of assets acquired in the current period of R$270 (US$48 million) and other working capital adjustments in the amount of R$556 (US$112 million). In April 2022, the transaction was completed after the satisfaction of conditions precedent.

   
 21 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

Net income and cash flows from discontinued operations

   
   
  Consolidated
  Three-month period ended March 31,
  2023   2022
Net income from discontinued operations      
Net operating revenue -   2,308
Cost of goods sold and services rendered -   (1,370)
Operating expenses -   (64)
Impairment and disposals of non-current assets, net -   (826)
Operating income -   48
Financial results, net -   (33)
Net income before income taxes -   15
Income taxes -   (9)
Net income from discontinued operations -   6
Net income attributable to Vale's shareholders -   6

 

  Consolidated
  Three-month period ended March 31,
  2023 2022
Cash flow from discontinued operations    
 Operating activities    
Net income before income taxes - 15
 Adjustments:    
  Impairment and disposals of non-current assets, net - 826
  Financial results, net - 33
  Decrease in assets and liabilities - (661)
Net cash generated by operating activities - 213
     
Investing activities    
 Additions to property, plant and equipment - (201)
Net cash used in investing activities - (201)
     
Financing activities    
 Payments - (54)
Net cash used by financing activities - (54)
Net cash used by discontinued operations - (42)

 

   
 22 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
16.Intangibles

 

 

    Consolidated
    Goodwill Concessions Software Research and development project Total
Balance at December 31, 2022   16,643 33,570 454 2,754 53,421
Additions   - 261 25 - 286
Disposals   - (13) - - (13)
Amortization   - (312) (56) - (368)
Translation adjustment   (245) - (3) - (248)
Balance at March 31, 2023   16,398 33,506 420 2,754 53,078
Cost   16,398 40,949 2,894 2,754 62,995
Accumulated amortization   - (7,443) (2,474) - (9,917)
Balance at March 31, 2023   16,398 33,506 420 2,754 53,078
             
Balance at December 31, 2021   17,905 29,149 479 2,754 50,287
Additions   - 186 46 18 250
Disposals   - (43) - - (43)
Amortization   - (305) (55) - (360)
Translation adjustment   (1,469) - (24) - (1,493)
Balance at March 31, 2022   16,436 28,987 446 2,772 48,641
Cost   16,436 35,387 2,739 2,772 57,334
Accumulated amortization   - (6,400) (2,293) - (8,693)
Balance at March 31, 2022   16,436 28,987 446 2,772 48,641

 

  Parent Company
  Concessions Software Research and development project Total
Balance at December 31, 2022 33,570 316 2,754 36,640
Additions 261 21 - 282
Disposals (13) - - (13)
Amortization (312) (39) - (351)
Balance at March 31, 2023 33,506 298 2,754 36,558
Cost 40,949 1,598 2,754 45,301
Accumulated amortization (7,443) (1,300) - (8,743)
Balance at March 31, 2023 33,506 298 2,754 36,558
         
Balance at December 31, 2021 29,149 291 - 29,440
Additions 186 31 - 217
Disposals (43) - - (43)
Amortization (306) (26) - (332)
Balance at March 31, 2022 28,986 296 - 29,282
Cost 35,386 1,502 - 36,888
Accumulated amortization (6,400) (1,206) - (7,606)
Balance at March 31, 2022 28,986 296 - 29,282

 

   
 23 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
17.Property, plant, and equipment

 

 

    Consolidated
  Notes Building and land Facilities Equipment Mineral properties Railway equipment

Right

of use

assets

Other Constructions in progress Total
Balance at December 31, 2022   46,505 41,961 26,006 37,109 12,912 7,592 13,732 48,655 234,472
Additions (i)   - - - - - 62 - 5,399 5,461
Disposals   (11) (38) (26) - (24) - (3) (38) (140)
Assets retirement obligation 24(b) - - - (122) - - - - (122)
Depreciation, depletion and amortization   (569) (631) (939) (680) (206) (237) (413) - (3,675)
Translation adjustment   (321) (157) (333) (600) (8) (144) (129) (448) (2,140)
Transfers   2,700 1,461 1,145 162 152  - 186 (5,806) -
Balance at March 31, 2023   48,304 42,596 25,853 35,869 12,826 7,273 13,373 47,762 233,856
Cost   85,370 68,098 60,707 79,789 21,431 10,908 28,027 47,762 402,092
Accumulated depreciation   (37,066) (25,502) (34,854) (43,920) (8,605) (3,635) (14,654) - (168,236)
Balance at March 31, 2023   48,304 42,596 25,853 35,869 12,826 7,273 13,373 47,762 233,856
                     
Balance at December 31, 2021   45,408 40,357 26,463 43,206 13,024 8,579 13,864 43,094 233,995
Additions (i)   - - - - - 140 - 5,298 5,438
Disposals   (9) (36) (5) - (16) - (1) (153) (220)
Assets retirement obligation 24(b) - - - (2,757) - - - - (2,757)
Depreciation, depletion and amortization   (528) (631) (901) (635) (209) (243) (363) - (3,510)
Impairment reversal   261 156 303 175 - - 100 - 995
Transfer to asset held for sale - Midwestern System   (261) (156) (303) (175) - - (100) - (995)
Translation adjustment   (1,934) (999) (2,062) (4,179) (52) (964) (808) (2,548) (13,546)
Transfers   126 759 456 28 294  - 487 (2,150) -
Balance at March 31, 2022   43,063 39,450 23,951 35,663 13,041 7,512 13,179 43,541 219,400
Cost   78,077 62,931 55,502 81,795 20,928 10,098 29,292 43,541 382,164
Accumulated depreciation   (35,014) (23,481) (31,551) (46,132) (7,887) (2,586) (16,113) - (162,764)
Balance at March 31, 2022   43,063 39,450 23,951 35,663 13,041 7,512 13,179 43,541 219,400

 

(i) Includes capitalized interest.

    Parent Company
  Notes Building and land Facilities Equipment Mineral properties Railway equipment Right of use assets Other Constructions in progress Total
Balance at December 31, 2022   30,009 33,417 11,864 10,263 12,583 1,514 8,175 28,497 136,322
Additions (i)   - - - - - 62 - 3,711 3,773
Disposals   (3) (16) (12) - (24) - (3) (20) (78)
Assets retirement obligation   - - - 67 - - - - 67
Depreciation, depletion and amortization   (317) (435) (420) (235) (196) (93) (333) - (2,029)
Transfers   1,517 857 728 68 152 - 174 (3,496) -
Balance at March 31, 2023   31,206 33,823 12,160 10,163 12,515 1,483 8,013 28,692 138,055
Cost   45,018 49,502 25,456 15,131 20,647 2,814 18,561 28,692 205,821
Accumulated depreciation   (13,812) (15,679) (13,296) (4,968) (8,132) (1,331) (10,548) - (67,766)
Balance at March 31, 2023   31,206 33,823 12,160 10,163 12,515 1,483 8,013 28,692 138,055
                     
Balance at December 31, 2021   29,235 31,458 11,188 9,236 12,653 1,659 7,543 20,987 123,959
Additions (i)   - - - - - 139 - 3,598 3,737
Disposals   (4) (34) (4) - (16) (9) - (108) (175)
Assets retirement obligation   - - - (6) - - -  - (6)
Depreciation, depletion and amortization   (300) (436) (406) (177) (198) (100) (295)  - (1,912)
Transfers   88 666 297 (35) 286   470 (1,772) -
Balance at March 31, 2022   29,019 31,654 11,075 9,018 12,725 1,689 7,718 22,705 125,603
Cost   41,634 45,817 23,095 13,278 20,219 2,580 17,425 22,705 186,753
Accumulated depreciation   (12,615) (14,163) (12,020) (4,260) (7,494) (891) (9,707)  - (61,150)
Balance at March 31, 2022   29,019 31,654 11,075 9,018 12,725 1,689 7,718 22,705 125,603

 

(i) Includes capitalized interest.

   
 24 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

Right-of-use assets (leases)

  December 31, 2022 Additions and contract modifications Depreciation Translation adjustment March 31, 2023
Ports 3,424  - (70) (76) 3,278
Vessels 2,364  - (56) (61) 2,247
Pelletizing plants 1,064 62 (63)  - 1,063
Properties 456 (2) (33)  - 421
Energy plants 206  - (8) (6) 192
Mining equipment 78 2 (7) (1) 72
Total 7,592 62 (237) (144) 7,273

 

Lease liabilities are presented in note 21.

 

18.Financial and capital risk management

 

a) Effects of derivatives on the balance sheet

 

  Consolidated
  March 31, 2023 December 31, 2022
  Assets Liabilities Assets Liabilities
Foreign exchange and interest rate risk        
CDI & TJLP vs. US$ fixed and floating rate swap 78 522 59 752
IPCA swap - 297 - 330
Dollar swap and forward transactions 2,839 11 2,123 37
LIBOR swap 52 - 37 -
  2,969 830 2,219 1,119
Commodities price risk        
Gasoil, Brent and freight 152 175 406 293
Energy Transition Metals 261 2 185 7
  413 177 591 300
Other - 18 - 23
         
Total 3,382 1,025 2,810 1,442

 

b) Net exposure

 

  Consolidated
  March 31, 2023 December 31, 2022
Foreign exchange and interest rate risk    
CDI & TJLP vs. US$ fixed and floating rate swap (444) (693)
IPCA swap (297) (330)
Dollar swap and forward transactions 2,828 2,086
LIBOR swap (i) 52 37
  2,139 1,100
Commodities price risk    
Gasoil, Brent and freight (23) 113
Energy Transition Metals 259 178
  236 291
     
Other (18) (23)
     
Total 2,357 1,368

 

   
 25 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

(i) In March 2021, the UK Financial Conduct Authority (“FCA”), the financial regulator in the United Kingdom, announced the discontinuation of the LIBOR rate for all terms in pounds, euros, Swiss francs, yen and for terms of one week and two months in dollars at the end of December 2021 and the other terms at the end of June 2023. Vale is in negotiations with some financial institutions to replace the reference interest rate of its financial contracts from LIBOR to Secured Overnight Financing Rate ("SOFR"), with spread adjustments to match the transaction costs. The Company does not expect material impacts on the cash flows of these operations.

 

c)       Effects of derivatives on the income statement

 

 

  Consolidated
  Gain (loss) recognized in the income statement
  Three-month period ended March 31,
  2023 2022
Foreign exchange and interest rate risk    
CDI & TJLP vs. US$ fixed and floating rate swap 225 2,154
IPCA swap 36 381
Dollar swap and forward operations 846 1,718
LIBOR swap 16 178
  1,123 4,431
Commodities price risk    
Gasoil, Brent and freight (123) 76
Energy Transition Metals (6) (39)
  (129) 37
Other 5 (47)
     
Total 999 4,421
     

 

d)       Effects of derivatives on the cash flows

 

  Consolidated
  Financial settlement inflows (outflows)
  Three-month period ended March 31,
  2023 2022
Foreign exchange and interest rate risk    
CDI & TJLP vs. US$ fixed and floating rate swap (21) 6
IPCA swap 3                                 -  
Dollar swap and forward operations 104 13
LIBOR swap - (3)
  86 16
Commodities price risk    
Gasoil, Brent and freight 12 16
Energy Transition Metals 97 (426)
  109 (410)
Total 195 (394)

 

   
 26 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

e) Market risk - Foreign exchange and interest rates

 

Protection programs for the R$ denominated debt instruments and other liabilities

 

  Notional     Fair value Financial Settlement Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2023 December 31, 2022 Index Average rate March 31, 2023 December 31, 2022 March 31, 2023 March 31, 2023 2023 2024 2025+
CDI vs. US$ fixed rate swap         (219) (431) (17) 130 (45) (23) (151)
Receivable R$ 6,089 R$ 6,356 CDI 100.13%              
Payable US$ 1,413 US$ 1,475 Fix 1.80%              
                       
TJLP vs. US$ fixed rate swap         (225) (262) (4) 20 (20) (31) (174)
Receivable R$ 804 R$ 814 TJLP + 1.04%              
Payable US$ 201 US$ 204 Fix 3.43%              
                       
          (444) (693) (21) 150 (65) (54) (325)
                       
IPCA swap vs. US$ fixed rate swap         (297) (330) 3 28 2 (42) (257)
Receivable R$ 1,240 R$ 1,294 IPCA + 4.54%              
Payable US$ 307 US$ 320 Fix 3.88%              
                       
          (297) (330) 3 28 2 (42) (257)
                       
R$ fixed rate vs. US$ fixed rate swap         2,289 1,658 83 344 935 813 541
Receivable R$ 20,141 R$ 20,854 Fix 7.56%              
Payable US$ 3,819 US$ 3,948 Fix 0.00%              
                       
Forward R$ 4,122 R$ 4,342 B 5.40 539 428 21 60 419 95 24
                       
          2,828 2,086 104 404 1,354 908 565

 

The sensitivity analysis of these derivative financial instruments is presented as follows:

 

Instrument Instrument's main risk events Fair Value

Scenario I

(∆ of 25%)

Scenario II

(∆ of 50%)

CDI vs. US$ fixed rate swap R$ depreciation (219) (1,954) (3,690)
  US$ interest rate inside Brazil decrease (219) (433) (667)
  Brazilian interest rate increase (219) (410) (601)
Protected item: R$ denominated liabilities R$ depreciation n.a. - -
         
TJLP vs. US$ fixed rate swap R$ depreciation (225) (472) (720)
  US$ interest rate inside Brazil decrease (225) (255) (287)
  Brazilian interest rate increase (225) (270) (310)
  TJLP interest rate decrease (225) (256) (288)
Protected item: R$ denominated debt R$ depreciation n.a. - -
         
IPCA swap vs. US$ fixed rate swap R$ depreciation (297) (678) (1,059)
  US$ interest rate inside Brazil decrease (297) (342) (392)
  Brazilian interest rate increase (297) (372) (446)
  IPCA index decrease (297) (337) (377)
Protected item: R$ denominated debt R$ depreciation n.a. - -
         
R$ fixed rate vs. US$ fixed rate swap R$ depreciation 2,289 (2,196) (6,681)
  US$ interest rate inside Brazil decrease 2,289 1,949 1,593
  Brazilian interest rate increase 2,289 1,526 818
Protected item: R$ denominated debt R$ depreciation n.a. - -
         
Forward R$ depreciation 539 (284) (1,107)
  US$ interest rate inside Brazil decrease 539 510 480
  Brazilian interest rate increase 539 475 415
Protected item: R$ denominated liabilities R$ depreciation n.a. - -

 

   
 27 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

Protection program for LIBOR floating interest rate US$ denominated debt

 

  Notional     Fair value Financial Settlement Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2023 December 31, 2022 Index Average rate March 31, 2023 December 31, 2022 March 31, 2023 March 31, 2023 2023 2024
LIBOR vs. US$ fixed rate swap          52  37  -     2  37  15
Receivable US$ 150 US$ 150 LIBOR 0.85%            
Payable US$ 150 US$ 150 Fix 0.85%            
           52  37  -     2  37  15

 

The sensitivity analysis of these derivative financial instruments is presented as follows:

 

 

Instrument   Instrument's main risk events   Fair Value  

Scenario I

(∆ of 25%)

 

Scenario II

(∆ of 50%)

LIBOR vs. US$ fixed rate swap   US$ LIBOR decrease   52   44   36
Protected item: LIBOR US$ indexed debt   US$ LIBOR decrease   n.a.   (44)   (36)

 

f) Protection program for product prices and input costs

 

 

  Notional     Fair value Financial settlement Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2023 December 31, 2022 Bought / Sold Average strike (US$) March 31, 2023 December 31, 2022 March 31, 2023 March 31, 2023 2023
Brent crude oil (bbl)                  
Call options 22,309,500 22,600,500 B 99 119 384 - 42 119
Put options 22,309,500 22,600,500 S 66 (175) (267) - 48 (175)
                   
Forward Freight Agreement (days)                  
Freight forwards 680 2,085 B 12,807 33 (4) 12 4 33
                   
           (23)  113  12  94  (23)

 

The sensitivity analysis of these derivative financial instruments is presented as follows:

 

Instrument Instrument's main risk events Fair Value

Scenario I

(∆ of 25%)

Scenario II

(∆ of 50%)

Brent crude oil (bbl)        
Options Price input decrease (56) (1,009) (2,968)
Protected item: Part of costs linked to fuel oil prices Price input decrease n.a. 1,009 2,968
         
Forward Freight Agreement (days)        
Forwards Freight price decrease 33 14 (6)
Protected item: Part of costs linked to maritime freight prices Freight price decrease n.a. (14) 6

 

   
 28 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

g) Other derivatives, including embedded derivatives in contracts

 

  Notional     Fair value Financial settlement Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2023 December 31, 2022 Bought / Sold Average strike (US$/ton) March 31, 2023 December 31, 2022 March 31, 2023 March 31, 2023 2023
Fixed price nickel sales protection (ton)                  
Nickel forwards 226 766 B 21,214 3 35 16 2 3
                   

Hedge program for products

acquisition for resale (ton)

                 
Nickel forwards 156 384 S 22,793 (1) (3) 9 1 (1)
                   
          2 32 25 3 2
                   

Embedded derivative (pellet price) in

natural gas purchase (volume/month)

                 
Call options 746,667 746,667 S 233 (18) (23) - 14 (18)
                   
          (18) (23) - 14 (18)
                   

 

The sensitivity analysis of these derivative financial instruments is presented as follows:

 

 

Instrument Instrument's main risk events Fair Value

Scenario I

(∆ of 25%)

Scenario II

(∆ of 50%)

Fixed price sales protection (ton)        
Forwards Nickel price decrease 3 (4) (11)
Protected item: Part of nickel revenues with fixed prices Nickel price decrease n.a. 4 11
         
Hedge program for products acquisition for resale (ton)        
Forwards Nickel price increase (1) (5) (10)
Protected item: Part of revenues from products for resale Nickel price increase n.a. 5 10
         

Embedded derivative (pellet price) in natural gas

purchase agreement (volume/month)

       
Embedded derivatives - Gas purchase Pellet price increase (18) (53) (101)
         

 

h) Hedge accounting

 

  Consolidated
  Gain (loss) recognized in the other comprehensive income
  Three-month period ended March 31,
  2023 2022
Net investments hedge 256 1,129
Cash flow hedge 99 (1,554)

 

Cash flow hedge

 

  Notional (ton)     Fair value Financial settlement Inflows (Outflows) Value at Risk Fair value by year
Flow March 31, 2023 December 31, 2022 Bought / Sold Average strike (US$/ton) March 31, 2023 December 31, 2022 March 31, 2023 March 31, 2023 2023
                   
Nickel revenue hedge program                  
Forward 4,725 6,300 S 34,929 257 146 72 37 257
          257 146 72 37 257

 

   
 29 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

The sensitivity analysis of these derivative financial instruments is presented as follows:

 

Instrument Instrument's main risk events Fair Value

Scenario I

(∆ of 25%)

Scenario II

(∆ of 50%)

 

Nickel Revenue Hedging Program        
Options Nickel price increase 257 111 (35)
Protected item: Part of nickel revenues with fixed sales prices Nickel price increase n.a. (111) 35

 

i) Financial counterparties’ rating

 

The transactions of derivative instruments, cash and cash equivalents as well as short-term investments are held with financial institutions whose exposure limits are periodically reviewed and approved by the delegated authority. The financial institutions credit risk is performed through a methodology that considers, among other information, ratings provided by international rating agencies.

The table below presents the ratings in foreign currency as published by Moody’s regarding the main financial institutions used by the Company to contract derivative instruments, cash and cash equivalents transaction. 

  Consolidated
  March 31, 2023 December 31, 2022
  Cash and cash equivalents and investment Derivatives Cash and cash equivalents and investment Derivatives
Aa1 218 - 168 -
Aa2 2,116 1 1,787 25
Aa3 1,149 - 1,248 -
A1 8,627 617 9,108 515
A2 3,634 852 4,894 760
A3 4,621 293 4,791 332
Baa1 1 - 2 -
Baa2 80 - 37 -
Ba2 (i) 2,806 1,220 2,142 918
Ba3 (i) 920 436 854 286
Others - (37) - (26)
  24,172 3,382 25,031 2,810

 

(i) A substantial part of the balances is held with financial institutions in Brazil and, in local currency, they are deemed investment grade.

 

   
 30 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

19.Financial assets and liabilities

 

The Company classifies its financial instruments in accordance with the purpose for which they were acquired, and determines the classification and initial recognition according to the following categories:

 

    Consolidated
    March 31, 2023   December 31, 2022
Financial assets Notes Amortized cost At fair value through OCI

At fair value through

profit or loss

Total Amortized cost At fair value through OCI

At fair value through

profit or loss

Total
Current                  
Cash and cash equivalents 21 23,901 - - 23,901 24,711 - - 24,711
Short-term investments 21 - - 271 271 - - 320 320
Derivative financial instruments 18 - - 1,938 1,938 - - 1,788 1,788
Accounts receivable 10 4,542 - 9,111 13,653 2,809 - 19,728 22,537
    28,443 - 11,320 39,763 27,520 - 21,836 49,356
Non-current                  
Judicial deposits 26(c) 6,377 - - 6,377 6,338 - - 6,338
Restricted cash   487 - - 487 404 - - 404
Derivative financial instruments 18 - - 1,444 1,444 - - 1,022 1,022
Investments in equity securities 13 - 68 - 68 - 36 - 36
    6,864 68 1,444 8,376 6,742 36 1,022 7,800
Total of financial assets   35,307 68 12,764 48,139 34,262 36 22,858 57,156
                   
Financial liabilities                  
Current                  
Suppliers and contractors 12 22,680 - - 22,680 23,278 - - 23,278
Derivative financial instruments 18 - - 281 281 - - 470 470
Loans, borrowings and leases 21 2,760 - - 2,760 2,552 - - 2,552
Liabilities related to the concession grant 13(a) 1,927 - - 1,927 2,169 - - 2,169
Other financial liabilities - Related parties 29 1,866 - - 1,866 2,086 - - 2,086
Contract liability and other advances   3,962 - - 3,962 4,000 - - 4,000
    33,195 - 281 33,476 34,085 - 470 34,555
Non-current                  
Derivative financial instruments 18 - - 744 744 - - 972 972
Loans, borrowings and leases 21 63,204 - - 63,204 63,778 - - 63,778
Participative shareholders' debentures 20 - - 14,461 14,461 - - 14,218 14,218
Liabilities related to the concession grant 13(a) 13,509 - - 13,509 13,326 - - 13,326
Financial guarantees   - - 1 1 - - 537 537
    76,713 - 15,206 91,919 77,104 - 15,727 92,831
Total of financial liabilities   109,908 - 15,487 125,395 111,189 - 16,197 127,386
                   

a) Hierarchy of fair value

 

      Consolidated
      March 31, 2023 December 31, 2022
  Notes Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Financial assets                  
Short-term investments 21 271 - - 271 320 - - 320
Derivative financial instruments 18 - 3,382 - 3,382 - 2,810 - 2,810
Accounts receivable 10 - 9,111 - 9,111 - 19,728 - 19,728
Investments in equity securities 13 68 - - 68 36 - - 36
    339 12,493 - 12,832 356 22,538 - 22,894
                   
Financial liabilities                  
Derivative financial instruments 18 - 1,025 - 1,025 - 1,442 - 1,442
Participative shareholders' debentures 20 - 14,461 - 14,461 - 14,218 - 14,218
Financial guarantees   - 1 - 1 - 537 - 537
    - 15,487 - 15,487 - 16,197 - 16,197

 

There were no transfers between levels 1, 2 and 3 of the fair value hierarchy during the period presented.

 

   
 31 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 


b) Fair value of loans and borrowings

 

    Consolidated
    March 31, 2023   December 31, 2022
    Carrying amount   Fair value   Carrying amount   Fair value
Quoted in the secondary market:                
 Bonds   31,280   31,591   32,125   32,626
Debentures   1,146   1,130   1,217   1,177
Debt contracts in Brazil in:                
R$, indexed to TJLP, TR, IPCA, IGP-M and CDI   1,386   1,395   1,445   1,452
R$, with fixed interest   5   5   8   8
Debt contracts in the international market in:                
US$, with variable and fixed interest   23,199   24,592   22,260   22,912
Other currencies, with variable interest   48   45   49   44
Other currencies, with fixed interest   403   422   466   474
    57,467   59,180   57,570   58,693

 

20.Participative shareholders’ debentures

 

The effects on the Consolidated Income Statement and on the Consolidated Statement of Financial Position are shown below:

 

  Three-month period ended March 31,  
  2023 2022 Liabilities
  Average price (R$) Financial expense Average price (R$) Financial expense March 31, 2023 December 31, 2022
Participative shareholders’ debentures 37.22 (248) 52.41 (1,311) 14,461 14,218

 

On April 3, 2023 (subsequent event), the Company made available for withdrawal as remuneration the amount of R$637 (US$125 million) for the second semester of 2022 (2022: R$1,120 (US$225 million) for the second semester of 2021), as disclosed on the “Participating debentures report” made available on the Company’s website.

 

21.Loans, borrowings, leases, cash and cash equivalents and short-term investments

 

a)       Net debt

 

The Company monitors the net debt with the objective of ensuring the continuity of its business in the long term.

 

  Consolidated
  March 31, 2023 December 31, 2022
Debt contracts 58,241 58,341
Leases 7,723 7,989
Total of loans, borrowings and leases 65,964 66,330
     
(-) Cash and cash equivalents 23,901 24,711
(-) Short-term investments (i) 271 320
Net debt 41,792 41,299

(i) Substantially comprises investments in exclusive investment fund, whose portfolio is composed of committed transactions and Financial Treasury Bills (“LFTs”), which are floating-rate securities issued by the Brazilian government.

 

 

b)    Cash and cash equivalents

 

    Consolidated
  March 31, 2023 December 31, 2022
R$ 7,606 9,233
US$ 15,426 14,602
Other currencies 869 876
  23,901 24,711

 

   
 32 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
c)Loans, borrowings, and leases

 

i) Total debt

 

    Consolidated
    Current liabilities Non-current liabilities
  Average interest rate (i) March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Quoted in the secondary market:          
US$ Bonds 6.00%   - 31,280 32,125
R$, Debentures (ii) 9.78% 450 244 696 973
Debt contracts in Brazil in (iii):          
R$, indexed to TJLP, TR, IPCA, IGP-M and CDI 10.64% 239 239 1,147 1,206
R$, with fixed interest 3.04% 5 8 - -
Debt contracts in the international market in:          
US$, with variable and fixed interest 5.23% 275 282 22,924 21,978
Other currencies, with variable interest 4.11% - - 48 49
Other currencies, with fixed interest 4.02% 59 60 344 406
Accrued charges   774 771 - -
    1,802 1,604 56,439 56,737

 

    Parent Company
    Current liabilities Non-current liabilities
  Average interest rate (i) March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Quoted in the secondary market:          
US$,Bonds 5.66% - - 2,496 2,563
R$, Debentures (ii) 9.78% 450 244 696 973
Debt contracts in Brazil in (iii):          
R$, indexed to TJLP, TR, IPCA, IGP-M and CDI 10.64% 239 239 1,147 1,206
R$, with fixed interest 3.04% 5 8 - -
Debt contracts in the international market in:          
US$, with variable interest 5.23% - - 11,278 10,018
Other currencies, with variable interest 4.11% - - 48 49
Accrued charges   131 182 - -
    825 673 15,665 14,809

 

(i) In order to determine the average interest rate for debt contracts with floating rates, the Company used the rate applicable as at March 31, 2023.

(ii) The Company has debentures in Brazil obtained for the Company's infrastructure investment projects.

(iii) The Company entered into derivatives to mitigate the exposure to cash flow variations of all floating rate debt contracted in Brazil, resulting in an average cost of 3.45% per year in US$.

 

Future flows of debt payments, principal and interest

 

  Consolidated Parent Company
  Principal

Estimated future

interest payments (i)

Principal

Estimated future

interest payments (i)

2023 593 2,650 310 720
2024 3,295 3,501 3,230 969
2025 2,267 3,369 678 838
2026 4,277 3,222 423 785
2027 8,611 2,669 3,845 642
Between 2028 and 2030 15,853 6,515 3,043 1,114
2031 onwards 22,571 10,449 4,830 2,323
Total 57,467 32,375 16,359 7,391

 

(i) Based on interest rate curves and foreign exchange rates applicable as at March 31, 2023 and considering that the payments of principal will be made on their contracted payments dates. The amount includes the estimated interest not yet accrued and the interest already recognized in the interim financial statements.

 

 

   
 33 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

Covenants

 

Some of the Company’s debt agreements with lenders contain financial covenants. The primary financial covenants in those agreements require maintaining certain ratios, such as debt to LAJIDA (EBITDA) (as defined in note 4a) and interest coverage. The Company did not identify any instances of noncompliance as at March 31, 2023.

 

   
 34 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

ii) Lease liabilities

 

  Consolidated
  December 31, 2022 Additions and contract modifications Payments (i) Interest Translation adjustment March 31, 2023
Ports 3,599 - (87) 32 (81) 3,463
Vessels 2,303 - (81) 21 (56) 2,187
Pelletizing plants 1,157 62 (6) 14 (3) 1,224
Properties 549 (2) (58) 5 (1) 493
Energy plants 274 - (7) 4 (9) 262
Mining equipment 107 2 (7) 1 (9) 94
Total 7,989 62 (246) 77 (159) 7,723
Current liabilities 948         958
Non-current liabilities 7,041         6,765
Total 7,989         7,723

 

(i) The total amount of the variable lease payments not included in the measurement of lease liabilities for the period ended March 31, 2023 was R$194 (US$37 million) (2022: R$304 (US$58 million)).

 

Annual minimum payments and remaining lease term

 

The following table presents the undiscounted lease obligation by maturity date. The lease liability recognized in the balance sheet is measured at the present value of such obligations.

Consolidated
    2023   2024   2025   2026   2027 onwards   Total   Average remaining term (years)   Discount rate
Ports   253   337   333   264   3,534   4,721   1 to 20   3% to 5%
Vessels   235   306   298   273   1,483   2,595   2 to 10   3% to 4%
Pelletizing plants   283   242   229   83   555   1,392   1 to 10   2% to 5%
Properties   119   129   81   72   163   564   1 to 7   2% to 6%
Energy plants   25   33   33   28   230   349   1 to 7   5% to 6%
Mining equipment   23   22   21   20   16   102   1 to 5   2% to 6%
Total   938   1,069   995   740   5,981   9,723        

 

22.Brumadinho dam failure

 

In January 2019, a tailings dam (“Dam I”) experienced a failure at the Córrego do Feijão mine, in the city of Brumadinho, state of Minas Gerais. The failure released a flow of tailings debris, destroying some of Vale’s facilities, affecting local communities and disturbing the environment. The tailings released have caused an impact of around 315 km in extension, reaching the nearby Paraopeba River. The dam failure in Brumadinho (“event”) resulted in 270 fatalities or presumed fatalities, including 3 victims still missing, and caused extensive property and environmental damage in the region.

 

On February 4, 2021, the Company entered into a Judicial Settlement for Integral Reparation (“Global Settlement”), which was under negotiations since 2019, with the State of Minas Gerais, the Public Defender of the State of Minas Gerais and the Federal and the State of Minas Gerais Public Prosecutors Offices, to repair the environmental and social damage resulting from the Dam I rupture. The Global Settlement was ratified by the Minas Gerais State Court on February 4, 2021, and the res judicata was drawn up on April 7, 2021.

 

As a result of the dam failure, the Company has been recognizing provisions to meet its assumed obligations, including indemnification to those affected by the event, remediation of the impacted areas and compensation to the society, as shown below:

 

   
 35 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Consolidated
  December 31, 2022 Monetary and present value adjustments Disbursements March 31, 2023
Global Settlement for Brumadinho        
Payment obligations 4,602 104 - 4,706
Provision for socio-economic reparation and others 4,523 116 (308) 4,331
Provision for social and environmental reparation 4,057 105 (58) 4,104
  13,182 325 (366) 13,141
Commitments        
Tailings containment and geotechnical safety 2,916 74 (152) 2,838
Individual indemnification 237 7 (92) 152
Other commitments 947 13 (31) 929
  4,100 94 (275) 3,919
         
Liability 17,282 419 (641) 17,060
         
Current liability 4,926     5,699
Non-current liability 12,356     11,361
Liability 17,282     17,060
         
Discount rate in nominal terms 9.08%     9.44%
         

In addition, the Company has incurred expenses, which have been recognized straight to the income statement, in relation to tailings management, humanitarian assistance, payroll, legal services, water supply, among others. In the three-month period ended March 31, 2023, the Company incurred expenses in the amount of R$579 (US$111 million) (2022: R$640 (US$123 million)).

 

a) Global Settlement for Brumadinho

 

The Global settlement includes: (i) payment obligations, of which the funds will be used directly by the State of Minas Gerais and Institutions of Justice for socio-economic and socio-environmental compensation projects; (ii) socioeconomic projects in Brumadinho and other municipalities; and (iii) compensation of the environmental damage caused by the dam failure. These obligations are projected for an average period of 5 years.

 

For the measures (i) and (ii), the agreement specifies an amount for each project and changes in the original budget and deadlines may have an impact in the provision. In addition, the execution of the environmental recovery actions has no cap limit despite having been estimated in the Global Settlement due to the Company's legal obligation to fully repair the environmental damage caused by the dam failure. The expenses related to these obligations are deducted from the income tax calculation, in accordance with the Brazilian tax regulation, which is subject to periodic inspection by the competent authorities. Therefore, although Vale is monitoring this provision, the amount recorded could materially change depending on several factors that are not under the Company’s control.

 

b) Provision for individual indemnification and other commitments

 

The Company is also working to ensure geotechnical safety of the remaining structures at the Córrego do Feijão mine, in Brumadinho, and the removal and proper disposal of the tailings of Dam I, including dredging part of the released material and de-sanding from the channel of the river Paraopeba.

 

For the individual indemnification, Vale and the Public Defendants of the State of Minas Gerais formalized an agreement on April 5, 2019, under which those affected by the Brumadinho’s dam failure may join an individual or family group out-of-Court settlement agreements for the indemnification of material, economic and moral damages. This agreement establishes the basis for a wide range of indemnification payments, which were defined according to the best practices and case law of Brazilian Courts, following rules and principles of the United Nations.

 

   
 36 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

c) Contingencies and other legal matters

 

Public civil actions brought by the State of Minas Gerais and state public prosecutors for damages resulting from the failure of Dam I

 

The Company is party to public civil actions brought by the State of Minas Gerais and justice institutions, claiming compensation for socioeconomic and socio-environmental damages resulting from the dam failure and seeking a broad range of preliminary injunctions ordering Vale to execute specific remediation and reparation actions. As a result of the Global Settlement, settled in February 2021, the requests for the reparation of socio-environmental and socioeconomic damages caused by the dam failure were substantially resolved. Indemnifications for individual damages was excluded from the Global Settlement, and the Term of Commitment signed with the Public Defendants of the State of Minas Gerais was ratified, whose parameters are utilized as a basis for the settlement of individual agreements. In the same year of 2021, the fulfilment of the Global Settlement was initiated, by Vale and other parties.

 

Collective Labor Civil Action

 

In 2021, public civil actions were filed with Labor Court of Betim in the State of Minas Gerais, by a workers' unions claiming the compensation for death damages to own and outsourced employees, who died as a result of the failure of Dam I. Initial decisions sentenced Vale to pay R$1 (US$197 thousand) per fatality. Vale is defending itself in the lawsuits and considers that the likelihood of loss is possible.

 

U.S. Securities class action suit

 

Vale is defending itself against a class action brought before a Federal Court in New York and filed by holders of securities - American Depositary Receipts ("ADRs") - issued by Vale. Following the decision of the Court, in May 2020, that denied the Motion to Dismiss presented by the Company, the Discovery phase has started and is expected to be concluded in 2023.

 

On November 24, 2021, a new complaint was filed before the same Court by eight Plaintiffs, all investment funds, as an “opt-out” litigation from the class action already pending in the Eastern District of New York court, asserting virtually the same allegations in the main class action.

 

The likelihood of loss of these proceedings is considered possible. However, considering the initial phase of this class action, it is not yet possible to reliably estimate the amount of a potential loss. The amount of damages sought in these claims is unspecified.

 

Arbitration proceedings filed by minority shareholders and a class association

 

In Brazil, Vale is named as a defendant in (i) one arbitration filed by 385 minority shareholders, (ii) two arbitrations filed by a class association allegedly representing all Vale’s non-controlling shareholders, and (iii) three arbitrations filed by foreign investment funds.

 

In the six proceedings, the claimants argue that Vale was aware of the risks associated with the dam and failed to disclose it to its shareholders. Based on such argument, they claim compensation for losses caused by the decrease in share price.

The expectation of loss is classified as possible for the six procedures and, considering the initial phase, it is not possible at this time to reliably estimate the amount of a possible loss.

 

In one of the proceedings filed by foreign funds, the Claimants initially estimated the amount of the alleged losses would be approximately R$1,800 (US$354 million). In another proceeding filed by foreign funds, the Claimants initially estimated the amount of the alleged losses would be approximately R$3,900 (US$768 million). The Company disagrees with the ongoing proceedings and understands that, in this case and at the current stage of the proceedings, the probability of loss in the amount claimed by the foreign funds is remote.

 

Securities and Exchange Commission (“SEC”) and investigations conducted by the CVM

 

On April 28, 2022, the SEC filed a lawsuit against us in the U.S. District Court for the Eastern District of New York, alleging that certain Vale’s disclosures related to dam safety management prior to the dam failure in Brumadinho violated U.S. securities laws. On March 28, 2023, Vale reached a settlement with the SEC to fully resolve this litigation. Under the agreement, without admitting or denying the settled claims, Vale will make payments totaling R$285 (US$56 million), which are recorded by Vale. The settlement resolves the litigation without judgment on the claims based upon intentional or reckless fraud. In April 2023 (subsequent event) the settlement was approved by the court.

   
 37 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

CVM is also conducting investigations relating to Vale's disclosure of relevant information to shareholders, investors and the market in general, especially regarding the conditions and management of Vale's dams. The likelihood of loss of this proceeding is classified as possible and it is not yet possible to reliably estimate the amount of a potential loss to the Company.

 

Criminal proceedings and investigations

 

In January 2020, the State Prosecutors of Minas Gerais (“MPMG”) filed criminal charges against 16 individuals (including former executive officers of Vale and former employees) for a number of potential crimes, including homicide, and against Vale S.A. for alleged environmental crimes.

 

In November 2021, the Brazilian Federal Police concluded the investigation on potential criminal responsibility related with the Brumadinho dam failure and the final report sent to the Federal Public Prosecutors (“MPF”).

 

In January 2023, after the Federal Supreme Court recognized the competence of the Federal Court, the MPF ratified the complaint presented by MPMG, which was received by the competent authority. The MPF and the Brazilian Federal Police conducted a separate investigation into the causes of the dam failure in Brumadinho, which may result in new criminal proceedings. Vale is defending itself against the criminal claims and is not possible to estimate when a decision will be issued. The likelihood of a financial loss to the Company is classified as possible and it is not yet possible to reliably estimate the amount of a potential loss to Vale.

 

Decision of the Brazilian Office of the Comptroller General of the Union (“CGU”)

 

In October 2020, the CGU notified the Company about an administrative proceeding prosecution based on the same allegations mentioned above under the Brazilian Law 12,846/2013 in connection with inspection and monitoring activities related to the Brumadinho dam. In August 2022, the CGU concluded that Vale has failed to present reliable information to the Brazilian National Mining Agency (“ANM”), as once a positive stability condition statement (“DCE”) was issued for the Dam I, where it should be negative in the view of the CGU. Thus, even recognizing the non-existence of corruption acts or practices, the CGU fined Vale R$86 (US$17 million), which is the minimum amount established by law, i.e., the CGU recognizes the non-involvement or tolerance of the Company’s top management. Vale has submitted a request for reconsideration and considers the likelihood of loss for this amount is possible.

 

d) Insurance

 

The Company is negotiating with insurers the payment of indemnification under its civil liability and Directors and Officers Liability Insurance. However, these negotiations are still in progress, therefore any payment of insurance proceeds will depend on the coverage definitions under these policies and assessment of the amount of loss. Due to uncertainties, no indemnification related to these insurers was recognized in these financial statements.

   
 38 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

23.Liabilities related to associates and joint ventures

 

a) Samarco dam failure

 

In November 2015, the Fundão tailings dam owned by Samarco Mineração S.A. (“Samarco”) experienced a failure, releasing mine tailings downstream, flooding certain communities and impacting communities and the environment along the Doce River. The dam failure resulted in 19 fatalities and caused property and environmental damage to the affected areas. Samarco is a joint venture equally owned by Vale S.A. and BHP Billiton Brasil Ltda. (‘‘BHPB’’).

 

In 2016, Vale, Samarco and BHPB, entered into a Framework Agreement with the Federal Government of Brazil, the states of Espírito Santo and Minas Gerais and certain other public authorities to establish the Renova Foundation that is developing and executing environmental and socio-economic programs to remediate and provide compensation for damage caused by the Samarco dam failure.

 

In June 2018, Samarco, Vale and BHPB entered into a comprehensive agreement with the offices of the federal and state (Minas Gerais and Espírito Santo) prosecutors, public defenders and attorney general, among other parties (“TacGov Agreement”), improving the governance mechanism of Renova Foundation and establishing, among other things, a process for potential revisions to the remediation programs under the Framework Agreement.

 

Under the Framework Agreement, Samarco has primary responsibility for funding Renova Foundation’s annual calendar year budget for the duration of the Framework Agreement. However, to the extent that Samarco does not meet its funding obligations, Vale and BHPB have secondary funding obligations under the Framework Agreement in proportion to their 50 per cent shareholding in Samarco.

 

Samarco began to gradually recommence operations in December 2020, however, there remains significant uncertainty regarding Samarco’s long-term cash flow generation.

 

b)       Changes on the provisions in the period

 

Consolidated
  December 31, 2022 Monetary and present value adjustments Disbursements March 31, 2023
Renova Foundation reparation and compensation programs 16,302 339 (402) 16,239
De-characterization of the Germano dam 1,026 7 - 1,033
Liabilities 17,328 346 (402) 17,272
         
Current liabilities 9,973     10,839
Non-current liabilities 7,355     6,433
Liabilities 17,328     17,272
         
Discount rate in nominal terms 6.20% - 9.51%     6.22% - 10.98%

 

c)Judicial recovery of Samarco

 

In April 2021, Samarco filed for Judicial Reorganization (“JR”) with the Courts of Minas Gerais to renegotiate its debt, which is held by bondholders abroad. The purpose of JR is to restructure Samarco’s debts and establish an independent and sustainable financial position, allowing Samarco to keep working to resume its operations safely and to fulfill its obligations related to the Renova Foundation.

 

In addition, the ongoing discussions in the context of the JR may lead to the loss of deductibility of part of the expenses incurred with the Renova Foundation and of the deferred taxes over the total provision, depending on the method determined for restructuring Samarco's debts. As at March 31, 2023, the exposure is R$8,432 (US$1,660 million) (2022: R$8,454 (US$1,620 million)), of which R$2,911 (US$573 million) (2022: R$2,980 (US$571 million)) are expenses already incurred and considered as part of the Company’s uncertain tax positions.

 

   
 39 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

The Company is working with the perspective that the mechanisms resulting from the JR will continue allowing the deductibility of these expenses. However, future decisions resulting from the negotiations regarding Samarco's capital structure, which are not under Vale's control, could materially change the deferred tax recognized by the Company.

Contingencies related to Samarco accident

 

These proceedings include public civil actions brought by Brazilian authorities and multiple proceedings involving claims for significant amounts of damages and remediation measures. The Framework Agreements represents a model for the settlement of the public civil action brought by the MPF and other related proceedings. There are also putative securities class actions in the USA against Vale and some of its current and former officers and a criminal proceeding in Brazil. The main updates regarding the lawsuits in the year were as follows:

 

Public Civil Action filed by the Federal Government and others and public civil action filed by the Federal Public Ministry ("MPF")

 

Vale is a defendant in several legal proceedings brought by governmental authorities and civil associations claiming socioenvironmental and socioeconomic damages and a number of specific remediation measures as a result of the Samarco’s Fundão dam failure, including a claim brought by the Federal Public Prosecution Office in 2016 seeking R$155 billion (US$30 billion) (the effect for Vale would be 50% of this amount), which has been suspended from the date of ratification of the TacGov Agreement.

 

However, as pre-requisites established in the TacGov Agreement, for renegotiation of the Framework Agreement were not implemented during the two-year period ended September 30, 2020, the Brazilian Federal and State prosecutors and public defenders filed a request for the immediate resumption of the R$155 billion (US$30 billion) claim.

 

Therefore, Vale, Samarco, BHPB and Federal and State prosecutors have been engaging in negotiations to seek a definitive settlement of the obligations under the Framework Agreement and the R$155 billion (US$30 billion) Federal Public Prosecution Office claim. The goal in signing a potential agreement is to provide a stable framework for the execution of reparation and compensation programs.

 

The potential agreement is still uncertain as it is subject to conclusion of the negotiations and approval by the Company, relevant authorities and intervenient parties.

 

The estimate of the economic impact of a potential agreement will depend mainly on (i) a detailed assessment of the estimates of the amounts to be spent on the reparation and compensation projects being discussed, (ii) an analysis of the detailed scope of such projects to determine their overlap with the initiatives and amounts already provisioned; and (iii) the timing of the execution of projects and disbursements, which will impact the present value of the obligations.

 

Therefore, until any revisions to the Programs are agreed, Renova Foundation will continue to implement the Programs in accordance with the terms of the Framework Agreement and the TacGov Agreement, for which the expected costs are reflected in the Company’s provision.

 

Judicial decision requesting cash deposits

 

In March 2023, as part of a proceeding related to a potential increase on the number of territories recognized as affected by the collapse of Samarco’s Fundão dam and covered by the TTAC, a Federal Court issued a decision ordering Vale and BHP Brasil to make judicial deposits in the total amount of R$10.3 billion (US$2.0 billion), in ten installments, which the effect for Vale would be 50% of this amount. This proceeding is subject to appeal and therefore the Company is defending itself against this decision and the Company believes its provisions are sufficient to comply with the TTAC obligations.

 

Criminal proceedings

 

In September 2019, the federal court dismissed all criminal charges against Vale representatives relating to the first group of charges, which concerns the results of the Fundão dam failure, remaining only the legal entity in the passive pole. The second group of charges against Vale S.A. and one of the Company’s employees, which concerns the accusation of alleged crimes committed against the Environmental Public Administration, remained unchanged. The Company cannot estimate when a final decision on the case will be issued. The likelihood of a financial loss to the Company is classified as possible and it is not yet possible to reliably estimate the amount of a potential loss to Vale.

 

   
 40 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

United Kingdom contribution claim

 

As a result of the rupture of Samarco’s Fundão dam failure, BHP Group Ltd (“BHP”) was named as defendant in group action claims for damages filed in the courts of England and Wales (The “UK Claim”). The UK Claim includes only BHP and was filed on behalf of certain individuals and municipalities in Brazil only against BHP, for the allegedly damages caused by the Fundão dam failure.

 

In December 2022, BHP filed a contribution claim against Vale, requesting the Company to be responsible for the indemnification payments in the proportion to its interest held in Samarco. The Company believes that it is not subject to the jurisdiction of the English Court and it does not have any contractual obligation in relation to this matter, therefore, the Company has assessed the risk of loss as remote.

 

 

24. Provision for de-characterization of dam structures and asset retirement obligations

 

The Company is subject to local laws and regulations, that requires the decommissioning of the assets and mine sites that Vale operates at the end of their useful lives, therefore, expenses for demobilization occur predominantly after the end of operational activities. Depending on the geotechnical characteristics of the structures, the Company is required to de-characterize the structures, as shown in item a) below.

 

Laws and regulations related to dam safety

 

In September 2020, the Federal Government enacted Law no. 14.066, which modified the National Dam Safety Policy (Law no. 12,334/2020), reinforcing the prohibition of constructing and raising upstream dams in Brazil. The law also requires companies to de-characterize the structures built using the upstream method by 2022, or by a later date if it is proven that the de-characterization is not technically feasible by 2022. As made available to competent bodies, a substantial part of the Company's de-characterization projects will be completed in a period exceeding the date established in the legislation due to the characteristics and safety levels of the Company's geotechnical structures.

 

Thus, in February 2022, the Company filed with the relevant bodies a request for an extension to perform the projects and, as a result, signed a Term of Commitment establishing legal and technical certainty for the process of de-characterization of the upstream dams, considering that the deadline defined was technically unfeasible, especially due to the necessary actions to increase safety during the works. With the signing of the agreement, the Company recorded an additional provision of R$192 (US$37 million) to make investments in social and environmental projects over a period of 8 years.

 

In December 2022, the Federal Government published decree no. 11,310, which regulates dispositions of the National Dam Safety Policy, regulates dam supervision activities, establishes the competence to regulate the extension of the self-rescue zone for authorities acting in dam emergency situations, and presents guidelines on technical reports regarding the causes of a breach and other aspects of management of geotechnical structures. This decree also determined that companies must present guarantees for dams in an alert situation, however, the measures for measuring and executing these guarantees are still being discussed by the responsible public agencies.

In February 2023, ANM issued a resolution that modifies the current dam safety regulation. The main changes are new rules in connection with the active and passive monitoring during the de-characterization of dams, the simplified dam collapse study and simplified emergency action plan for specific cases, and the dam safety plan (“PSB”). The Company believes that its provisions recorded in these interim financial statements are sufficient to comply with all legal requirements current in place.

 

Thus, depending on changes in the existing law and regulations, the creation of new requirements or the progress of technical studies, the Company's provisions may be materially impacted in future reporting periods.

 

a) De-characterization of upstream and centerline geotechnical structures

 

As a result of the Brumadinho dam failure (note 22) and, in compliance with Law 14,066, the Company has decided to speed up the plan to “de-characterize” of all its tailings dams built under the upstream method, certain “centerline structures” and dikes, located in Brazil. The Company also operates tailings dams in Canada, including upstream compacted dams. However, the Company decided that these dams will be decommissioned using other methods, thus, the provision to carry out the decommissioning of dams in Canada is recognized as “Obligations for decommissioning assets and environmental obligations”, as presented in item (b) below.

   
 41 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

These structures are in different stages of maturity, some of them still in the conceptual engineering phase, for which the estimate of expenditures includes in its methodology a high degree of uncertainty in the definition of the total cost of the project in accordance with best market practices.

 

The cash flow for de-characterization projects are estimated for a period up to 13 years and were discounted at present value at a rate, which reduced from 6.16% to 6.09%. Changes in the provisions are as follows:

 

  Consolidated
  2023 2022
Balance at January 1, 17,627 19,666
Additional provision - 192
Disbursements (405) (357)
Present value valuation 377 (188)
Balance at March 31, 17,599 19,313
     
  March 31, 2023 December 31, 2022
Current liabilities 2,206 1,865
Non-current liabilities 15,393 15,762
Liabilities 17,599 17,627

 

Operational stoppage and idle capacity

 

In addition, due to the de-characterization projects, the Company has suspended some operations due to judicial decisions or technical analysis performed by Vale on its upstream dam structures located in Brazil. The Company has been recording losses in relation to the operational stoppage and idle capacity of the ferrous mineral segment in the amounts of R$383 (US$74 million) for the period ended March 31, 2023 (2022: R$559 (US$107 million)). The Company is working on legal and technical measures to resume all operations at full capacity.

 

b) Asset retirement obligations and environmental obligations

 

  Consolidated Parent Company Discount rate Cash flow maturity
  March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Liability by geographical area                
Brazil 9,291 9,331 8,696 8,748 6.22% 6.20% 2096 2096
Canada 8,143 8,781 - - 1.24% 1.11% 2151 2148
Oman 581 596 - - 3.27% 3.90% 2035 2035
Indonesia 403 382 - - 4.07% 4.33% 2060 2061
Other regions 801 752 - - 1.50% - 1.82% 1.84% - 2.00% - -
  19,219 19,842 8,696 8,748        

 

Provision changes during the period

 

  Consolidated
   
  2023 2022
  Asset retirement obligations Environmental obligations Total Asset retirement obligations Environmental obligations Total
Balance on January 1, 18,084 1,758 19,842 23,906 1,649 25,555
Adjustment to present value 147 4 151 44 1 45
Disbursements (130) (200) (330) (100) (84) (184)
Revisions on projected cash flows (760) 552 (208) (2,999) (5) (3,004)
Transfer to assets held for sale - - - (231) (9) (240)
Translation adjustment (230) (6) (236) (2,345) (22) (2,367)
Balance on March 31, 17,111 2,108 19,219 18,275 1,530 19,805
             
   
 42 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  March 31, 2023 December 31, 2022
  Asset retirement obligations Environmental obligations Total Asset retirement obligations Environmental obligations Total
Current 1,091 692 1,783 1,095 490 1,585
Non-current 16,020 1,416 17,436 16,989 1,268 18,257
Liability 17,111 2,108 19,219 18,084 1,758 19,842
             

Financial guarantees

 

The Company has issued letters of credit and surety bonds for R$4,162 (US$819 million) as of March 31, 2023 (2022: R$3,361 (US$644 million)), in connection with the asset retirement obligations for its Energy Transition Metals operations. In addition, for Indonesia, the Company has bank deposits as collateral in relation to the bank guarantees issued by the bank in relation to the reclamation and mine closure guarantees.

 

 

25.Provisions

 

      Consolidated
    Current liabilities Non-current liabilities
  Notes March 31, 2023 December 31, 2022 March 31, 2023 December 31, 2022
Provisions for litigation 26 568 551 6,317 6,187
Employee post retirement obligation 27 341 344 6,626 6,572
Payroll, related charges and other remunerations   2,760 4,507 - -
    3,669 5,402 12,943 12,759

 

26.Litigations

 

The Company is a defendant in numerous legal actions in the ordinary course of business, including civil, tax, environmental and labor proceedings.

 

The Company makes use of estimates to recognize the amounts and the probability of outflow of resources, based on reports and technical assessments and on management’s assessment. Provisions are recognized for probable losses of which a reliable estimate can be made.

 

Arbitral, legal and administrative decisions against the Company, new jurisprudence and changes of existing evidence can result in changes regarding the probability of outflow of resources and on the estimated amounts, according to the assessment of the legal basis.

 

a)        Provision for legal proceedings

 

The Company has considered all information available to assess the likelihood of an outflow of resources and in the preparation on the estimate of the costs that may be required to settle the obligations.

 

Tax litigations - Mainly refers to the lawsuit filed in 2011 by Valepar (merged by Vale) seeking the right to exclude the amount of dividends received in the form of interest on capital (“JCP”) from the PIS and COFINS tax base. The amount reserved for this proceeding as at March 31, 2023 is R$2,637 (US$519 million) (2022: R$2,598 (US$498 million)). This proceeding is fully guaranteed by a judicial deposit.

 

Civil litigations - Refers to lawsuits for: (i) indemnities for losses, payments and contractual fines due to contractual imbalance or non-compliance that are alleged by suppliers, and (ii) land claims referring to real estate Vale's operational activities.

 

Labor litigations - Refers to lawsuits for individual claims by in-house employees and service providers, primarily involving demands for additional compensation for overtime work, moral damages or health and safety conditions.

 

Environmental litigations - Refers mainly to proceedings for environmental damages and issues related to environmental licensing.

 

The lawsuits related to Brumadinho event (note 22) and the Samarco dam failure (note 23) are presented in its specific notes to these financial statements and, therefore, are not disclosed below.

 

   
 43 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Consolidated
  Tax litigation Civil litigation Labor litigation Environmental litigation Total of litigation provision
Balance at December 31, 2022 3,008 1,509 2,145 76 6,738
Additions and reversals, net 8 (1) 139 13 159
Payments (2) (48) (93) - (143)
Indexation and interest 45 47 33 6 131
Balance at March 31, 2023 3,059 1,507 2,224 95 6,885
Current liabilities 95 107 351 15 568
Non-current liabilities 2,964 1,400 1,873 80 6,317
Balance at March 31, 2023 3,059 1,507 2,224 95 6,885
           
Balance at December 31, 2021 2,542 1,579 2,000 42 6,163
Additions and reversals, net 9 (16) 93 (1) 85
Payments (2) (109) (45) - (156)
Indexation and interest 33 53 40 1 127
Translation adjustment  - (3) - - (3)
Discontinued operations (5) (37) (8) - (50)
Balance at March 31, 2022 2,577 1,467 2,080 42 6,166
Current liabilities 79 106 327 7 519
Non-current liabilities 2,498 1,361 1,753 35 5,647
Balance at March 31, 2022 2,577 1,467 2,080 42 6,166

 

b)       Contingent liabilities

 

  Consolidated
  March 31, 2023 December 31, 2022
Tax litigations 35,510 34,383
Civil litigations 6,052 6,625
Labor litigations 3,092 2,970
Environmental litigations 6,691 5,750
Total 51,345 49,728

 

There has not been any relevant developments since the December 31, 2022 financial statements.

c) Judicial deposits

 

  Consolidated
  March 31, 2023 December 31, 2022
Tax litigations 5,020 4,928
Civil litigations 578 640
Labor litigations 698 701
Environmental litigations 81 69
Total 6,377 6,338

 

d) Guarantees contracted for legal proceedings

 

In addition to the above-mentioned tax, civil, labor and environmental judicial deposits, the Company contracted R$12.6 billion (US$2.5 billion) (2022: R$12 billion (US$2.3 billion)) in guarantees for its lawsuits, as an alternative to judicial deposits.

 

   
 44 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

27.Employee benefits

a) Employee post retirement obligation

 

Reconciliation of assets and liabilities recognized in the statement of financial position

 

  Consolidated
  Total
  March 31, 2023 December 31, 2022
 

Overfunded

pension plans (i)

Underfunded pension plans Other benefits Overfunded pension plans Underfunded pension plans Other benefits
Balance at beginning of the period 5,816 - - 5,135 - -
Interest income 131 - - 430 - -
Changes on asset ceiling 393 - - 334 - -
Translation adjustment (24) - - (83) - -
Balance at end of the period 6,316 - - 5,816 - -
             
Amount recognized in the statement of financial position            
Present value of actuarial liabilities (26,670) (3,185) (5,545) (26,828) (3,168) (5,522)
Fair value of assets 33,456 1,763 - 33,079 1,774 -
Effect of the asset ceiling (6,316) - - (5,816) - -
Assets (liabilities) 470 (1,422) (5,545) 435 (1,394) (5,522)
             
Current liabilities - (69) (272) - (52) (292)
Non-current assets (liabilities) 470 (1,353) (5,273) 435 (1,342) (5,230)
Assets (liabilities) 470 (1,422) (5,545) 435 (1,394) (5,522)

 

(i) The pension plan asset is recorded as “Other non-current assets” in the balance sheet.

b) Long-term incentive programs

 

The Company has long-term reward mechanisms that include the Matching Program and the Performance Shares Units (“PSU”) for eligible executives, whose objective is to encourage the permanence of employees and stimulate performance. The fair value of the programs is recognized on a straight-line basis over the three-year required service period, net of estimated losses.

 

On March 30, 2023, a new cycle of the Matching program started, and the fair value estimate was based on the Company's share price and ADR at the grant date, R$81.82 and US$15.94 per share. The number of shares that will be granted for the 2023 cycle was 1,330,503 shares (2022: 1,084,065 shares). The fair value of the program will be recognized on a straight-line basis over the required three-month period of service, net of estimated losses.

 

   
 45 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

28.Equity

 

 

a)       Share capital

 

As at March 31, 2023, the share capital was R$77,300 (US$61,614 million) corresponding to 4,539,007,580 shares issued and fully paid without par value. The Board of Directors may, regardless of changes to by-laws, approve the issue and cancellation of common shares, including the capitalization of profits and reserves to the extent authorized.

 

 

    March 31, 2023
Shareholders   Common shares   Golden shares   Total
Shareholders with more than 5% of total capital   1,582,109,037   -   1,582,109,037
The Capital Group Companies, Inc   639,065,707   -   639,065,707
Previ   393,946,556   -   393,946,556
Mitsui&co   286,347,055   -   286,347,055
Blackrock, Inc   262,749,719   -   262,749,719
Free floating   2,857,890,454   -   2,857,890,454
Golden shares   -   12   12
Total outstanding (without shares in treasury)   4,439,999,491   12   4,439,999,503
Shares in treasury   99,008,077   -   99,008,077
Total capital   4,539,007,568   12   4,539,007,580

 

The information presented above is based on communications sent by shareholders pursuant to Instruction 358 issued by the Brazilian Securities Exchange Commission (“CVM”).

 

b) Cancellation of treasury shares

 

 

  Number of canceled shares Carrying amount
Cancellation approved on March 2, 2023 (i) 239,881,683 21,397
Three-month period ended March 31, 2023 239,881,683 21,397
     
Cancellation approved on February 24, 2022 (i) 133,418,347 14,589
Three-month period ended March 31, 2022 133,418,347 14,589

 

(i) During the three-month period ended March 31, 2023 and 2022, the Board of Directors approved cancellations of common shares issued by the Company, acquired and held in treasury, without reducing the amount of its share capital. The effects were transferred in shareholders' equity as "Treasury shares used and cancelled", between the "Revenue reserve" and "Treasury shares".

 

c)Remuneration approved

 

·On February 16, 2023, the Board of Directors approved the shareholder’s remuneration of R$8,130 (US$1,569 million), of which R$5,865 (US$1,132 million) is part of the minimum mandatory remuneration, recorded as a liability for the year ended December 31, 2022, and R$2,265 (US$437 million) as an additional remuneration, recorded in equity as “Additional remuneration reserve”. It was fully paid in March 2023.

 

·On December 1, 2022, the Board of Directors approved interest on capital to shareholders in the amount of R$1,319 (US$254 million), as an anticipation of the income for the year ended December 31, 2022, which is part of the minimum mandatory remuneration, recorded as a liability for the year ended December 31, 2022. It was fully paid in March 2023.

 

·On February 24, 2022, the Board of Directors approved the remuneration to shareholders in the amount of R$17,849 (US$3,500 million) as an additional remuneration for the year ended December 31, 2021, recorded in equity as “Additional remuneration reserve”. It was fully paid in March 2022.

 

   
 46 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
d)Share buyback program

 

  Total of shares repurchased   Effect on cash flows
  Three-month period ended March 31,
  2023   2022   2023   2022
Shares buyback program for 500,000,000 shares (i)              
Acquired by Parent 23,234,352   -   2,079   -
Acquired by wholly owned subsidiaries 21,304,219   -   2,037   -
  44,538,571   -   4,116   -
               
Shares buyback program for 470,000,000 shares (ii)              
Acquired by Parent -   45,660,600   -   4,227
Acquired by wholly owned subsidiaries -   54,495,762   -   4,949
  -   100,156,362   -   9,176
Shares buyback program 44,538,571   100,156,362   4,116   9,176

 

(i) On April 27, 2022, the Board of Directors approved the common shares buyback program, limited to a maximum of 500,000,000 common shares or their respective ADRs.

(ii) On April 1, 2021, the Board of Directors approved the common shares buyback program, limited to a maximum of 270,000,000 common shares or their respective ADRs. Continuing the previous program, the Board of Directors approved a new shares buyback program on October 28, 2021, with a limit of up to 200,000,000 common shares or their respective ADRs. Both programs were concluded in 2022.

 

In February 2023, the Company approved the transfer of 85 million shares from its wholly-owned subsidiaries to the Parent Company.

 

29.Related parties

 

The Company’s related parties are subsidiaries, joint ventures, associates, shareholders and its related entities and key management personnel of the Company.

 

Related party transactions were made by the Company on terms equivalent to those that prevail in arm´s-length transactions, with respect to price and market conditions that are no less favorable to the Company than those arranged with third parties.

 

Net operating revenue relates to sale of iron ore to the steelmakers and right to use capacity on railroads. Cost and operating expenses mostly relates to the variable lease payments of the pelletizing plants.

 

Purchases, accounts receivable and other assets, and accounts payable and other liabilities relate largely to amounts charged by joint ventures and associates related to the pelletizing plants operational lease and railway transportation services.

 

 

   
 47 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

a)       Transactions with related parties

   
  Three-month period ended March 31,
  2023 2022
  Net operating revenue Cost and operating expenses Financial result Net operating revenue Cost and operating expenses Financial result
Joint Ventures            
 Companhia Siderúrgica do Pecém 484  -  - 670  - (33)
 Aliança Geração de Energia S.A.  - (134)  -  - (132)  -
 Pelletizing companies (i) 76 (301) (73)  - (367) (48)
 MRS Logística S.A.  - (333)  -  - (344)  -
 Norte Energia S.A.  - (142)  -  - (162)  -
 Other 25 (13) (1) 30 (13)  -
  585 (923) (74) 700 (1,018) (81)
Associates            
 VLI 358 (34) (3) 328 (25) (3)
 Other - (1) 1 2  - (10)
  358 (35) (2) 330 (25) (13)
Major shareholders            
 Bradesco  -  - 375  -  - 1,493
 Mitsui 234  - - 404  - -
 Banco do Brasil  -  - - -  - 1
  234 - 375 404 - 1,494
Total 1,177 (958) 299 1,434 (1,043) 1,400
             
   
 48 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 
  Parent Company
    Three-month period ended March 31,
  2023 2022
  Net operating revenue Cost and operating expenses Financial result Net operating revenue Cost and operating expenses Financial result
Subsidiaries            
  Vale International 24,497 - (2,008) 25,670   -   (4,585)
  Other 58 (175) (113) 54 (174) (36)
  24,555 (175) (2,121) 25,724 (174) (4,621)
Joint Ventures            
Companhia Siderúrgica do Pecém 484 -   - 657   -   (33)
Aliança Geração de Energia S.A.   -   (134)   -     -   (132)   -  
Pelletizing companies (i) 76 (301) (11)   -   (367) (4)
MRS Logística S.A.   -   (333)   -     -   (344)   -  
Norte Energia S.A.   -   (142)   -     -   (162)   -  
Other 25 (13) - 30 (13)   -  
  585 (923) (11) 687 (1,018) (37)
Associates            
VLI 358 (34) (3) 328 (25) (3)
Other - - 1   -     -   (10)
  358 (34) (2) 328 (25) (13)
Major shareholders            
  Bradesco  -    -  372   -     -   1,482
  Banco do Brasil   -   - -   -     -   1
  - - 372 - - 1,483
             
Total 25,498 (1,132) (1,762) 26,739 (1,217) (3,188)

(i) Aggregated entities: Companhia Coreano-Brasileira de Pelotização, Companhia Hispano-Brasileira de Pelotização, Companhia Ítalo-Brasileira de Pelotização and Companhia Nipo-Brasileira de Pelotização.

 

   
 49 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

b)       Outstanding balances with related parties

 

 

    Consolidated
    March 31, 2023     December 31, 2022
    Assets   Assets
    Cash and cash equivalents   Accounts receivable   Dividends receivable and other assets     Cash and cash equivalents   Accounts receivable   Dividends receivable and other assets
Joint Ventures                          
     Companhia Siderúrgica do Pecém   -   -   -     -   475   89
     Pelletizing companies (i)   -   -   128     -   -   128
     MRS Logística S.A.   -   -   127     -   -   128
     Other   -   15   158     -   19   260
    -   15   413     -   494   605
Associates                          
     VLI   -   667   -     -   71   -
     Other   -   -   8     -   -   12
    -   667   8     -   71   12
Major shareholders                          
     Bradesco   2,105   -   1,058     1,749   -   802
     Banco do Brasil   146   -   -     156   -   -
     Mitsui   -   19   -     -   467   -
    2,251   19   1,058     1,905   467   802
Pension plan   -   76   -     -   70   -
Total   2,251   777   1,479     1,905   1,102   1,419

(i) Aggregated entities: Companhia Coreano-Brasileira de Pelotização, Companhia Hispano-Brasileira de Pelotização, Companhia Ítalo-Brasileira de Pelotização and Companhia Nipo-Brasileira de Pelotização.

 

   
 50 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Consolidated
  March 31, 2023 December 31, 2022
  Liabilities Liabilities
  Supplier and contractors Financial instruments and other liabilities Supplier and contractors Financial instruments and other liabilities
Joint Ventures        
     Pelletizing companies (i) 201 1,866 326 2,086
     MRS Logística S.A. 77 - 299 -
     Other 140 - 157 -
  418 1,866 782 2,086
Associates        
     VLI 23 884 27 274
     Other 7 - 16 -
  30 884 43 274
Major shareholders        
     Bradesco - 283 - 391
     Mitsui - - 7 -
  - 283 7 391
Pension plan 51 - 62 -
Total 499 3,033 894 2,751

 

 

(i) Aggregated entities: Companhia Coreano-Brasileira de Pelotização, Companhia Hispano-Brasileira de Pelotização, Companhia Ítalo-Brasileira de Pelotização and Companhia Nipo-Brasileira de Pelotização.

 

 

   
 51 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

 

             
  Parent Company
  March 31, 2023 December 31, 2022
  Assets Assets
  Cash and cash equivalents Accounts receivable Dividends receivable Cash and cash equivalents Accounts receivable Dividends receivable
Subsidiaries            
     Vale International S.A. - 43,863 - - 46,021 -
     Minerações Brasileiras Reunidas S.A. - - 229 - - 229
     Salobo Metais - - 400 - - 400
     Other - 60 112 - 44 111
  - 43,923 741 - 46,065 740
Joint Ventures            
     Companhia Siderúrgica do Pecém - - - - 475 89
     Pelletizing companies (i) - - 128 - - 128
     MRS Logistica S.A. - - 23 - - 23
     Other - 15 158 - 19 260
  - 15 309 - 494 500
Associates            
      VLI - 667 - - 71 -
     Other - - 5 - - 3
  - 667 5 - 71 3
Major shareholders            
     Bradesco 1,064 - 1,058 744 - 802
     Banco do Brasil 13 - - 15 - -
  1,077 - 1,058 759 - 802
Pension Plan - 76 - - 70 -
Total 1,077 44,681 2,113 759 46,700 2,045

 

 

(i) Aggregated entities: Companhia Coreano-Brasileira de Pelotização, Companhia Hispano-Brasileira de Pelotização, Companhia Ítalo-Brasileira de Pelotização and Companhia Nipo-Brasileira de Pelotização.

 

   
 52 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Parent Company
  March 31, 2023 December 31, 2022
  Liabilities Liabilities
  Supplier and contractors Loans Financial instruments and other liabilities Supplier and contractors Loans Financial instruments and other liabilities
Subsidiaries            
     Vale International S.A. - 76,445 4,162 - 74,156 5,037
     Minerações Brasileiras Reunidas S.A. - - - - - -
     Other 122 - 4,912 101 - 3,762
  122 76,445 9,074 101 74,156 8,799
Joint Ventures            
     Pelletizing companies (i) 201 - - 326 - -
     MRS Logística S.A. 77 - - 299 - -
     Other 140 - - 157 - -
  418 - - 782 - -
Associates            
     VLI 26 - 884 27 - 274
     Other - - - 1 - -
  26 - 884 28 - 274
Major shareholders            
     Bradesco - - 283 - - 391
     Mitsui - - - 7 - -
  - - 283 7 - 391
Pension plan 51 - - 61 - -
Total 617 76,445 10,241 979 74,156 9,464
             

 

 

(i) Aggregated entities: Companhia Coreano-Brasileira de Pelotização, Companhia Hispano-Brasileira de Pelotização, Companhia Ítalo-Brasileira de Pelotização and Companhia Nipo-Brasileira de Pelotização.

 

 

   
 53 
 

  

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.

 

  Vale S.A.
(Registrant)  
   
  By: /s/ Ivan Fadel
Date: April 26, 2023   Head of Investor Relations