6-K 1 valedfbrgaap1q25_6k.htm 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 2025

 

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 ¨

 

 

 

 
 

   

 

 

 
 

Contents

 

Report on review of parent company and  consolidated interim financial statements 3
Interim income Statement 5
Interim Statement of Comprehensive Income 6
Interim Statement of Cash Flows 7
Interim Statement of Financial Position 8
Interim Statement of Changes in Equity 9
Interim Value Added Statement 10
1. Corporate information 11
2. Basis of preparation of condensed consolidated interim financial statements 12
3. Significant events and transaction related to first quarter of 2025 13
4. Information by business segment and geographic area 13
5. Costs and expenses by nature 16
6. Financial results 16
7. Taxes 17
8. Basic and diluted earnings per share 19
9. Cash flows reconciliation 19
10. Accounts receivable 21
11. Inventories 21
12. Suppliers and contractors 22
13. Other financial assets and liabilities 22
14. Investments in associates and joint ventures 24
15. Acquisitions and divestitures 25
16. Intangibles 26
17. Property, plant, and equipment 27
18. Financial and capital risk management 28
19. Financial assets and liabilities 32
20. Participative shareholders’ debentures 33
21. Loans, borrowings, cash and cash equivalents and short-term investments 34
22. Leases 36
23. Brumadinho dam failure 37
24. Liabilities related to associates and joint ventures 39
25. Provision for de-characterization of dam structures and asset retirement obligations 41
26. Legal proceedings 43
27. Employee benefits 44
28. Equity 46
29. Related parties 47

 

 

2 
 

 

 

 

Report on review of parent company and consolidated interim financial statements

 

To the Board of Directors and Shareholders

Vale S.A.

 

Introduction

We have reviewed the accompanying interim statement of financial position of Vale S.A. ("Company") as at March 31, 2025 and the related interim statements of income , comprehensive income, changes in equity and cash flows for the three-month period then ended, as well as the accompanying consolidated interim statement of financial position of Vale S.A. and its subsidiaries ("Consolidated") as at March 31, 2025 and the related consolidated statements of income, comprehensive income, changes in equity and cash flows for the three-month period then ended, including notes to the interim financial statements.

Management is responsible for the preparation and fair presentation of these parent company and consolidated interim financial statements 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, of the International Accounting Standards Board (IASB). Our responsibility is to express a conclusion on these interim financial statements 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 does 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 financial statements referred to above do not present fairly, in all material respects, the financial position of Vale S.A. and of Vale S.A. and its subsidiaries as at March 31,

2025, and the parent company financial performance and its cash flows for the three-month period then ended, as well as the consolidated financial performance and the consolidated cash flows for the three-month period then ended, in accordance with CPC 21 and IAS 34.

 

3 
 

Other matters

Statements of value added

 

The interim financial statements referred to above include the parent company and consolidated value added interim statement for the three-month period ended March 31, 2025. These statements are the responsibility of the Company's management and are presented as supplementary information. These statements have been subjected to review procedures performed together with the review of the interim financial statements for the purpose concluding whether they are reconciled with the interim financial statements 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 that they are consistent with the parent company and consolidated interim financial statements taken as a whole.

 

Rio de Janeiro, April 24, 2025

 

 

/s/PricewaterhouseCoopers

Auditores Independentes Ltda.

CRC 2SP000160/F-5

 

 

/s/Leandro Mauro Ardito

Contador CRC 1SP188307/O-0

 

4 
 

Interim Income Statement

In millions of Brazilian reais, except earnings per share

    Consolidated Parent Company
    Three-month period ended March 31, Three-month period ended March 31,
  Notes 2025 2024 2025 2024
Net operating revenue 4(b) 47,411 41,891 28,157 35,198
Cost of goods sold and services rendered 5(a) (31,811) (26,594) (15,446) (15,504)
Gross profit   15,600 15,297 12,711 19,694
           
Operating expenses          
Selling and administrative 5(b) (845) (696) (413) (341)
Research and development   (719) (772) (427) (404)
Pre-operating and operational stoppage 25 (523) (456) (496) (441)
Equity results and others results from subsidiaries 5(c) 2,089 (1,274)
Other operating revenues (expenses), net 5(c) (1,513) (1,239) (1,271) (951)

Impairment and gains (losses) on disposal of non-current

assets, net

15(a), 16 and 17 (1,456) (28) (1,289) 39
Operating income   10,544 12,106 10,904 16,322
           
Financial income 6 678 538 373 230
Financial expenses 6 (2,230) (1,681) (2,038) (1,960)
Other financial items, net 6 2,734 (1,036) 2,974 (340)
Equity results and other results in associates and joint ventures 14 and 24 342 620 342 620
Income before income taxes   12,068 10,547 12,555 14,872
           
Income taxes 7 (3,895) (2,215) (4,391) (6,581)
           
Net income   8,173 8,332 8,164 8,291
Net income attributable to noncontrolling interests   9 41
Net income attributable to Vale S.A.'s shareholders   8,164 8,291 8,164 8,291
           
Basic and diluted earnings per share attributable to Vale S.A.'s shareholders 8        
Common share (R$)   1.91 1.93 1.91 1.93

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

 

5 
 

Interim Statement of Comprehensive Income

In millions of Brazilian reais

    Consolidated Parent Company
    Three-month period ended March 31,
  Notes 2025 2024 2025 2024
Net income   8,173 8,332 8,164 8,291
Other comprehensive income (loss):          
Items that will not be reclassified to income statement          
Retirement benefit obligations   (25) 198 (16) (10)
Equity interests in other comprehensive income of subsidiaries       (9) 208
    (25) 198 (25) 198
Items that may be reclassified to income statement          
Translation adjustments of foreign operations (i)   (5,070) 1,097 (4,749) 872
Net investment hedge 18(a.iv) 1,020 (277) 1,020 (277)
Reclassification of cumulative translation adjustment to income statement   55 254 55 254
    (3,995) 1,074 (3,674) 849
Comprehensive income   4,153 9,604 4,465 9,338
           
Comprehensive income attributable to noncontrolling interests   (312) 266    
Comprehensive income attributable to Vale S.A.'s shareholders   4,465 9,338    

 

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

 

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

 

6 
 

Interim Statement of Cash Flows

In millions of Brazilian reais

    Consolidated Parent Company
    Three-month period ended March 31,
  Notes 2025 2024 2025 2024
Cash flow from operations  9(a) 14,775 22,299 21,930 26,217
Interest on loans and borrowings paid  9(b) (1,413) (923) (2,065) (1,822)
Cash received on settlement of derivatives, net  18(d) 771 211 791 204
Payments related to the Brumadinho event 23 (490) (669) (490) (669)
Payments related to de-characterization of dams 25 (461) (591) (461) (591)
Income taxes (including settlement program) paid   (3,456) (2,505) (2,873) (2,220)
Net cash generated by operating activities   9,726 17,822 16,832 21,119
           
Cash flow from investing activities:          
Acquisition of property, plant and equipment and intangible assets   (7,360) (6,906) (5,708) (5,053)
Payments related to the Samarco dam failure 24 (950) (425) (950) (425)
Dividends received from associates and joint ventures   113 13 13
Short-term investment   154 (212) 35 (409)
Other investing activities, net   7 12 (373) (65)
Net cash used in investing activities   (8,036) (7,518) (6,996) (5,939)
           
Cash flow from financing activities:          
Loans and borrowings from third parties  9(b) 9,349 4,326 1,802
Payments of loans and borrowings to third parties 9(b) (5,482) (303) (1,043) (253)
Payments of leasing 22 (174) (205) (32) (25)
Dividends and interest on capital paid to Vale S.A.’s shareholders  28(d) (11,365) (11,722) (11,365) (11,722)
Shares buyback program  28(c) (1,357) (727)
Net cash used in financing activities   (7,672) (9,261) (12,440) (10,925)
           
Net increase (decrease) in cash and cash equivalents   (5,982) 1,043 (2,604) 4,255
Cash and cash equivalents in the beginning of the period   30,671 17,474 9,084 4,193
Effect of exchange rate changes on cash and cash equivalents   (1,388) 418
Effect of transfer the Energy Assets to non-current assets held for sale 15(a) (658)
Cash and cash equivalents from subsidiaries acquired, net   67
Cash and cash equivalents at end of the period   22,710 18,935 6,480 8,448

 

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

 

7 
 

Interim Statement of Financial Position

In millions of Brazilian reais

    Consolidated Parent Company
  Notes

March 31,

2025

December 31, 2024

March 31,

2025

December 31, 2024
Assets          
Current assets          
Cash and cash equivalents 21 22,710 30,671 6,480 9,084
Short-term investments 21 249 331 12 12
Accounts receivable 10 12,310 14,600 17,565 28,663
Other financial assets 13 1,593 331 1,488 194
Inventories 11 28,246 28,513 8,408 7,975
Recoverable taxes 7(e) 6,277 6,811 4,474 4,933
Other   2,077 2,219 2,092 2,005
    73,462 83,476 40,519 52,866
Non-current assets held for sale 15(a) 10,880 6,984
    84,342 83,476 47,503 52,866
Non-current assets          
Judicial deposits 26(c) 3,330 3,326 3,219 3,208
Other financial assets 13 1,498 1,429 403 179
Recoverable taxes 7(e) 7,929 8,030 5,581 5,580
Deferred income taxes 7(b) 47,715 51,050 39,668 43,241
Other   8,442 8,157 5,530 4,997
    68,914 71,992 54,401 57,205
           
Investments 14 26,560 28,158 141,543 152,740
Intangibles 16 58,466 65,105 41,738 41,693
Property, plant, and equipment 17 240,790 247,594 151,383 150,812
    394,730 412,849 389,065 402,450
Total assets   479,072 496,325 436,568 455,316

 

Liabilities          
Current liabilities          
Suppliers and contractors 12 25,282 26,217 15,839 15,286
Loans and  borrowings 21 3,487 6,316 820 819
Leases 22 1,009 907 438 367
Other financial liabilities 13 7,836 9,555 20,406 22,144
Taxes payable 7(e) 3,739 3,559 2,452 1,948
Settlement program ("REFIS") 7(c) 2,216 2,184 2,216 2,184
Liabilities related to Brumadinho 23 5,030 4,420 5,030 4,420
Liabilities related to associates and joint ventures 24 11,076 11,421 11,076 11,421
De-characterization of dams and asset retirement obligations 25 5,377 5,160 4,897 4,451
Provisions for litigation 26(a) 897 736 897 736
Employee benefits 27 3,810 6,266 2,312 3,925
Dividends payable   2,046 2,046
Other   2,226 2,268 3,124 2,718
    71,985 81,055 69,507 72,465
Liabilities associated with non-current assets held for sale 15(a) 4,011 180
    75,996 81,055 69,687 72,465
Non-current liabilities          
Loans and borrowings 21 85,026 85,282 27,639 30,164
Leases 22 3,472 3,507 1,307 956
Participative shareholders' debentures 20 13,493 13,727 13,493 13,727
Other financial liabilities 13 12,787 14,533 66,638 73,152
Settlement program ("REFIS") 7(c) 5,770 6,234 5,770 6,234
Deferred income taxes 7(b) 1,008 2,757
Liabilities related to Brumadinho 23 7,214 7,778 7,214 7,778
Liabilities related to associates and joint ventures 24 10,954 11,261 10,954 11,261
De-characterization of dams and asset retirement obligations 25 29,651 30,529 18,123 18,870
Provisions for litigation 26(a) 5,441 5,536 5,151 5,088
Employee benefits 27 6,634 6,925 2,240 2,205
Streaming transactions   11,072 11,651
Other   1,837 1,830 6,270 6,644
    194,359 201,550 164,799 176,079
Total liabilities   270,355 282,605 234,486 248,544
           
Equity 28        
Equity attributable to Vale S.A.'s shareholders   202,082 206,772 202,082 206,772
Equity attributable to noncontrolling interests   6,635 6,948
Total equity   208,717 213,720 202,082 206,772
Total liabilities and equity   479,072 496,325 436,568 455,316

 

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

 

8 
 

Interim 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.A.’s shareholders Equity attributable to noncontrolling interests Total equity
Balance as of December 31, 2024   77,300 3,634 114,889 -19,785 -432 31,166 206,772 6,948 213,720
Net income   8,164 8,164 9 8,173
Other comprehensive income   (105) (3,594) (3,699) (321) (4,020)
Dividends and interest on capital of Vale S.A.'s shareholders 28(c) (9,143) (9,143) (9,143)
Dividends of noncontrolling interest   (2) (2)
Transactions with noncontrolling interests   (36) (36) 1 (35)
Share-based payment program 27(a) 4 20 24 24
Balance as of March 31, 2025   77,300 3,634 105,746 (19,781) (553) 27,572 8,164 202,082 6,635 208,717
                       
Balance as of December 31, 2023   77,300 3,634 106,181 (17,739) (5,831) 27,420 190,965 7,360 198,325
Net income 8,291 8,291 41 8,332
Other comprehensive income 219 828 1,047 225 1,272
Dividends and interest on capital of Vale S.A.'s shareholders 28(c) (11,722) (11,722) (11,722)
Dividends of noncontrolling interests (1) (1)
Shares buyback program 28(b) (1,357) (1,357) (1,357)
Share-based payment program 27(a) 8 (21) (13) (13)
Balance as of March 31, 2024   77,300 3,634 94,459 (19,088) (5,633) 28,248 8,291 187,211 7,625 194,836

 

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

 

9 
 

Interim Value Added Statement

In millions of Brazilian reais

  Consolidated Parent company
  Three-month period ended March 31,
  2025 2024 2025 2024
Generation of value added        
Gross revenue        
Revenue from products and services 47,940 42,432 28,644 35,736
Revenue from the construction of own assets 2,099 1,790 1,735 1,597
Other revenues 286 364 197 334
Less:        
Cost of products, goods and services sold (10,563) (8,204) (5,624) (5,816)
Material, energy, third-party services and other (12,507) (11,011) (4,737) (4,614)
Impairment reversal (impairment) and gain (losses) from write-off of non-current assets, net (1,456) (28) (1,289) 39
Expenses related to Brumadinho event (612) (503) (612) (503)
De-characterization of dams 49 302 49 302
Other costs and expenses (3,801) (3,289) (2,054) (1,984)
Gross value added 21,435 21,853 16,309 25,091
Depreciation, amortization and depletion (4,105) (3,540) (2,548) (2,301)
Net value added 17,330 18,313 13,761 22,790
         
Received from third parties        
Equity results 342 620 2,431 (654)
Financial result (849) 1,278 (1,017) 1,469
Total value added to be distributed 16,823 20,211 15,175 23,605
         
Personnel and charges        
Direct compensation 2,937 2,200 1,422 1,313
Benefits 1,119 933 848 799
FGTS 131 133 117 120
Taxes and contributions        
Federal taxes 5,528 3,483 5,815 7,978
State taxes 966 1,359 984 1,107
Municipal taxes 53 91 41 73
Remuneration of third-party capital        
Interest (net derivatives and monetary and exchange rate variation) (2,284) 3,268 (2,391) 3,532
Leasing 200 412 175 392
Remuneration of own capital        
Reinvested net income from continuing operations 8,164 8,291 8,164 8,291
Net income attributable to noncontrolling interest 9 41
Distributed value added 16,823 20,211 15,175 23,605

 

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

 

10 

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. Vale’s share capital consists of common shares, traded on the stock exchange.

In Brazil, Vale's common shares are listed on B3 under the code VALE3. The Company also has American Depositary Receipts (ADRs), with each representing one common share, traded on the New York Stock Exchange (NYSE) under the code VALE. Additionally, the shares are traded on LATIBEX under the code XVALO, which is an unregulated electronic market established by the Madrid Stock Exchange for the trading of Latin American securities. The Company's shareholding structure is disclosed in note 28.

Vale, together with its subsidiaries (“Vale” or the “Company”), is one of the world's largest producers of iron ore and nickel. The Company also produces iron ore pellets and copper. Nickel and copper concentrates contain by-products such as platinum group metals (PGM), gold, silver, and cobalt. Most of the Company’s products are sold to international markets, through the Company's main trading Company, Vale International S.A. (“VISA”), a wholly owned subsidiary located in Switzerland.

The Company is engaged in greenfield mineral exploration in six countries, including Brazil, USA, Canada, Chile, Peru and Indonesia. It also operates extensive logistics systems in Brazil, Oman and other regions worldwide, including railways, maritime terminals, and ports integrated with mining operations. Additionally, the Company has distribution centers to support its iron ore shipments globally.

Vale also holds investments in energy businesses to meet part of its energy consumption needs through renewable sources.

The Company's operations are organized into two operational segments: "Iron Solutions" and "Energy Transition Metals" (note 4).

Iron Solutions – Comprise iron ore extraction and iron ore pellets and briquettes production.

 

Iron ore. Currently, Vale operates three systems in Brazil for the production and distribution of iron ore. The Northern System (Carajás, State of Pará, Brazil) is fully integrated and comprises three mining complexes, a railway and a maritime terminal. The Southeast System (Quadrilátero Ferrífero, Minas Gerais, Brazil) is fully integrated, consisting of three mining complexes, a railway, a maritime terminal, and a port. The Southern System (Quadrilátero Ferrífero, Minas Gerais, Brazil) consists of two mining complexes and two maritime terminals.
Iron ore pellets and other ferrous product.Currently, Vale has a diversified portfolio of agglomerates, which includes iron ore pellets and briquettes. Vale operates eight pelletizing plants in Brazil and two in Oman.

 

Energy Transition Metals – Includes the production of nickel, copper and its by-products.

 

Nickel. The Company's primary nickel operations are conducted by Vale Canada Limited ("Vale Canada"), which owns mines and processing plants in Canada and Brazil and nickel refining facilities in the United Kingdom and Japan. Vale also holds investments in nickel operations in Indonesia.
Copper. In Brazil, Vale produces copper concentrates at Sossego and Salobo operations, in Carajás, State of Pará. In Canada, Vale produces copper concentrates and copper cathodes associated with its nickel mining operations in Sudbury (located in Ontario), Voisey’s Bay (located in Newfoundland and Labrador), and Thompson (located in Manitoba).
Other energy transition metals. The ore extracted by Vale Canada in Sudbury yields cobalt, PGMs (Platinum Group Metals), silver, and gold as by-products, which are processed at refining facilities in Port Colborne, Ontario. In Canada, Vale also produces refined cobalt at its Long Harbour facilities in Newfoundland and Labrador. The copper operations in Sossego and Salobo in Brazil also yield silver and gold as by-products.

 

11 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

2. Basis of preparation of condensed consolidated interim financial statements

The Company´s consolidated and individual financial statements (“financial statements”) were prepared and are statements in accordance with CPC 21 – Statement issued by the Accounting Pronouncements Committee (“CPC”), in accordance with IAS 34 - Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”). All material 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 read together with the financial statements for the year ended December 31, 2024. All 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.

These interim financial statements were authorized for issue by the Board of Directors on April 24, 2025.

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 statements of the Company and its associates and joint ventures are measured using the currency of the primary economic environment in which each entity operates (“functional currency”), in the case of the Parent Company it is the Brazilian real (“R$”). For presentation purposes, these interim financial statements are presented in the United States dollars (“US$”) as the Company believes that this is how international investors analyze the financial statements.

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, 2025 December 31, 2024 2025 2024
US Dollar ("US$") 5.7422 6.1923 5.8522 4.9515
Canadian dollar ("CAD") 3.9937 4.3047 4.0802 3.6723
Euro ("EUR") 6.1993 6.4363 6.1608 5.3768

 

c) Tariffs applied by the United States of America

The Company is subject to external risk factors related to its operations and its customer portfolio and supply chain profile.

In February 2025, the President of the United States signed an executive order imposing tariffs on products from several countries. The program establishes individualized import tariffs per country, based on a minimum tariff of 10%. The effective date and tariff amounts vary from country to country.

New announcements have been recently disclosed, and the Company is monitoring developments. Until this date, Vale does not expect any significant direct effects on its operations.

 

 

12 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

 

3. Significant events and transaction related to first quarter of 2025

 

Divestment on Energy Assets – In March 2025, the Company signed an agreement with Global Infrastructure Partners for the sale of 70% of its stake in Aliança Geração de Energia S.A., including the assets of Sol do Cerrado solar plant and Risoleta Neves hydroelectric plant (together: "Energy Assets"), for the amount of R$4.8 billion (US$837 million). As a result, Vale classified the Energy Assets as non-current assets held for sale and recognized an impairment of R$674 (US$117 million) in the income statement. Completion of the transaction is expected for 2025 and is subject to customary precedent conditions. Further details are presented in note 15(a) of these interim financial statements.
Shareholder remuneration – In February 2025, the Board of Directors approved shareholder remuneration in the amount of R$9,143 (US$1,596 million), which was paid in March 2025. Further details are presented in note 28(c) of these interim financial statements.
Bond issuance and repurchase – In February 2025, the Company issued bonds in the amount of R$4,324 (US$750 million) maturing in 2054. In March 2025, these proceeds were partially used to redeem bonds maturing in 2034, 2036 and 2039 in the total amount of R$1,890 (US$329 million). As a result of the early redemption, Vale paid a premium of R$254 (US$44 million), which was recorded in the income statement for the period as a financial expense. Further details are presented in note 9(b) to these interim financial statements.

 

 

4. Information by business segment and geographic area

The Company’s adjusted EBITDA is defined as operating income or loss, including the EBITDA from interests in associates and joint ventures; and excluding (i) depreciation, depletion, and amortization; and (ii) impairment and gains (losses) on disposal of non-current assets, net and other.

 

Segment Main activities
Iron Solutions Comprises the extraction and production of iron ore, iron ore pellets, other ferrous products, and its logistic related services.  
Energy Transition Metals Includes the extraction and production of nickel and its by-products (gold, silver, cobalt, precious metals and others), and copper, as well as its by-products (gold and silver).
Other Includes corporate expenses not allocated to the operating segment, research and development of greenfield exploration projects, as well as expenses related to the Brumadinho event and de-characterization of dams and asset retirement obligations.

 

13 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

a) Adjusted EBITDA

    Three-month period ended March 31,
  Notes 2025 2024
Iron ore   13,659 12,405
Iron ore pellets   3,123 4,369
Other ferrous products and services   105 339
Iron Solutions   16,887 17,113
       
Nickel   225 86
Copper   3,180 1,406
Other energy transition metals   (196) (219)
Energy Transition Metals   3,209 1,273
       
Other (i)   (1,907) (1,373)
       
Adjusted EBITDA   18,189 17,013
       
Depreciation, depletion and amortization   (4,105) (3,540)
Impairment and gains (losses) on disposal of non-current assets, net and other (ii)   (2,418) (360)
EBITDA from associates and joint ventures   (1,122) (1,007)
Operating income   10,544 12,106
       
Equity results and other results in associates and joint ventures 14 342 620
Financial results 6 1,182 (2,179)
Income before income taxes   12,068 10,547

(i) Includes R$140 (US$25 million) related to expenses of Vale Base Metals Limited that were not allocated to the operating segment for the three-month period ended March 31, 2025.

(ii) Includes adjustments of R$962 (US$167 million) for the three-month period ended March 31, 2025 (2024: R$332 (US$67 million)), to reflect the performance of the streaming transactions at market prices.

b) Net operating revenue by shipment destination

  Three-month period ended March 31, 2025
  Iron Solutions Energy Transition Metals  
  Iron ore Iron ore pellets Other ferrous products and services Total Iron Solutions Nickel and other products Copper Other energy transition metals Total Energy Transition Metals Net operating revenue
China (i) 21,169 21,169 538 966 39 1,543 22,712
Japan 2,599 112 1 2,712 317 317 3,029
Asia, except Japan and China 3,125 230 37 3,392 564 166 26 756 4,148
Brazil 1,452 2,204 932 4,588 135 31 166 4,754
United States of America 316 316 1,308 112 1,420 1,736
Americas, except United States and Brazil 282 282 700 700 982
Germany 481 239 720 827 1,132 22 1,981 2,701
Europe, except Germany 1,285 194 1,479 1,171 2,062 15 3,248 4,727
Middle East, Africa, and Oceania 2,576 2,576 46 46 2,622
Net operating revenue 30,111 6,153 970 37,234 5,606 4,326 245 10,177 47,411

 

 

14 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Three-month period ended March 31, 2024
  Iron Solutions Energy Transition Metals  
  Iron ore Iron ore pellets Other ferrous products and services Total Iron Solutions Nickel and other products Copper Other energy transition metals Total Energy Transition Metals Net operating revenue
China (i) 18,133 18,133 354 772 1,126 19,259
Japan 2,578 322 2 2,902 482 482 3,384
Asia, except Japan and China 2,300 193 13 2,506 456 456 2,962
Brazil 1,630 2,578 717 4,925 38 14 52 4,977
United States of America 259 259 945 945 1,204
Americas, except United States and Brazil 600 600 610 301 911 1,511
Germany 337 174 511 479 627 1,106 1,617
Europe, except Germany 1,195 203 1,398 833 1,154 1,987 3,385
Middle East, Africa, and Oceania 33 3,518 3,551 41 41 3,592
Net operating revenue 26,206 7,847 732 34,785 4,238 2,854 14 7,106 41,891

(i) Includes operating revenue of China Mainland in the amount of R$22,214 (US$3,801 million) (2024: R$18,192(US$3,674 million)) and Taiwan in the amount of R$498 (US$85 million) (2024: R$1,067 (US$216 million)).

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

c) Costs of goods and services rendered

  Consolidated
  Three-month period ended March 31
  2025 2024
Iron Ore 16,393 13,392
Iron Ore Pellets 3,264 3,658
Other ferrous products and services 796 550
Iron Solutions 20,453 17,600
     
Nickel 5,303 3,833
Copper 1,974 1,630
Other Energy Transition Metals 225 171
 Energy Transition Metals 7,502 5,634
     
Depreciation, depletion and amortization 3,856 3,360
Cost of goods sold and services rendered 31,811 26,594

d) Assets by geographic area

  March 31, 2025 December 31, 2024
  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 12,291 48,896 175,712 236,899 12,670 54,781 177,757 245,208
Canada 9,558 54,731 64,289 10,315 58,533 68,848
Americas, except Brazil and Canada 23 23 21 21
Europe 10,830 365 11,195 11,676 376 12,052
Indonesia 7 18 25 3 25 28
Asia, except Indonesia and China 2 3,707 3,709 2 4,046 4,048
China 3,328 3,328 1 3,647 3,648
Oman 3,439 3 2,906 6,348 3,812 3 3,189 7,004
Total 26,560 58,466 240,790 325,816 28,158 65,105 247,594 340,857
                 

 

 

15 

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

  Three-month period ended March 31,
  2025 2024
Services 5,963 5,106
Freight 5,921 4,648
Personnel 3,930 2,742
Depreciation, depletion and amortization 3,856 3,360
Materials 3,524 3,177
Acquisition of products 3,249 1,854
Fuel, oil and gas 1,548 1,829
Royalties 1,511 1,430
Energy 712 838
Others 1,597 1,610
Total 31,811 26,594

b) Selling and administrative expenses

  Three-month period ended March 31,
  2025 2024
Personnel 359 331
Services 155 171
Depreciation and amortization 141 49
Other 190 145
Total 845 696

c) Other operating revenues (expenses), net

 

    Three-month period ended March 31,
  Notes 2025 2024
Expenses related to Brumadinho event 23 (612) (503)
Reversal in provisions related to de-characterization of dam and asset decommissioning obligation, net 25 2 257
Provision for litigations 26(a) (331) (249)
Profit sharing program   (231) (423)
Expenses related with socio-environmental commitments   (80) (57)
Others   (261) (264)
Total   (1,513) (1,239)

 

 

6. Financial results

    Consolidated
    Three-month period ended March 31,
  Notes 2025 2024
Financial income      
Short-term investments   574 401
Other   104 137
    678 538
Financial expenses      
Loans and borrowings interest 9(c) (1,294) (824)
Bond premium repurchase 9(c) (254)
Interest on supplier finance arrangements   (229) (229)
Interest on REFIS   (107) (137)
Interest on lease liabilities 22 (44) (71)
Other   (302) (420)
    (2,230) (1,681)
Other financial items, net      
Foreign exchange and indexation losses, net   (2,048) (1,867)
Participative shareholders' debentures 20 225 817
Derivative financial instruments, net 18(c) 4,557 14
    2,734 (1,036)
Total   1,182 (2,179)

 

 

16 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

7. Taxes

In December 2021, the Organization for Economic Co-operation and Development (“OECD”) released the Pillar Two model rules to reform international corporate taxation. Multinational economic groups within the scope of these rules are required to calculate their effective tax rate in each country where they operate, the “GloBE effective tax rate”.

When the effective GloBE rate of any entity in the economic group, aggregated by jurisdiction where the group operates, is lower than the minimum rate defined at 15%, the multinational group must pay a supplementary amount of tax on profit, referring to the difference between its rate effective GloBE and the minimum tax rate.

The Company is subject to OECD Pillar Two model rules in Australia, Brazil, Canada, Indonesia, Japan, Luxembourg, Malaysia, Netherlands, Singapore, Switzerland and United Kingdom. Therefore, the impacts from Pilar Two are already being considered on the calculation of income tax for these jurisdictions.

However, the Company does not expect material impacts on the calculation of income tax or on the financial statements for the current and future periods, mainly due to the application of the simplifying rules (“Safe Harbor”) in the GloBE computation.

The Company applied the relief from the requirement to recognize and disclose deferred taxes arising from enacted or substantively enacted tax law that implements the Pillar Two model rule, according to IAS 12 – 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,
    2025 2024 2025 2024
Income before income taxes Notes 12,068 10,547 12,555 14,872
Income taxes at statutory rate (34%)   (4,103) (3,586) (4,269) (5,056)
Adjustments that affect the taxes basis:          
Tax incentives   2,397 2,325 1,896 2,263
Addition of tax loss carryforward   (415) (855) (1,771) (3,531)
Divestment on Energy Assets 15(a) (771) (771)
Effects on tax computation of foreign operations   (642) (52) (20) (9)
Reclassification of cumulative adjustments to the income statement   (19) (89)
Other   (342) 42 544 (248)
Income taxes   (3,895) (2,215) (4,391) (6,581)
Current tax   (1,098) (3,629) (809) (3,273)
Deferred tax   (2,797) 1,414 (3,582) (3,308)
Income taxes   (3,895) (2,215) (4,391) (6,581)
           

 

 

17 

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 as of December 31, 2024 51,050 2,757 48,293
Effect in income statement (2,578) 219 (2,797)
Other comprehensive income 10 16 (6)
Transfer between assets and liabilities (215) (215)
Translation adjustment (496) (75) (421)
Transfer to held for sale (Energy Assets) (56) (1,694) 1,638
Balance as of March 31, 2025 47,715 1,008 46,707
       
Balance as of December 31, 2023 46,307 4,210 42,097
Effect in income statement 1,209 (258) 1,467
Other comprehensive income 677 87 590
Transfer between assets and liabilities 152 152
Translation adjustment 115 49 66
Balance as of March 31, 2024 48,460 2,757 44,220

c) Income taxes - Settlement program ("REFIS")

  Consolidated
  March  31, 2025 December 31, 2024
Current liabilities 2,216 2,184
Non-current liabilities 5,770 6,234
REFIS liabilities 7,986 8,418
     
SELIC rate 14.25 % 12.25 %

The balance mainly relates to the settlement program of claims regarding the collection of income tax and social contribution on equity gains of foreign subsidiaries and associates 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 and the impact of the SELIC over the liability is recorded under the Company’s financial results (note 6).

d) Uncertain tax positions ("UTP")

The amount under discussion with the tax authorities is R$37,521 (US$6,534 million) as of March 31, 2025 (December 31, 2024: R$36,773 (US$5,939 million) which may reduce tax losses by R$3,693 (US$643 million) as of March 31, 2025 (December 31, 2024: R$3,693 (US$596 million)), if the tax authority does not accept the tax treatment adopted by the Company in relation to these matters.

  Consolidated
  March 31, 2025 December 31, 2024
  Assessed (i) Potential (ii) Total Assessed (i) Potential (ii) Total
UTPs not recorded on statement of financial position (iii)            
Transfer pricing over the exportation of ores to a foreign subsidiary 21,356 9,958 31,314 20,974 9,958 30,932
Expenses of interest on capital 8,023 8,023 7,814 7,814
Proceeding related to income tax paid abroad 2,687 2,687 2,642 2,642
Goodwill amortization 4,605 406 5,011 4,603 386 4,989
Payments to Renova Foundation 1,897 2,171 4,068 1,865 2,171 4,036
Other 2,646 2,646 2,568 2,568
  41,214 12,535 53,749 40,466 12,515 52,981
             
UTPs recorded on statement of financial position            
Deduction of CSLL in Brazil 965 965 952 952
  965 965 952 952

 

(i) Includes the tax effects arising from the reduction of the tax losses and negative basis of the CSLL without fines and interest.

(ii) Includes the principal, without fines and interest.

(iii) Based on the assessment of its internal and external legal advisors, the Company believes that the tax treatment adopted for these matters will be accepted in decisions of the higher courts on last instance.

 

18 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

e) Recoverable and taxes payables

            Consolidated
  Current assets Non-current assets Current liabilities
  March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Value-added tax ("ICMS") 1,420 1,609 15 18 193 211
Brazilian federal contributions ("PIS" and "COFINS") 1,033 1,646 6,045 6,036 147 90
Income taxes 3,754 3,490 1,869 1,975 2,446 1,961
Financial compensation for the exploration of mineral resources ("CFEM") 317 387
Other 70 66 1 636 910
Total 6,277 6,811 7,929 8,030 3,739 3,559

 

 

8. Basic and diluted earnings per share

The basic and diluted earnings per share are presented below:

  Three-month period ended March 31,
  2025 2024
Net income attributable to Vale S.A.'s shareholders 8,164 8,291
     
Thousands of shares    
Weighted average number of common shares outstanding 4,268,759 4,285,865
Weighted average number of common shares outstanding and potential ordinary shares 4,273,772 4,289,631
     
Basic and diluted earnings per share    
Common share (US$) 1.91 1.93

 

9. Cash flows reconciliation

a) Cash flow from operating activities

    Consolidated Parent company
    Three-month period ended March 31,
  Notes 2025 2024 2025 2024
Cash flow from operating activities:          
Income before income taxes   12,068 10,547 12,555 14,872
Adjusted for:          
Equity results from subsidiaries 14 (2,089) 1,274
Equity results and other results in associates and joint ventures 14 (342) (620) (342) (620)
Impairment and gains (losses) on disposal of non-current assets, net 15(a), 16 and 17 1,456 28 1,289 (39)
Review of estimates related to the provision of Brumadinho 23 224 (30) 224 (30)
Review of estimates related to the provision of de-characterization of dams 25 (50) (302) (50) (302)
Depreciation, depletion and amortization   4,105 3,540 2,548 2,301
Financial results, net 6 (1,182) 2,179 (1,309) 2,070
Changes in assets and liabilities:          
Accounts receivable 10 1,914 9,526 5,866 5,069
Inventories 11 (1,421) (3,093) (321) (73)
Suppliers and contractors 12 (228) 1,929 473 2,256
Other assets and liabilities, net   (1,769) (1,405) 3,086 (561)
Cash flow from operations   14,775 22,299 21,930 26,217

 

 

19 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

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

  Consolidated
  Quoted in the secondary market Other debt contracts in Brazil Other debt contracts on the international market Total
December 31, 2024 52,879 2,088 36,631 91,598
Additions 4,324 5,025 9,349
Payments (2,014) (63) (3,405) (5,482)
Interest paid (i) (684) (24) (705) (1,413)
Cash flow from financing activities 1,626 (87) 915 2,454
Transfer to held for sale (Energy Assets) (1,206) (170) (1,376)
Effect of exchange rate (3,058) (71) (2,651) (5,780)
Interest accretion 1,093 19 505 1,617
Non-cash changes (3,171) (222) (2,146) (5,539)
March 31, 2025 51,334 1,779 35,400 88,513
         
December 31, 2023 36,182 1,211 22,982 60,375
Additions 4,326 4,326
Payments (192) (60) (51) (303)
Interest paid (i) (459) (27) (437) (923)
Cash flow from financing activities (651) (87) 3,838 3,100
Effect of exchange rate 1,140   738 1,878
Interest accretion 391 30 415 836
Non-cash changes 1,531 30 1,153 2,714
March 31, 2024 37,062 1,154 27,973 66,189

 

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

Funding

In March 2025, the Company contracted a loan of R$287 (US$50 million) with DBS Bank indexed to SOFR plus spread adjustments and maturing in 2026.
In March 2025, the Company contracted a loan of R$1,552 (US$270 million) with Credit Agricole Bank indexed to SOFR plus spread adjustments and maturing in 2029.
In February 2025, the Company issued bonds of R$4,324 (US$750 million) with a coupon of 6.40% per year, payable semi-annually, and maturing in 2054.
In February 2025, the Company contracted a loan of R$1,557 (US$270 million) with Credit Agricole Bank indexed to SOFR plus spread adjustments and maturing in 2029.
In January 2025, the Company contracted a loan of R$1,629 (US$271 million) with Credit Agricole Bank indexed to SOFR plus spread adjustments and maturing in 2029.
In March 2024, the Company contracted a loan of R$1,791 (US$360 million) with the Japan Bank of International Cooperation (“JBIC”) indexed to SOFR plus spread adjustments and maturing in 2035.
In March 2024, the Company contracted a loan of R$300 (US$60 million) with the CIBC indexed to SOFR plus spread adjustments and maturing in 2024.
In February 2024, the Company contracted a loan of R$827 (US$166 million) with Banco Santander indexed to SOFR plus spread adjustments and maturing in 2025.
In February 2024, the Company contracted a loan of R$170 (US$34 million) with Credit Agricole Bank indexed to SOFR plus spread adjustments and maturing in 2025.
From January to February 2024, the Company contracted a loan of R$1,238 (US$250 million) with Banco Bradesco with a fixed rate maturing in 2025.

Payments

In March 2025, Vale redeemed notes maturing in 2034, 2036 and 2039, in the total amount of R$1,890 (US$329 million) and paid a premium of R$254 (US$44 million), recorded as “Bond premium repurchase” in the financial results for the three-month period ended March 31, 2025.
In March 2025, the Company partially settled the loan contracted with The New Development Bank ("NDB"), in the amount of R$862 (US$150 million).
In January 2024, the Company paid principal and interest of debentures, in the amount of R$226 (US$46 million).

 

 

20 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

c) Non-cash transactions

  Consolidated Parent company
  Three-month period ended March 31,
  2025 2024 2025 2024
         
Non-cash transactions:        
Additions to PP&E with capitalized loans and borrowing costs 23 23 23 23

 

10. Accounts receivable

    Consolidated Parent company
  Notes March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Receivables from contracts with customers          
Third parties          
Iron Solutions   6,873 9,536 1,310 2,339
Energy Transition Metals   4,944 4,880
Other   54 121 39 75
Related parties 29(b) 755 385 16,298 26,329
Accounts receivable   12,626 14,922 17,647 28,743
Expected credit loss   (316) (322) (82) (80)
Accounts receivable, net   12,310 14,600 17,565 28,663

 

Provisionally priced commodities sales - The Company is mainly exposed to iron ore and copper price risk. The determination of the final sales price for these commodities is based on the pricing period outlined in the sales contracts, typically occurring after the revenue recognition date. Consequently, the Company initially recognizes revenue using a provisional invoice. Subsequently, the receivables associated with provisionally priced products are measured at fair value through profit or loss (note 19). Any fluctuations in the value of these receivables are reflected in the Company's net operating revenue.

The sensitivity of the Company’s risk related to the final settlement of provisionally priced accounts receivables is detailed below:

  March 31, 2025
  Thousand metric tons Provisional price (US$/ton) Variation Effect on revenue (R$ million)
Iron ore 14,300 102 +/- 10% +/- 852
Copper 50 9,351 +/- 10% +/- 299

 

11. Inventories

  Consolidated Parent company
  March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Finished products        
Iron Solutions 15,437 15,435 5,825 5,355
Energy Transition Metals 3,623 3,535
  19,060 18,970 5,825 5,355
         
Work in progress 3,889 4,282 3
Consumable inventory 6,109 6,119 2,719 2,733
         
Net realizable value provision (i) (812) (858) (136) (116)
Total of inventories 28,246 28,513 8,408 7,975

 

(i) In the three-month period ended March 31, 2025, the effect of provision for net realizable value was R$23 (US$4 million) (2024: R$245 (US$49 million)).

 

21 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

12. Suppliers and contractors

    Consolidated Parent company
  Notes March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Third parties   24,417 24,797 15,436 14,398
Related parties 29(b) 865 1,420 403 888
Total   25,282 26,217 15,839 15,286

 

The financial liabilities presented as Suppliers and contractors in the Company's statement of financial position represent the outstanding balance of invoices with suppliers for purchases of goods and services, being the average due date usually approximately 60 days.

The Company enters into supplier finance arrangements ("Arrangements") as part of the working capital strategy used in the Company's usual operating cycle, being the payment term extension limited to a short-term period. The Company is also party in agreements structured so that certain suppliers can advance their receivables with Vale due to purchases of materials and services, without any type of change in value or payment terms for the Company. These supplier finance arrangements continue to be presented as suppliers in the Company's statement of financial position, as the terms and conditions of the original liabilities were not substantially modified. The carrying amount related to these transactions is shown below:

  Consolidated Parent company
  March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Carrying amount of accounts payable included in the Arrangements of which suppliers have already received payment 8,204 8,313 6,801 6,816
Carrying amount of accounts payable included in the Arrangements of which suppliers have not yet received payment 36
Total carrying amount relating to Arrangements with suppliers and contractors 8,204 8,349 6,801 6,816

Financial charges related to the increase in payment terms are recognized in the financial results as interest on supplier finance arrangements (note 6). The financial charges recognized in the income statement for the three-month period ended March 31, 2025 and 2024 due to the Arrangements totaled, respectively, R$229 (US$39 million) and R$229 (US$46 million).

 

13. Other financial assets and liabilities

    Consolidated
    Current Non-Current
  Notes March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Other financial assets          
Restricted cash   44 78
Derivative financial instruments 18 1,575 331 294 91
Investments in equity securities   321 337
Loans - Related parties 29(b) 18 839 923
    1,593 331 1,498 1,429
Other financial liabilities          
Derivative financial instruments 18 251 1,220 1,277 2,650
Other financial liabilities - Related parties 29(b) 1,626 1,803
Liabilities related to the concession grant 13(a) 2,971 2,895 11,509 11,684
Other   2,988 3,637 1 199
    7,836 9,555 12,787 14,533

 

 

22 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

 

    Parent company
    Current Non-Current
  Notes March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Other financial assets          
Restricted cash   24 24
Derivative financial instruments 18 1,488 194 262 35
Investments in equity securities   117 120
    1,488 194 403 179
Other financial liabilities          
Derivative financial instruments 18 207 1,124 1,156 2,491
Pre-export payments - Related parties 29(b) 13,982 14,731 53,972 58,976
Other financial liabilities - Related parties 29(b) 3,230 3,380
Liabilities related to the concession grant 13(a) 2,971 2,895 11,509 11,684
Other   16 14 1 1
    20,406 22,144 66,638 73,152

 

a) Liabilities related to the concession grant

  Consolidated Discount rate  
  December 31, 2024 Revision to estimates Monetary and present value adjustments Disbursements March 31, 2025 March 31, 2025 December 31, 2024 Remaining term of obligations
Payment obligation 6,924 (16) 146 (79) 6,975 7,41% - 11,04% 7,32% - 11,04% 33 years
Infrastructure investment 7,655 93 153 (396) 7,505 7,18% - 8,19% 7,43% - 8,12% 8 years
  14,579 77 299 (475) 14,480      
Current liabilities 2,895       2,971      
Non-current liabilities 11,684       11,509      
Liabilities 14,579       14,480      

In December 2020, the Company entered into an agreement with the Federal Government to continue operating its concessions of the Estrada de Ferro Carajás (“EFC”) and Estrada de Ferro Vitória a Minas (“EFVM”) for thirty years more, extending the maturity date from 2027 to 2057.

Vale, the Brazilian National Land Transportation Agency (“ANTT”) and the Brazilian Federal Government, through the Ministry of Transportation (together: “Parties”), had been discussing the general conditions for concession contracts and on December 30,2024, the general basis for the renegotiation were agreed among the Parties and will comply with usual formalities and will be submitted for the authorities’ evaluation and approval. The renegotiation will be performed under the terms of the concession contracts, which remain in force, aiming to promote their modernization and updating.

 

 

23 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

14. Investments in associates and joint ventures

 

  Business % ownership December 31, 2024 Additions and capitalizations Equity results in income statement Dividends declared Translation adjustment Transfer to assets held for sale (note 15a) Other March 31, 2025
Direct subsidiaries                    
In Brazil                    
Aliança Geração de Energia S.A. (i) Iron ore 100.00 5,995 28 (5,349) (674)
Companhia Portuária da Baía de Sepetiba Iron ore 100.00 557 14 571
Minerações Brasileiras Reunidas S.A. Iron ore 100.00 1,401 30 (20) 1,411
Minerações Brasileiras Reunidas S.A. – Goodwill   4,060 4,060
Tecnored Desenvolvimento Tecnológico S.A. Iron ore 100.00 133 (32) 101
Valepar – Goodwill   3,073 3,073
Other   865 183 21 131 1,200
Abroad                  
Vale Holdings B.V. Holding 100.00 108,208 2,266 (6,230) 109 104,353
Other   290 185 (238) (23) 214
      124,582 368 2,089 (20) (6,253) (5,349) (434) 114,983
Associates and joint ventures                    
In Brazil                    
Aliança Norte Energia Participações S.A. Energy 51.00 459 (44) 415
Anglo American Minério de Ferro do Brasil S.A. Iron ore 15.00 4,104 74 (26) (270) 3,882
Companhia Coreano-Brasileira de Pelotização Pellets 50.00 468 13 481
Companhia Hispano-Brasileira de Pelotização Pellets 50.89 257 5 262
Companhia Ítalo-Brasileira de Pelotização Pellets 50.90 377 7 384
Companhia Nipo-Brasileira de Pelotização Pellets 51.00 800 14 2 816
Samarco Mineração S.A. (note 24) Pellets 50.00
MRS Logística S.A. Logistics 49.01 3,659 139 3,798
VLI S.A. Logistics 29.60 2,111 (73) (92) 2 1,948
Other   435 (1) (4) (125) 305
Abroad                    
PT Vale indonesia Tbk Energy transition metals 33.88 11,676 5 (851) 10,830
Vale Oman Distribution Center Logistics 50.00 3,812 19 (114) (278) 3,439
Consolidated total investment     28,158 158 (236) (1,399) (121) 26,560
Parent Company's total investment     152,740 368 2,247 (256) (7,652) (5,349) (555) 141,543
Other results in investments         184          
Equity results and other results         2,431          

 

(i) The value presented in the column "Other" refers to the impairment loss in the amount of R$674 (US$117 million), allocated to goodwill on the investment in Aliança Geração de Energia S.A. (note 15a).

 

 

24 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

15. Acquisitions and divestitures

    Three-month period ended March 31
  Reference 2025 2024
Energy Assets 15(a) and 16 (674)
    (674)

a) Divestment on Energy Assets – In March 2025, the Company signed an agreement with Global Infrastructure Partners (“GIP”) for the sale of 70% of its stake in Aliança Geração de Energia S.A. ("Aliança Energia"), including the operations of Sol do Cerrado solar plant and Risoleta Neves hydroelectric plant, which are assets of the Company and will be transferred to Aliança Energia upon closing of the transaction, for the amount of R$4.8 billion (US$837 million).

The transaction amount for Vale comprises an estimated cash inflow of R$5.6 billion (US$1 billion) , net of an estimated reduction of R$0.8 billion (US$0.2 billion) in the remaining investment in Aliança Energia due to a loan that will be assumed by the investee in the context of the transaction.

Aliança Energia operates power generation assets in Brazil, with a portfolio of six hydroelectric plants in the state of Minas Gerais and three operational wind farms in the states of Rio Grande do Norte and Ceará that, together with Sol do Cerrado solar plant and Risoleta Neves hydroelectric plant, both located in Minas Gerais, will henceforth be referred to as the "Energy Assets".

Upon closing, Vale will have energy supply contracts for own use and will lose control over Aliança Energia, being the remaining interest treated as an associate and accounted at the equity method. Completion of the transaction is expected for 2025 and is subject to customary precedent conditions.

As a result of the agreement with GIP, the assets and liabilities associated with the Energy Assets were classified as held for sale in these interim financial statements and the Company recognized an impairment loss in the amount of R$674 million (US$117 million) in the income statement as "Impairment and gains (losses) on disposal of non-current assets, net".

Energy Assets classified as held for sale

  Notes March 31, 2025
Assets    
Cash and equivalents   658
Deferred income taxes 7(b) 56
Intangibles 16 5,192
Property, plant, and equipment 17 and 22 4,769
Other   205
Total assets   10,880
     
Liabilities    
Loans and borrowings 9(b) 1,376
Deferred income taxes 7(b) 1,694
Other   941
Total liabilities   4,011

 

 

25 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

 

16. Intangibles

    Consolidated
  Notes Goodwill Concessions Software Research and development project Total
Balance as of December 31, 2024   18,811 42,991 519 2,784 65,105
Additions   430 48 478
Disposals   (8) (8)
Amortization   (433) (65) (498)
Impairment 15(a) (674) (674)
Transfer to held for sale (Energy Assets) 15(a) (752) (4,419)   (21) (5,192)
Translation adjustment   (739) (6) (745)
Balance as of March 31, 2025   16,646 38,561 496 2,763 58,466
Cost   16,646 48,436 3,519 2,763 71,364
Accumulated amortization   (9,875) (3,023) (12,898)
Balance as of March 31, 2025   16,646 38,561 496 2,763 58,466
             
Balance as of December 31, 2023   15,799 37,226 502 2,782 56,309
Additions   179 70 249
Disposals   (3) (23) (26)
Amortization   (306) (87) (393)
Translation adjustment   107 2 109
Balance as of March 31, 2024   15,906 37,096 487 2,759 56,248
Cost   15,906 45,714 3,158 2,759 67,537
Accumulated amortization   (8,618) (2,671) (11,289)
Balance as of March 31, 2024   15,906 37,096 487 2,759 56,248

 

  Parent company
  Concessions Software Research and development project Total
Balance as of December 31, 2024 38,509 430 2,754 41,693
Additions 418 38 456
Disposals (9) (9)
Amortization (357) (45) (402)
Balance as of March 31, 2025 38,561 423 2,754 41,738
Cost 48,436 2,030 2,754 53,220
Accumulated amortization (9,875) (1,607) (11,482)
Balance as of March 31, 2025 38,561 423 2,754 41,738
         
Balance at December 31, 2023 37,226 386 2,754 40,366
Additions 179 55 234
Disposals (3) (3)
Amortization (306) (42) (348)
Balance as of March 31, 2024 37,096 399 2,754 40,249
Cost 45,714 1,833 2,754 50,301
Accumulated amortization (8,618) (1,434) (10,052)
Balance as of March 31, 2024 37,096 399 2,754 40,249

 

 

26 

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 as of December 31, 2024   53,597 50,061 25,002 28,153 12,932 4,089 13,575 60,185 247,594
Additions (i)   620 6,233 6,853
Disposals and impairments   (32) (14) (13) (38) (2) (68) (695) (862)
Assets retirement obligation 25(b) 495 495
Depreciation, depletion and amortization   (616) (804) (904) (548) (217) (198) (446) (3,733)
Transfer to held for sale (Energy Assets) 15(a) (135) (1,753) (2,058) (6) (212) (279) (326) (4,769)
Translation adjustment   (702) (462) (556) (591) (6) (192) (375) (1,904) (4,788)
Transfers   1,597 2,154 1,234 (6,540) 532 627 396
Balance as of March 31, 2025   53,709 49,182 22,705 20,925 13,239 4,107 13,034 63,889 240,790
Cost   93,429 80,848 56,398 65,702 23,070 8,792 29,277 63,889 421,405
Accumulated depreciation   (39,720) (31,666) (33,693) (44,777) (9,831) (4,685) (16,243) (180,615)
Balance as of March 31, 2025   53,709 49,182 22,705 20,925 13,239 4,107 13,034 63,889 240,790
                     
Balance as of December 31, 2023   48,989 44,730 21,543 33,524 12,645 6,579 12,028 54,264 234,302
Additions (i)                              -   66 6,482 6,548
Disposals   (17) (76) (2) (2) (12) (2) (177) (288)
Assets retirement obligation 25(b)                            -   (266) (266)
Depreciation, depletion and amortization   (563) (709) (923) (626) (203) (226) (408) (3,658)
Translation adjustment   124 68 165 151 2 158 69 209 946
Transfers   819 1,215 719 680 162 304 (3,899)
Balance as of March 31, 2024   49,352 45,228 21,502 33,461 12,594 6,577 11,991 56,879 237,584
Cost   85,281 73,470 51,320 76,796 21,695 10,895 26,463 56,879 402,799
Accumulated depreciation   (35,929) (28,242) (29,818) (43,335) (9,101) (4,318) (14,472) (165,215)
Balance as of March 31, 2024   49,352 45,228 21,502 33,461 12,594 6,577 11,991 56,879 237,584

 

 

27 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

 

    Parent company
  Notes Building and land Facilities Equipment Mineral properties Railway equipment Right of use assets Other Constructions in progress Total
Balance as of December 31, 2024   34,819 38,762 13,119 8,652 12,829 1,142 7,349 34,140 150,812
Additions (i)   620 4,523 5,143
Disposals   (32) (6) (10) (37) (2) (63) (487) (637)
Assets retirement obligation 25(b) 5 5
Depreciation, depletion and amortization   (392) (535) (511) (195) (215) (89) (368) (2,305)
Transfer to held for sale (Energy Assets) 15(a) (1,290) (1) (178) (1) (165) (1,635)
Transfers   708 1,120 687 (95) 546 575 (3,541)
Balance as of March 31, 2025   35,103 38,051 13,284 8,330 13,158 1,495 7,492 34,470 151,383
Cost   50,939 56,116 28,889 13,858 22,891 3,358 18,267 34,470 228,788
Accumulated depreciation   (15,836) (18,065) (15,605) (5,528) (9,733) (1,863) (10,775) (77,405)
Balance as of March 31, 2025   35,103 38,051 13,284 8,330 13,158 1,495 7,492 34,470 151,383
                     
Balance as of December 31, 2023   31,675 34,918 12,093 9,452 12,538 1,284 6,635 32,814 141,409
Additions (i)                                 -   4 4,493 4,497
Disposals   (16) (76) (2) (12) (2) (124) (232)
Assets retirement obligation 25(b) (237)                               -   (237)
Depreciation, depletion and amortization   (345) (450) (460) (253) (200) (93) (323)                               -   (2,124)
Transfers   783 1,148 574 (4) 160 375 (3,036)
Balance as of March 31, 2024   32,097 35,540 12,205 8,958 12,486 1,195 6,685 34,147 143,313
Cost   46,602 51,703 26,143 13,818 21,459 2,700 16,190 34,147 212,762
Accumulated depreciation   (14,505) (16,163) (13,938) (4,860) (8,973) (1,505) (9,505) (69,449)
Balance as of March 31, 2024   32,097 35,540 12,205 8,958 12,486 1,195 6,685 34,147 143,313

 

(i) Includes capitalized interest, when applicable.

For more details regarding right of use and lease liability see note 22.

18. Financial and capital risk management

 

Effects of derivatives on the statement of financial position

  Consolidated
  March 31, 2025 December 31, 2024
  Assets Liabilities Assets Liabilities
Foreign exchange and interest rate risk 1830 1502 321 3723
Commodities price risk 39 25 101 145
Embedded derivatives 1 2
Total 1,869 1,528 422 3,870

 

 

28 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

Net exposure

    Consolidated
  March 31, 2025 December 31, 2024
Foreign exchange and interest rate risk 328 (3,402)
Commodities price risk 14 (44)
Embedded derivatives (1) (2)
Total 341 (3,448)

 

Effects of derivatives on the income statement

  Consolidated
  Gain (loss) recognized in the income statement
  Three-month period ended March 31,
  2025 2024
Foreign exchange and interest rate risk 4,556 (64)
Commodities price risk 82
Embedded derivatives 1 (4)
Total 4,557 14

Effects of derivatives on the cash flows

  Consolidated
  Financial settlement inflows (outflows)
Three-month period ended March 31,
  2025 2024
Foreign exchange and interest rate risk 827 204
Commodities price risk (56) 7
Total 771 211

a) Market risk

a.i) Foreign exchange and interest rates

  Notional Fair value Fair value by year
Flow March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024 2025 2026 2027+
Foreign exchange and interest rate derivatives US$10.267 US$11.490 328 (3,402) 1,201 29 (902)

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

 

Instrument's main risk events Fair value

Scenario I

(∆ of 25%)

Scenario II

(∆ of 50%)

R$ depreciation 328 (11,054) (22,437)
US$ interest rate inside Brazil decrease 328 (702) (1,886)
Brazilian interest rate increase 328 (1,919) (3,765)
TJLP interest rate decrease 328 314 299
IPCA index decrease 328 (320) (885)
SOFR interest rate decrease 328 97 (140)
US Treasury rate increase 328 328 328

 

 

29 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

a.ii) Protection program for product prices and input costs

  Notional Fair value Fair value by year
  March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024 2025 2026 2027+
Brent crude oil (bbl)              
Options 19,288,125 24,050,625 19 67 19
               
Forward Freight Agreement (days)              
Freight forwards 2,430 3,240 8 (65) 8
               
Fixed price nickel sales protection (ton)              
Nickel Forwards 3,870 4,978 (13) (46) (13)

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) Decrease in fuel oil price 19 (281) (1,978)
Forward Freight Agreement (days) Decrease in freight price 8 (68) (144)
Hedge for fixed-price nickel sales (tons) Decrease in nickel price (13) (101) (188)

 

a.iii) Embedded derivatives in contracts

  Notional Fair value Fair value by year
Flow March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024 2025 2026 2027+
Embedded derivative (pellet price) in natural gas purchase (volume/month)              
Call options 746,667 746,667 (1) (2) (1)

 

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%)

Embedded derivative (pellet price) in natural gas purchase agreement (volume/month)        
Embedded derivatives - Gas purchase Pellet price increase (1) (6) (19)

 

a.iv) Hedge accounting

  Consolidated
  Gain (loss) recognized in the other comprehensive income
  Three-month period ended March 31,
  2025 2024
Net investments hedge 1,020 (277)

 

 

30 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

b) Credit risk management

b.i) Financial's Counterpartie's ratings

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, 2025 December 31, 2024
  Cash and cash equivalents and investment Derivatives Cash and cash equivalents and investment Derivatives
Aa2 2,963 1 2,421 3
A1 11,014 498 11,605 172
A2 1,365 284 3,220 83
A3 3,009 76 4,391 12
Baa1 5 6
Baa2 22 25
Ba1 (i) 2,398 696 4,453 111
Ba2 (i) 2,183 314 4,881 41
  22,959 1,869 31,002 422

.

 

31 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

19. Financial assets and liabilities

a) Classification

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, 2025   December 31, 2024
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 22,710 22,710 30,671 30,671
Short-term investments 21 249 249 331 331
Derivative financial instruments 18 1,575 1,575 331 331
Accounts receivable 10 1,403 10,907 12,310 2,313 12,287 14,600
    24,113 12,731 36,844 32,984 12,949 45,933
Non-current                  
Judicial deposits 26(c) 3,330 3,330 3,326 3,326
Restricted cash 13 44 44 78 78
Derivative financial instruments 18 294 294 91 91
Investments in equity securities 13 321 321 337 337
    3,374 321 294 3,989 3,404 337 91 3,832
Total of financial assets   27,487 321 13,025 40,833 36,388 337 13,040 49,765
                   
Financial liabilities                  
Current                  
Suppliers and contractors 12 25,282 25,282 26,217 26,217
Derivative financial instruments 18 251 251 1,220 1,220
Loans and borrowings 21 3,487 3,487 6,316 6,316
Leases 22 1,009 1,009 907     907
Liabilities related to the concession grant 13(a) 2,971 2,971 2,895 2,895
Other financial liabilities - Related parties 29 1,626 1,626 1,803 1,803
Advances and other financial obligations 13 2,988 2,988 3,637 3,637
    37,363 251 37,614 41,775 1,220 42,995
Non-current                  
Derivative financial instruments 18 1,277 1,277 2,650 2,650
Loans and borrowings 21 85,026 85,026 85,282 85,282
Leases 22 3,472 3,472 3,507 3,507
Participative shareholders' debentures 20 13,493 13,493 13,727 13,727
Liabilities related to the concession grant 13(a) 11,509 11,509 11,684 11,684
Other financial obligations 13 1 1 198 1 199
    100,008 14,770 114,778 100,671 16,378 117,049
Total of financial liabilities   137,371 15,021 152,392 142,446 17,598 160,044

 

 

32 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

b) Hierarchy of fair value

      Consolidated
    March 31, 2025 December 31, 2024
  Notes Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Financial assets                  
Short-term investments 21 249 249 331 331
Derivative financial instruments 18 1,869 1,869 422 422
Accounts receivable 10 10,907 10,907 12,287 12,287
Investments in equity securities 13 321 321 337 337
    249 13,097 13,346 331 13,046 13,377
                   
Financial liabilities                  
Derivative financial instruments 18 1,528 1,528 3,870 3,870
Participative shareholders' debentures 20 13,493 13,493 13,727 13,727
Other financial obligations 13 1 1 1 1
    15,022 15,022 17,598 17,598

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

c) Fair value of loans and borrowings

  Consolidated
  March 31, 2025 December 31, 2024
  Carrying amount Fair value Carrying amount Fair value
Quoted in the secondary market:        
 Bonds 44,383 44,489 45,003 44,866
Debentures 6,953 6,852 7,876 7,897
Debt contracts in Brazil in:        
R$, indexed to TJLP, TR, IPCA, IGP-M and CDI 913 913 1,144 1,144
Basket of currencies and bonds in US$ indexed to SOFR 861 895 944 960
Debt contracts in the international market in:        
US$, with variable and fixed interest 35,034 36,141 36,186 36,673
Other currencies, with fixed interest 318 325 55 47
Other currencies, with variable interest 51 46 390 396
Total 88,513 89,661 91,598 91,983

 

20. Participative shareholders’ debentures

  Three-month period ended March 31,    
    2025   2024   Liabilities
  Average price (R$) Financial result Average price (R$) Financial result March 31, 2025 December 31, 2024
Participative shareholders’ debentures 34.73 225 33.70 817 13,493 13,727

On April 1st, 2025 (subsequent event), the Company made available for withdrawal as remuneration the amount of R$760 (US$132 million) for the second semester of 2024 (2024: R$766 (US$153 million) for the second semester of 2023).

 

33 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

21. Loans, borrowings, 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
  Note March 31, 2025 December 31, 2024
Loans and borrowings   88,513 91,598
Leases 22(b) 4,481 4,414
Gross debt   92,994 96,012
       
(-) Cash and cash equivalents   22,710 30,671
(-) Short-term investments (i)   249 331
Net debt   70,035 65,010

 

(i) Substantially comprises investments in an exclusive investment fund, which portfolio is made by committed transactions and certificate of deposits (“CDB”).

b) Cash and cash equivalents

  Consolidated
  March 31, 2025 December 31, 2024
R$ 7,532 10,580
US$ 14,033 18,877
Other currencies 1,145 1,214
Total 22,710 30,671

c) Loans and borrowings

i)Outstanding balance of loans and borrowings by type and currency
    Consolidated
    Current liabilities Non-current liabilities
  Average interest rate (i) March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Quoted in the secondary market:          
US$ Bonds 6.04% 43,681 44,502
R$ Debentures 7.02% 302 419 6,490 7,375
Debt contracts in Brazil in (ii):          
R$, indexed to TJLP, TR, IPCA, IGP-M and CDI 11.03% 241 253 672 887
Basket of currencies and bonds in US$ indexed to SOFR 6.06% 861 929
Debt contracts in the international market in:          
US$, with variable and fixed interest 5.49% 1,722 4,433 33,030 31,222
Other currencies, with fixed interest 5.08% 64 71 241 312
Other currencies, with variable interest 3.98% 51 55
Accrued charges   1,158 1,140  
Total   3,487 6,316 85,026 85,282

 

 

34 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

 

  Parent company
    Current liabilities Non-current liabilities
  Average interest rate (i) March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Quoted in the secondary market:          
US$,Bonds 5.66% 2,821 3,042
R$, Debentures 7.02% 304 195 6,487 6,417
Debt contracts in Brazil in (ii):          
R$, indexed to TJLP, TR, IPCA, IGP-M and CDI 10.18% 239 239 669 729
Basket of currencies and bonds in US$ indexed to SOFR 6.09% 861 929
Debt contracts in the international market in:      
US$, with variable interest 5.57% 16,750 18,992
Other currencies, with variable interest 3.94% 51 55
Accrued charges   277 385
Total   820 819 27,639 30,164

 

(i) In order to determine the average interest rate for debt contracts with floating rates, the Company used the rate applicable as of March 31, 2025.

(ii) 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 3.22% per year in US$.

The reconciliation of loans and financing with cash flows arising from financing activities is presented in note 9(C).

ii) Future flows of principal and interest of loans and borrowings payments

 

  Consolidated Parent Company
  Principal Estimated future interest payments (i) Principal Estimated future interest payments (i)
2025 2,333 4,074 484 1,237
2026 895 5,056 368 1,693
2027 9,678 4,686 4,297 1,527
2028 4,814 4,366 4,743 1,302
Between 2029 and 2031 25,711 10,223 6,622 2,591
2032 onwards 43,924 24,463 11,668 4,039
Total 87,355 52,868 28,182 12,389

 

(i) Based on interest rate curves and foreign exchange rates applicable as of March 31, 2025 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 annual financial statements.

Covenants

The Company's main financial covenants require it to maintain certain ratios, such as the leverage ratio and interest coverage ratio. Vale is also subject to non-financial covenants normally practiced in the market, such as compliance with certain governance and environmental standards, among others.

The Company is required to comply with these covenants at the end of each annual reporting period and there are no indications that Vale would have difficulties complying with them on the next measurement date, which will be as of December 31, 2025.

 

 

35 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

22. Leases

a) Right of use

            Consolidated
  December 31, 2024 Additions and contract modifications Depreciation Transfer to held for sale (note 15a) Translation adjustment March 31, 2025
Ports 316 (37) (8) 271
Vessels 2,188 (2) (63) (159) 1,964
Pelletizing plants 677 528 (66) 1,139
Properties 584 92 (23) (212) (4) 437
Energy plants 172 (7) (13) 152
Others 152 2 (2) (8) 144
Total 4,089 620 (198) (212) (192) 4,107

 

b) Leases liabilities

              Consolidated
  December 31, 2024 Additions and contract modifications Payments (i) Interest Transfer to held for sale (note 15a) Translation adjustment March 31, 2025
Ports 333 (32) 4 (8) 297
Vessels 2,202 (2) (85) 19 (152) 1,982
Pelletizing plants 778 528 (6) 5 1,305
Properties 664 92 (25) 6 (217) 520
Energy plants 268 (6) 4 (17) 249
Others 169 2 (20) 6 (29) 128
Total 4,414 620 (174) 44 (217) (206) 4,481
Current liabilities 907           1,009
Non-current liabilities 3,507           3,472
Total 4,414           4,481

 

(i) The total amount of the variable lease payments not included in the measurement of lease liabilities was R$47 (US$8 million) recorded in the income statement in the three-month period ended March 31, 2025 (2024: R$275 (US$56 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 statement of financial position is measured at the present value of such obligations.

                Consolidated
  2025 2026 2027 2028 2029 onwards Total Remaining term (years) Discount rate
Ports 115 75 6 6 103 305 2 to 19 4% to 5%
Vessels 253 310 302 293 1,080 2,238 1 to 7 3% to 4%
Pelletizing plants 299 253 235 235 402 1,424 1 to 8 2% to 6%
Properties 86 109 103 98 609 1,005 1 to 14 2% to 6%
Energy plants 34 34 29 29 189 315 2 to 6 5%
Others 40 40 23 17 6 126 1 to 4 3% to 6%
Total 827 821 698 678 2,389 5,413    

 

 

36 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

23. 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, Brazil. 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 and caused extensive property and environmental damage in the region.

As a result of the dam failure, the Company recognized provisions to meet its assumed obligations, including indemnification to those affected by the event, remediation of the impacted areas and compensation to the society. In addition, the Company has incurred expenses, which have been recognized straight to the income statement, in relation to tailings management, communication services, humanitarian assistance, payroll, legal services, water supply, among others.

Effects in the income statements

  Consolidated
  Three-month period ended in March 31,
  2025 2024
Integral Reparation Agreement 145 162
Other obligations (369) (132)
Incurred expenses (419) (543)
Insurance 31 10
Expenses related to Brumadinho event (612) (503)

Changes in the provision in the period

 

  Consolidated
  December 31, 2024 Revision to estimates Monetary and present value adjustments Disbursements March 31, 2025
Integral Reparation Agreement          
Payment obligations 1,885 (24) 52 1,913
Provision for socio-economic reparation and others 2,025 (61) 61 (61) 1,964
Provision for social and environmental reparation 3,300 (60) 103 (145) 3,198
  7,210 (145) 216 (206) 7,075
Other obligations          
Tailings containment, geotechnical safety and environmental reparation 3,121 37 93 (173) 3,078
Individual indemnification 301 (5) 13 (57) 252
Other 1,566 337 (10) (54) 1,839
  4,988 369 96 (284) 5,169
           
Liability 12,198 224 312 (490) 12,244
           

The cash flow for obligations are estimated for an average period ranging from 5 to 7 years and were discounted to the present value at a rate in real terms, which increased from 7.88% on December 31, 2024, to 8.47% on March 31, 2025.

 

Judicial Settlement for Integral Reparation

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. As a result of the Global Settlement, the requests for the reparation of socioenvironmental and socioeconomic damages caused by the dam failure were substantially resolved.

The Settlement for Integral Reparation includes: (i) payment obligations, of which the funds will be used directly by the State of Minas Gerais and Institutions of Justice for socioeconomic and socioenvironmental 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.

The Settlement for Integral Reparation addresses the diffuse and collective socioeconomic damages resulting from the disaster, with the exception of supervening damages, individual damages and homogeneous individual damages of a divisible nature, in accordance with the claims of the lawsuits not extinguished by the Global Settlement.

 

37 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

For the measures described in items (i) and (ii), the amounts are specified in the agreement. For the execution of the environmental recovery, actions has no cap limit, despite having been estimated in the Settlement for Integral Reparation due to the Company's legal obligation to fully repair the environmental damage caused by the dam failure.. 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.

Other obligations

 

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.

a) Legal Proceedings

Class action in the United States

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.

The Court will review the admissibility of Vale's Motion for Summary Judgment through the consideration of a pre-motion letter submitted by Vale. Additionally, in 2024, there was a hearing with the Judge to consider Motion for Class Decertification filed by Vale and oral arguments on the relevance of expert opinions presented by the Plaintiffs' experts. A decision from the Court on Vale's requests is currently pending.

In November 2021, a new complaint was filed by eight investment funds that chose to seek redress for alleged damages independently and separately from the class members of the main action, with the same allegations presented in the main class action. A decision from the Court on Vale's preliminary defense ("motion to dismiss") is currently pending.

The likelihood of loss of these proceedings is considered possible. However, considering the current phase of these lawsuits, 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 in Brazil filed by shareholders, a class association and foreign investment funds

In Brazil, Vale is a defendant in one arbitration filed by 385 minority shareholders and three arbitrations filed by foreign investment funds. Vale was also a defendant in two arbitrations filed by a class association allegedly representing all Vale’s noncontrolling shareholders, which were dismissed in August 2024.

In the four ongoing 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 four 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 legal entities, the Claimants initially estimated the amount of the alleged losses would be approximately R$1,800 (US$313 million), subject to interest and monetary adjustments. In another proceeding filed by foreign legal entities, the Claimants initially estimated the amount of the alleged losses would be approximately R$3,900 (US$679 million), subject to interest and monetary adjustments. In the procedure presented by minority shareholders, the applicants estimated the alleged losses at approximately R$3,000 (US$522 million), subject to interest and monetary adjustments, which could be increased later, as alleged by the applicants.

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 claimants is remote.

 

 

38 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

24. Liabilities related to associates and joint ventures

In November 2015, the Fundão tailings dam owned by Samarco Mineração S.A. (“Samarco”) experienced a failure, 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’’).

Thus, Vale, Samarco, and BHPB entered into agreements with the Federal Union, the States of Minas Gerais and Espírito Santo, and some other federal and state agencies, establishing the creation of socioenvironmental and socioeconomic programs aimed at adopting measures for mitigation, remediation, and compensation of damages. However, the requirements established reparation measures in the agreements could not be fully implemented within the established period, and the involved parties began initiated further negotiations to seek a definitive agreement for the resolution of all obligations related to the dam collapse.

 

a) Definitive Settlement for the full reparation

In October 2024, Vale, Samarco and BHPB, together with the Brazilian Federal Government, the State Governments of Minas Gerais and Espírito Santo, the Federal and State Public Prosecutors’ and Public Defenders’ Offices and other Brazilian public entities (jointly, “the Parties”) entered into a new agreement (“Definitive Settlement”) on integral and definitive reparation of the impacts of Fundão dam collapse, in Mariana, Minas Gerais. The agreement was ratified in November 2024.

The Definitive Settlement replaced all of the previously signed agreements, and addressed Brazilian public authorities the claims related to the Fundão dam collapse, from the perspective of socioenvironmental and socioeconomical damages.

The total amount of the Definitive Settlement is R$170 billion (US$31.7 billion), comprising past and future obligations, to serve the people, communities and environment impacted by the dam failure. It includes:

R$38 billion (US$7.9 billion) already incurred, from the date of the dam collapse until the Definitive Settlement, by Vale, Samarco and BHPB with remediation and compensation measures and, therefore, do not constitute the Company’s provision balance;
R$100 billion (US$18 billion) paid over 20 years to the Federal Government, the States of Minas Gerais and Espírito Santo, the municipalities and which will also be used by Justice Institutions, to fund compensatory actions tied to public policies; and
R$32 billion (US$5.8 billion) in performance obligations executed by Samarco, including initiatives for individual indemnification, resettlement, and environmental recovery. The expectation is that the cash disbursement related to these obligations will occur substantially over the next 3 years.

Samarco has primary responsibility for funding the obligations related to the Definitive Settlement. Vale and BHPB have secondary funding obligations in the proportion to their 50 per cent shareholding in Samarco, in extent to which Samarco may not be able to fund the future cash outflows.

The judicial ratification of the Definitive Settlement ended a series of relevant lawsuits, moved in Brazil. Vale, jointly with BHPB and Samarco, is requiring the archive of these proceedings.

 

39 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

b) Provision related to the Samarco dam failure

The changes on the provision are presented below:

  Total
Balance as of December 31, 2024 22,682
Revision to estimates (11)
Monetary and present value adjustments 309
Disbursements (950)
Balance as of March 31, 2025 22,030

 

The cash outflows to meet the obligations are discounted to present value at an annual rate in real terms, which increased from 7.30% on December 31, 2024, to 7.35% on March 31, 2025.

 

c) Remaining legal proceedings

 

With the Definitive Agreement, the public civil actions brought by the Brazilian Justice Institutions and Brazilian public authorities were substantially resolved and the parameters for compliance with the reparation and compensation for damages were defined. Thus, the remaining most relevant legal proceedings are shown below:

 

Claims in the United Kingdom and the Netherlands

In July 2024, Vale and BHP have entered into a confidential agreement without any admission of liability pursuant to Vale and BHP will share equally any potential payment obligations arising from the UK and Dutch Claims, described below.

London 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 for various plaintiffs, between individuals, companies and municipalities from Brazil that were supposedly affected by the Samarco dam failure (the “UK Claim”).  

The proceedings against BHP are still progressing in London and the oral testimony phase of the first stage of the trial, in which the liability issues of the BHP group companies are dealt with, took place between October 2024 and March 2025. If BHP's liability is confirmed, a second stage trial will be held to discuss and determine the amount of damages, scheduled to begin in October 2026 and is expected to last 22 weeks. The likelihood of loss of these proceedings is considered possible. However, considering the current phase, it is not yet possible to reliably estimate the amount of a potential loss.

Netherlands proceeding - In March 2024, a court in Amsterdam granted a preliminary injunction freezing the shares in Vale Holdings B.V., a wholly owned subsidiary incorporated in the Netherlands, and the economic rights attached to those shares, in guarantee of an amount of approximately R$5,921 (EUR955 million). The freezing orders were issued in anticipation of a legal action to be brought against Vale by certain Brazilian municipalities and an organization that represents individuals and small businesses that claim to have been affected by the collapse of Samarco’s Fundão dam in 2015.

In addition, in 2024, three rogatory letters were fulfilled in Brazil, sent by the Amsterdam court, so that Vale could be notified about the filing of the lawsuit and the seizure orders. In the records of these rogatory letters, Vale has already anticipated its understanding about the lack of jurisdiction of the Dutch Justice to analyze the claims of the initial petition.

In the months that followed, Vale was served with notices of these asset freezes in Brazil, some of which have already been lifted due to the adherence of certain municipalities that were claimants in this case to the Definitive Settlement.

The likelihood of loss of these proceedings is considered possible. However, considering the initial phase, it is not yet possible to reliably estimate the amount of a potential loss.

 

 

 

40 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

d) Judicial reorganization of Samarco

In April 2021, Samarco filed for Judicial Reorganization (“JR”) with the Courts of Minas Gerais to renegotiate its debt, which was 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 May 2023, Vale S.A. entered into a binding agreement jointly with BHPB, Samarco and certain creditors which hold together more than 50% of Samarco's debt, setting the parameters of Samarco’s debt restructuring to be implemented through a consensual restructuring plan, which was approved by the creditors, submitted to the JR Court in July 2023, and confirmed by the judge in September 2023.

In December 2023, Samarco’s existing R$24 billion (US$4.8 billion) of financial debt held by creditors was exchanged for approximately R$19 billion (US$3.9 billion) of long-term unsecured debt, bearing interest from 2023 to 2031.

After the execution of the plan, Samarco has a lean capital structure, in line with its operational ramp-up and cash flow generation. The plan considers the fund of the reparation and compensation programs capped at R$5 billion (US$1 billion) from 2024 to 2030, of which R$1,128 (US$213 million) has already been incurred, and additional contributions after that period due to the Samarco’s projected cash flows generation.

 

25. 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 that Vale operates at the end of their useful lives, therefore, expenses related to the demobilization occur after the end of operational activities and also throughout the life of operations through progressive closures. These obligations are regulated in Brazil at the Federal and State levels by ANM (National Mining Agency) and Environmental Agencies, respectively. Among the requirements, the closure plans must consider the physical, chemical and biological stability of the areas and post-closure actions for the period necessary to verify the effectiveness of the decommissioning. These obligations are accrued and are subject to critical estimates and assumptions applied to the measurement of costs by the Company. Depending on the geotechnical characteristics of the structures, the Company is required to de-characterize the structures, as shown in item a) below.

Effects in the income statement

    Consolidated Parent Company
    Three-month period ended in March 31,
  Notes 2025 2024 2025 2024
De-characterization of upstream geotechnical structures 25(a) 50 302 50 302
Obligation for asset decommissioning 25(b) (48) 66 (15) 104
Environmental obligations 25(b) (111) (121)
Total   2 257 35 285

 

Provision changes during the period

    Consolidated
  Notes De-characterization of upstream geotechnical structures (i) Asset retirement obligations Environmental obligations Total
Balance as of December 31, 2024   13,706 19,234 2,749 35,689
Revision to estimates - amounts for closed plants charged to the income statement   (50) 48 (2)
Revision to estimates – capitalized value for operational plants     495 12 507
Disbursements   (461) (204) (115) (780)
Monetary and present value adjustments   254 231 42 527
Transfer to held for sale 15(a)   (13) (128) (141)
Translation adjustments   (732) (40) (772)
Balance as of March 31, 2025   13,449 19,059 2,520 35,028

 

 

41 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Parent Company
  De-characterization of upstream geotechnical structures (i) Asset retirement obligations Environmental obligations Total
Balance as of December 31, 2024 13,706 7,810 1,805 23,321
Revision to estimates - amounts for closed plants charged to the income statement (50) 15 (35)
Revision to estimates – capitalized value for operational plants 5 1 6
Disbursements (461) (167) (79) (707)
Monetary and present value adjustments 254 146 35 435
Balance as of March 31, 2025 13,449 7,809 1,762 23,020

 

(i) The cash flow for de-characterization projects are estimated for a period up to 13 years and were discounted to present value at an annual rate in real terms, which increased from 7.36% to 7.46%.

a) De-characterization of upstream geotechnical structures

As a result of the Brumadinho dam failure (note 23) and, in compliance with laws and regulations, the Company has decided to accelerate the plan to “de-characterize” of all its dams and dikes built under the upstream method, 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.

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.

Operational stoppage and idle capacity

The Company has suspended some operations due to judicial decisions or technical analysis performed by Vale on its geotechnical structures located in Brazil. The Company has been recording losses in relation to the operational stoppage and idle capacity of the Iron Solutions segment in the amounts of R$59 (US$10 million) for the three-month period ended March 31, 2025, respectively (2024: R$215 (US$43 million).

 

b) Asset retirement obligations and environmental obligations

  Consolidated Parent Company Discount rate Cash flow maturity
  March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Liability by geographical area                
Brazil 10,854 11,052 9,571 9,616 7.37% 7.38% 2132 2132
Canada 9,279 9,412 1.31% 1.44% 2152 2152
Oman 816 879 3.57% 3.66% 2035 2035
Other regions 630 640 2.76% 2.77%
  21,579 21,983 9,571 9,616        
Operating plants 15,857 15,526 6,075 5,516        
Closed plants 5,722 6,457 3,496 4,100        
  21,579 21,983 9,571 9,616        

 

Financial guarantees

The Company has guarantees issued by financial institutions in the amount of R$6,199 (US$1,080 million) as of March 31, 2025 (December 31, 2024: R$6,756 (US$1,091 million), in connection with the asset retirement obligations for its Energy Transition Metals operations. The financial cost of these guarantees is immaterial.

 

42 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

26. Legal proceedings

The Company is a defendant in numerous legal and administrative 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.

The lawsuits related to Brumadinho event (note 23) and the Samarco dam failure (note 24) are presented in its specific notes to these financial statements and, therefore, are not disclosed below.

a) Provision for legal and administrative proceedings

Effects in income statements

  Three-month period ended in March 31,
  2025 2024
Tax litigations (14) (19)
Civil litigations (95) (62)
Labor litigations (221) (161)
Environmental litigations (1) (7)
Total (331) (249)

 

Changes in the provisions in the period

  Tax litigation Civil litigation Labor litigation Environmental litigation Total of litigation provision
Balance as of December 31, 2024 1,245 1,790 2,989 248 6,272
Additions and reversals, net 14 95 221 1 331
Payments (19) (62) (87) (168)
Indexation and interest 21 22 40 3 86
Transfer to held for sale (28) (1) (154) (183)
Balance as of March 31, 2025 1,261 1,817 3,162 98 6,338
           
Balance as of December 31, 2023 441 1,834 2,490 72 4,837
Additions and reversals, net 19 62 161 7 249
Payments (2) (124) (107) (233)
Indexation and interest 30 128 (6) 3 155
Balance as of March 31, 2024 488 1,900 2,538 82 5,008

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 – The Company is party to several administrative and legal proceedings related mainly to the incidence of Brazilian federal contributions ("PIS" and "COFINS"), Value-added tax ("ICMS") and other taxes.

 

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 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.

 

 

43 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

b) Contingent liabilities

  Consolidated
  March 31, 2025 December 31, 2024
Tax litigations 37,074 37,122
Civil litigations 8,055 7,891
Labor litigations 1,945 1,809
Environmental litigations 6,584 6,499
Total 53,658 53,321

 

c) Judicial deposits

  Consolidated
  March 31, 2025 December 31, 2024
Tax litigations 2,122 2,096
Civil litigations 494 481
Labor litigations 652 681
Environmental litigations 62 68
Total 3,330 3,326

 

d) Guarantees contracted for legal proceedings

In addition to the above-mentioned tax, civil, labor and environmental judicial deposits, the Company contracted R$17.7 billion (US$3.1 billion) (December 31, 2024: R$17.8 billion (US$2.9 billion)) in guarantees for its lawsuits, as an alternative to judicial deposits.

27. Employee benefits

      Consolidated
    Current liabilities Non-current liabilities
  Notes March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Payroll, related charges and other remunerations   3,355 5,783
Charges related to share-based payments 27(a) 92 98
Employee post-retirement obligation 27(b) 363 385 6,634 6,925
    3,810 6,266 6,634 6,925

 

a) Share-based payments

For the long-term incentive programs, the Company compensation plans includes Matching Program and Performance Share Unit program (“PSU”), with three-year-vesting cycles, respectively, with the aim of encouraging employee’s retention and encouraging their performance. The fair value of the programs is recognized on a straight-line basis on equity, with a corresponding entry in the income statement, over the three-year required service period, net of estimated losses. The charges related to these programs are recorded in liabilities as “Employee benefits”.

Matching program

The fair value of the Matching program was estimated using the Company's share price and ADR and the number of shares granted on the grant date. The information by valid programs during the three-month period ended March 31, 2025 is shown below:

  2024 Program 2023 Program 2022 Program
Granted shares 2,244,659 1,330,503 1,437,588
Share price 60.05 81.82 95.87

 

 

44 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

Performance Shares Units ("PSU")

The fair value of the PSU program was measured by estimating the performance factor using Monte Carlo simulations for the Return to Shareholders Indicator and health and safety and sustainability indicators. The assumptions used for the Monte Carlo simulations are shown in the table below by valid program during the three-month period ended March 31, 2025, as well as the result used to calculate the expected value of the total performance factor.

  2024 Program 2023 Program 2022 Program
Granted shares 1,873,175 1,177,755 1,709,955
Date shares were granted  April 29, 2024 January 2, 2023 January 3, 2022
Share price 63.90 88.88 78.00
Expected volatility 35.60% 48.33% 39.00%
Expected term (in years) 3 3 3
Expected shareholder return indicator 66.95% 72.42% 51.20%
Expected performance factor 81.56% 69.17% 44.12%

 

b) Employee post-retirement obligation

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

  Consolidated
  March 31, 2025 December 31, 2024
  Overfunded pension plans Underfunded pension plans and other benefits Overfunded pension plans Underfunded pension plans and other benefits
Movements of assets ceiling        
Balance at beginning of the period 5,329 5,194
Interest income 168 403
Changes on asset ceiling 41 (442)
Translation adjustment (95) 174
Balance at end of the period 5,443 5,329
         
Amount recognized in the statement of financial position        
Present value of actuarial liabilities (19,809) (11,266) (20,718) (11,911)
Fair value of assets 25,864 4,269 26,727 4,601
Effect of the asset ceiling (5,443) (5,329)
Assets (liabilities) 612 (6,997) 680 (7,310)
         
Current liabilities (363) (385)
Non-current assets (liabilities) (i) 612 (6,634) 680 (6,925)
Assets (liabilities) 612 (6,997) 680 (7,310)

 

(i) Overfunded pension plans assets are recorded as “Other non-current assets” in the balance sheet.

 

 

 

45 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

28. Equity

a) Share capital

As of March 31, 2025, 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 cancelation of common shares, including the capitalization of profits and reserves to the extent authorized.

  March 31, 2025
Shareholders Common shares Golden shares Total
Previ (i) 395,783,782 395,783,782
Mitsui&co (i) 286,347,055 286,347,055
Blackrock, Inc (ii) 289,063,618 289,063,618
Total shareholders with more than 5% of capital 971,194,455 971,194,455
Free floating 3,297,584,320 3,297,584,320
Golden shares 12 12
Total outstanding (without shares in treasury) 4,268,778,775 12 4,268,778,787
Shares in treasury 270,228,793 270,228,793
Total capital 4,539,007,568 12 4,539,007,580

 

(i) Number of shares owned by shareholders, as per statement provided by the custodian, based on shares listed at B3.

(ii) Number of shares as reported in BlackRock, Inc.’s Schedule 13G/A, filed with the SEC.

 

 

b) Share buyback program

On February 19, 2025, the Board of Directors approved the common shares buyback program, limited to a maximum of 120,000,000 common shares or their respective ADRs, with a term of 18 months started from the end of the ongoing program, detailed below:

  Total of shares repurchased Effect on cash flows
  Three-month period ended March 31,
  2025 2024 2025 2024
Shares buyback program up to 150,000,000 shares (i)        
Acquired by Parent 10,493,300 727
Acquired by wholly owned subsidiaries 9,137,714 630
Total 19,631,014 1,357

 

(i) On October 26, 2023 a new share buyback program limited to a maximum of 150,000,000 common shares and their respective ADRs, over the next 18 months started from the end of the program previously on going.

 

c) Remuneration approved

The Company's By-laws determines as its minimum mandatory remuneration to Vale shareholders an amount equal to 25% of the net income, after appropriations to legal and tax incentive reserves. The remuneration approved as interest on capital (“JCP”) is gross up with the income tax applicable to Vale’s shareholders. The remuneration to Vale’s shareholders was based on the following resolutions:

On February 19, 2025, the Board of Directors approved dividends to shareholders in the total amount of US$1,596 (R$9,143 million), approved as additional remuneration for the year ended December 31, 2024. This remuneration was fully paid in March 2025.
On February 22, 2024, the Board of Directors approved dividends to shareholders in the total amount of US$2,364 (R$11,722 million), for the year ended December 31, 2023. This remuneration was fully paid in March 2024.

 

 

46 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

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.

a) Transactions with related parties

  Consolidated
  Three-month period ended March 31,
  2025 2024
  Net operating revenue Cost and operating expenses Financial result Net operating revenue Cost and operating expenses Financial result
Joint Ventures            
   Aliança Geração de Energia S.A. (134)
   Pelletizing companies (i) (152) (57) (380) (44)
   MRS Logística S.A. (595) (446)
   Norte Energia S.A. (77) (76)
   Other 40 (376) 45 (105) (15)
  40 (1,200) (57) 45 (1,141) (59)
             
Associates            
   VLI 395 (69) (7) 409 (28) (3)
   PTVI (928) - -
   Other 17 (3) 15
  395 (997) 10 409 (31) 12
             
Shareholders            
Bradesco 754 (195)
Mitsui 196 304
Cosan 38 (46) 1 (6)
  234 (46) 754 305 (6) (195)
Total 669 (2,243) 707 759 (1,178) (242)

 

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

 

47 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Parent Company
  Three-month period ended March 31,
  2025 2024
  Net operating revenue Cost and operating expenses Financial result Net operating revenue Cost and operating expenses Financial result
Subsidiaries            
     Vale International 23,639 (1,120) 30,042 (745)
     Other 61 (330) (88) 52 (143) (94)
  23,700 (330) (1,208) 30,094 (143) (839)
Joint Ventures            
   Aliança Geração de Energia S.A. (134)
   Pelletizing companies (i) (152) (8) (380) (10)
   MRS Logística S.A. (595) (446)
   Norte Energia S.A. (77) (76)
   Other 40 45 (105) (15)
  40 (824) (8) 45 (1,141) (25)
Associates            
   VLI 395 (54) (7) 409 (24) (3)
   Other (1) 15
  395 (54) (7) 409 (25) 12
Shareholders            
Bradesco 754 (196)
Cosan 15 (28) 1 (6)
  15 (28) 754 1 (6) (196)
Total 24,150 (1,236) (469) 30,549 (1,315) (1,048)

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

 

 

b) Outstanding balances with related parties

  Consolidated
  Assets
  March 31, 2025 December 31, 2024
  Cash and cash equivalents Accounts receivable Dividends receivable and other assets Cash and cash equivalents Accounts receivable Dividends receivable and other assets
Joint Ventures            
Pelletizing companies (i) 208 210
MRS Logística S.A. 197 79 201
Other 23 28 2
  23 405 107 413
             
Associates            
     VLI 647 92 119
     PTVI 1 3
Anglo American 861 923
     Other 4 16 2 8
  652 969 124 931
Shareholders            
Bradesco 898 292 1,616 100
Banco do Brasil 117 134
Mitsui 5 41
Cosan 14 16
  1,015 19 292 1,750 57 100
Pension plan 61 97
Total 1,015 755 1,666 1,750 385 1,444

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

 

48 

Notes to the Interim Financial Statements

Expressed in millions of Brazilian reais, unless otherwise stated

 

 

  Consolidated
  Liabilities
  March 31, 2025 December 31, 2024
  Supplier and contractors Financial instruments and other liabilities Supplier and contractors Financial instruments and other liabilities
Joint Ventures        
     Pelletizing companies (i) 54 1,626 304 1,803
     MRS Logística S.A. 66 198
     Other 435 412
  555 1,626 914 1,803
Associates        
     VLI 16 824 11 292
     PTVI 287 414
     Other 10 1
  303 824 435 293
Shareholders        
Bradesco 458 1,008
Cosan 7 5
  7 458 5 1,008
Pension plan 66
Total 865 2,908 1,420 3,104

 

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

 

  Parent company
  Assets
  March 31, 2025 December 31, 2024
  Cash and cash equivalents Accounts receivable Dividends receivable and other assets Cash and cash equivalents Accounts receivable Dividends receivable and other assets
Subsidiaries            
     Vale International S.A. 14,307 24,768
     Minerações Brasileiras Reunidas S.A. 305 285
     Salobo Metais 1,211 1,165
     Other 40 195 58 185
  15,558 500 25,991 470
Joint Ventures            
     Pelletizing companies (i) 208 210
     MRS Logistica S.A. 38 79 38
     Other 23 28 2
  23 246 107 250
Associates            
      VLI 647 92 119
     Other 4 20 2 8
  651 112 121 8
Shareholders            
     Cosan 5 13
     Bradesco 356 292 945 100
     Banco do Brasil 28 38
  384 5 292 983 13 100
Pension Plan 61 97
Total 384 16,298 1,150 983 26,329 828
             

(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

 

 

 

  Parent company
  Liabilities
  March 31, 2025 December 31, 2024
  Supplier and contractors Export Pre-Payments Financial instruments and other liabilities Supplier and contractors Export Pre-Payments Financial instruments and other liabilities
Subsidiaries            
     Vale International S.A. 67,954 5,514 73,707 5,923
     Salobo 9 135 9 135
     Other 220 3,368 205 3,518
  229 67,954 9,017 214 73,707 9,576
Joint Ventures            
     Pelletizing companies (i) 54 304
     MRS Logística S.A. 66 198
     Other 33 90
  153 592
Associates            
     VLI 15 824 10 292
     Other 9 1
  15 824 19 293
Shareholders            
     Cosan 6 2
     Bradesco   458 1,008
  6 458 2 1,008
Pension plan 61
Total 403 67,954 10,299 888 73,707 10,877

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

 

c) Key management personnel compensation

During the three-month period ended March 31, 2025, the compensation of the Company’s key management personnel was R$55 (US$10 million) (2024: R$55 (US$11 million)).

 

 

 

50 

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/ Thiago Lofiego
Date: April 24, 2025   Director of Investor Relations