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Nexa Resources (NYSE: NEXA) notes Boliden talks on Votorantim’s stake and possible deal

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Nexa Resources S.A. reports that it is aware of ongoing negotiations between its controlling shareholder Votorantim S.A. and Boliden AB regarding Votorantim’s interest in Nexa. The company expects to hold discussions with Boliden about a potential transaction that could affect Nexa but stresses there is no certainty any deal will be reached or what terms or timing might apply.

Nexa, a large-scale integrated polymetallic producer focused on zinc, highlights its long history operating mines and smelters in Peru and Brazil. The company states it will not provide further updates on the possible transaction unless additional disclosure becomes appropriate or legally required and includes an extensive cautionary note on forward-looking statements and related risks.

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Insights

Nexa flags potential change in control discussions but with no agreed terms yet.

The disclosure confirms discussions between controlling shareholder Votorantim S.A. and Boliden AB regarding Votorantim’s interest in Nexa, and anticipates direct talks between Nexa and Boliden. This points to the possibility of a strategic transaction affecting corporate control or ownership structure.

The company clearly states there is no assurance any agreement will be reached, nor clarity on terms or timing. That language, along with the decision to limit further commentary, frames this as early-stage and uncertain. Impact on Nexa ultimately depends on whether negotiations result in a binding transaction and what conditions are attached.

The detailed forward-looking statements section underlines numerous operational, commodity price, regulatory, and macro risks that could influence outcomes. Future public disclosures, if a definitive agreement is signed or talks end, would provide more concrete information on structure, consideration and implications for Nexa’s assets in Peru and Brazil.

Operating history over 65 years experience developing and operating mining and smelting assets in Latin America
Mines operated five polymetallic mines two underground mines in Peru, two underground and one open-pit mine in Brazil and Peru
Smelters operated three zinc smelters two in Minas Gerais, Brazil and one in Lima, Peru
Largest zinc smelter Cajamarquilla smelter described as the largest zinc smelter in the Americas, located in Lima, Peru
Forward-looking laws cited Section 27A and Section 21E U.S. Securities Act of 1933 and Exchange Act of 1934 references for forward-looking statements
forward-looking statements regulatory
"This document contains forward-looking statements within the meaning of Section 27A..."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
polymetallic producer financial
"Nexa is a large-scale, low-cost, integrated polymetallic producer, with zinc as our main product."
social license financial
"community opposition, social license disruptions and blockades affecting access to our operations"
National Instrument 43-101 regulatory
"methods used to estimate our mineral reserves and mineral resources under National Instruments 43-101"
National Instrument 43-101 is a set of rules and guidelines that govern how mineral exploration and mining companies must report information about their projects. It ensures that the details shared with investors are accurate, consistent, and reliable—similar to how a detailed, verified blueprint ensures a building’s safety. This helps investors make informed decisions based on trustworthy information about a company's mineral resources.
tailings storage facility technical
"tailings storage facility integrity and management"
A tailings storage facility is a managed site—often a lined pond or engineered dam—where mining companies store the wet waste left after extracting minerals. Investors care because these sites carry long-term risks and costs (environmental damage, spills, regulatory fines, cleanup and closure liabilities) that can quickly reduce a mine’s value, halt production or trigger costly remediation, much like a leaking landfill can suddenly force unexpected expenses and legal trouble.
capital projects financial
"execution risk on capital projects, and the risk that capital projects are not completed"
Large, long-term investments a company makes to build, expand, or upgrade physical assets such as factories, equipment, buildings, or infrastructure; they typically involve planning, construction and significant upfront spending funded from cash, borrowing or equity. For investors they matter because these projects shape future revenue, costs and cash flow—like planting an orchard that takes years and money before it yields fruit—so delays, cost overruns or better-than-expected results can materially change a company’s value.
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FAQ

What potential transaction involving Nexa Resources (NEXA) is being discussed?

Nexa Resources reports that Votorantim S.A., its shareholder, is in ongoing negotiations with Boliden AB regarding Votorantim’s interest in the company. Nexa expects to discuss a potential transaction with Boliden, but no agreement, terms, or timing have been finalized.

Has Nexa Resources (NEXA) agreed to any deal with Boliden AB?

No agreement has been reached. Nexa states there can be no certainty or assurances that a transaction with Boliden will occur, or what the terms or timing might be. The situation remains exploratory and subject to further negotiations and decisions.

Will Nexa Resources (NEXA) provide more updates on the Boliden negotiations?

Nexa indicates it does not intend to make additional comments about the potential transaction discussions. The company plans to update the market only if and when it determines that further disclosure is appropriate or necessary under applicable requirements.

What type of business does Nexa Resources (NEXA) operate?

Nexa Resources is a large-scale, low-cost integrated polymetallic producer with zinc as its main product. It operates five mines in Peru and Brazil and three zinc smelters, including the Cajamarquilla smelter in Lima, described as the largest zinc smelter in the Americas.

What risks does Nexa Resources (NEXA) highlight in its forward-looking statements?

Nexa cites risks including metal price volatility, exchange rate movements, operational and safety issues, community and labor disruptions, political and regulatory changes, climate and weather impacts, and execution risks on capital projects, all of which could materially affect future results.

How long has Nexa Resources (NEXA) been operating mining and smelting assets?

Nexa reports having over 65 years of experience developing and operating mining and smelting assets in Latin America. This history underpins its current portfolio of polymetallic mines and zinc smelters across Peru and Brazil, focused primarily on zinc production.
 

 

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

For the Month of July 2026

Nexa Resources S.A.

(Exact Name as Specified in its Charter)

       N/A       

(Translation of Registrant’s Name)

37A, Avenue J.F. Kennedy
L-1855, Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F    X   Form 40-F      

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes       No   X  

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.

 
 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: July 2, 2026.

  Nexa Resources S.A.
  By:/s/ José Carlos del Valle
  Name: José Carlos del Valle
 

Title:  Senior Vice President of Finance and Group Chief Financial Officer

 

 

 
 

 

EXHIBIT INDEX

 

Exhibit Description of Exhibit

 

99.1

 

Nexa Resources Statement Regarding Boliden’s Announcement

 

 

 

NEXA RESOURCES STATEMENT REGARDING BOLIDEN’S ANNOUNCEMENT

 

Luxembourg, July 2, 2026 – Nexa Resources S.A. (“Nexa Resources”, “Nexa” or the “Company”) (NYSE: “NEXA”), in response to the announcement issued by Boliden AB (“Boliden”) earlier today, confirms that it is aware of ongoing negotiations between Votorantim S.A. (“VSA”) and Boliden regarding VSA’s interest in the Company and expects to be in discussions with Boliden regarding a potential transaction impacting the Company.

While these discussions are ongoing, there can be no certainty or assurances as to whether an agreement for a transaction will be reached or as to the terms or timing of any such transaction.

The Company does not intend to make any additional comments regarding this matter unless and until it is determined that additional disclosure is appropriate or necessary.

 

About Nexa

Nexa is a large-scale, low-cost, integrated polymetallic producer, with zinc as our main product. We have over 65 years of experience developing and operating mining and smelting assets in Latin America. We currently own and operate five polymetallic mines - four long-life underground (two in the Central Andes region of Peru and two in Brazil, in the states of Minas Gerais and Mato Grosso) and one open-pit mine in the Central Andes region of Peru. We also own and operate three zinc smelters - two in the state of Minas Gerais, Brazil (Três Marias and Juiz de Fora), and one in Lima, Peru (Cajamarquilla), which is the largest zinc smelter in the Americas.

Cautionary Statement on Forward-Looking Statements

This document contains forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, as well as forward-looking information within the meaning of applicable Canadian securities legislation, including National Instrument 51-102 (collectively, "forward looking statements"). All statements other than statements of historical fact are forward-looking statements. The words “believe,” “will,” “may,” “would,” “could”, “should”, “estimate,” “continues,” “anticipates,” “intends,” “plans,” “expects,” “budget,” “scheduled,” “forecasts”, “targets”, outlook”, “guidance”, “potential”, “project”, and similar expressions are intended to identify forward-looking statements.

Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied by such statements. These factors include, among others, volatility in zinc, copper, lead, silver and gold prices, by-product credits and treatment charges; exchange rate fluctuations, particularly in the Brazilian real and Peruvian sol against the U.S. dollar; availability and cost of critical inputs, including energy, transportation and labor; operational and health, safety and engineering risks inherent to underground and open-pit mining and zinc smelting, including process safety events, equipment failures and fires at smelting facilities; tailings storage facility integrity and management; community opposition, social license disruptions and blockades affecting access to our operations; labor disputes and relations with our workforce and with local communities; cybersecurity incidents and disruptions to information technology systems; execution risk on capital projects, and the risk that capital projects are not completed within expected timelines or budgets; political, regulatory, fiscal and institutional developments in Peru, Brazil and Luxembourg, and broader geopolitical developments, including trade restrictions, tariff changes and policy shifts affecting cross-border commerce, supply chains and capital markets; permitting, environmental regulation, and changes in mining legislation, taxation or government policies; physical climate risk, including the increasing severity and

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frequency of weather events, and transition risks associated with the global energy transition and decarbonization, including the risk of failing to meet announced sustainability and emissions targets; outbreaks of contagious or infectious diseases, pandemics, or other public health crises; the activities of competitors and global and regional economic conditions; and risks relating to ongoing or future regulatory matters or investigations involving the Company, its operations or customers, and any related impacts on our financial statements. The occurrence of one or more of these factors may materially impact our results of operations and the assumptions underlying our forward-looking statements.

Certain forward-looking statements are based on third-party data and market forecasts, which may not be accurate or current. Nexa does not guarantee such external data and assumes no obligation to update it except as required by law.

Material factors and assumptions on which our forward-looking statements are based include, among others: that demand for our products develops as expected; that customers and counterparties perform their contractual obligations; that operations are not disrupted by mechanical failures, supply constraints, labor disturbances, transportation or utility interruptions or adverse weather; that capital projects are executed within expected timelines and budgets; and that there are no material adverse variations in metal prices, exchange rates, or the cost of energy, supplies or transportation, nor material differences between estimated mineral reserves and mineral resources and actual recovered amounts, beyond those reflected in any specific assumptions disclosed in the materials accompanying this document.

Forward-looking statements speak only as of the date on which they are made, and Nexa undertakes no obligation to update or revise any forward-looking statement, except as required by applicable law.

Further information regarding risks and uncertainties associated with these forward-looking statements, and the assumptions, parameters and methods used to estimate our mineral reserves and mineral resources under National Instruments 43-101, can be found in Nexa’s annual report on Form 20-F and in other public disclosures available on our website and filed with the SEC on EDGAR (www.sec.gov), with the Canadian Securities Administrators on SEDAR+ (www.sedarplus.ca).

 

For further information, please contact:

Investor Relations Team

ir@nexaresources.com

 

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Filing Exhibits & Attachments

1 document