6-K 1 tm2127219d18_6k.htm FORM 6-K

United States

Securities and Exchange Commission

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the

Securities Exchange Act of 1934

For the month of

July 2021

Vale S.A.

Praia de Botafogo nº 186, 18º andar, Botafogo
22250-145 Rio de Janeiro, RJ, Brazil

(Address of principal executive office)

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

(Check One) Form 20-F x Form 40-F ¨

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

(Check One) Yes ¨ No x

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

(Check One) Yes ¨ No x

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

(Check One) Yes ¨ No x

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

| 1 PARTICIPATING DEBENTURES 1H21

| 2 www.vale.com vale.ri@vale.com Tel.: (55 21) 3485-3900 Investor Relations Department Ivan Fadel Andre Werner Samir Bassil Mariana Rocha Ticker code: CVRDA6 Any additional information about the participating debentures, including the Prospectus for Public Trading of Participating Debentures, can be obtained on our website, www.vale.com/Investors/Equity and Debt/ Participating debentures, from GDC Partners Serviços Fiduciários DTVM Ltda. as fiiduciary agent for the debentures, www.gdcdtvm.com.br, and from the CVM (Brazilian Securities and Exchange Commission).

| 3 First half of 2021 (1H21) Rio de Janeiro, September 30, 2021 – Vale will pay today, R$ 1,244,023,727.47, equivalent to R$ 3.201633595 per participating debenture1, related to the total premium for the period between January and June of 2021 (1H21). The financial settlement will occur on October 1st, 2021. The total premium for 1H21 refers to (i) 1.80% of the net revenues from the sale of iron ore fines from the Northern System and (ii) 1.25% of the net revenues from the sale of copper concentrate from the Sossego mine. Participating debentures premium 6-month period ending on June 30ty, 2020 (R$) Premium on iron ore from the Northern System 1,220,944,896.71 Premium on copper concentrate 23,078,830.76 Premium on disposal of mining rights 0.00 Total premium 1,244,023,727.47 Premium per debenture 3.201633595 Premium of participating debentures R$/shareholders’ debenture – 2H13 to 1H21 Income tax will be charged on the amount to be paid to debenture holders, as fixed-income investments, applying the rate in relation to the individual situation of the beneficiary, with the exception of those who can provide legal, unequivocal, and proof that they are exempt or subject to a differentiated taxation. 1 In our previous reports, we referred to the participating debenture as “shareholders debenture”. 0.32 0.41 0.32 0.26 0.33 0.42 0.62 0.58 0.69 0.67 0.98 1.01 1.30 1.27 2.76 3.20 2H13 1H14 2H14 1H15 2H15 1H16 2H16 1H17 2H17 1H18 2H18 1H19 2H19 1H20 2H20 1H21

| 4 Annual premium of participating debentures Year Per debenture (R$) Total amount (R$) 2011 0.057 22,372,791.36 2012 0.057 22,260,404.79 2013 0.341 132,642,793.33 2014 0.732 284,859,604.30 2015 0.594 230,899,093.47 2016 1.043 405,149,990.84 2017 1.270 493,550,875.87 2018 1.654 642,842,084.48 2019 2.316 900,017,354.07 2020 4.034 1,567,329,193.88 1H21 3.202 1,244,023,727.47

| 5 Iron ore In 1H21, sales of iron ore totaled 125.6 Mt out of which 83.9 Mt correspond to the sales volumes in the Northern System. Sales of Vale’s iron ore, net of maritime freight costs, totaled R$ 106.0 billion in 1H21, out of which R$ 73.1 billion correspond to the Northern System. After applying the discounts provided in the Deed of Debentures to calculate the net revenues, among which R$ 3.1 billion are related to transportation expenses, and the percentage of 1.8%, the value of the premium related to net revenues of iron ore from the Northern System is R$ 1,220.9 million. Premium on iron ore R$ million 1H21 2H20 1H20 2H19 1H19 Net sales revenues from the Northern System1 67,830.3 58,257.6 26,650.4 27,730.0 21,265.1 % basis for calculation 1.8% 1.8% 1.8% 1.8% 1.8% Premium on iron ore (R$ million) 1,220.9 1,048.6 479.7 499.1 382.8 1 Gross sales minus expenses with transport and insurance and taxes on sales, which include taxes and contributions levied on sales separately, or on billing or gross revenues from sales, as well as the financial compensation due to the Brazilian Federal Government, States and Municipalities. In Vale’s Southeastern System, iron ore sales from the mineral deposits covered by the Private Deed for Participating Debentures totaled 1.489 billion metric tons until June 30th, 2020, an increase of 20 million metric tons in relation to December 31st, 2020. Vale’s expectation, based on the operational resumption plan and on the sales plan for iron ore originated from the mining rights covered by the Deed of Debenture, is that the accumulated sales volumes of 1.7 billion metric tons of the Southeastern System will be reached between 2024 and 2025, threshold from which the condition for the payment of the premium, under the terms of the Deed, would be fulfilled. However, such forecast may not be confirmed, implying in the anticipation or postponement of the aforementioned date in order to obtain the cumulative sales levels.

| 6 Copper concentrate In 1H21, sales of copper concentrate from Sossego totaled 133 thousand metric tons, 23.8% lower than the 174 thousand metric tons in the previous semester. Sales of this product generated net revenues of R$ 1,846.3 million, a 6.3% decrease when compared to the R$ 1,969.7 million in the previous semester. The premium related to the sales of copper concentrate is R$ 23,078,830.76, calculated from the application of the 1.25% percentage on the net sales revenue of R$ 1,846.3 million. Premium on copper concentrate R$ million 1H21 2H20 1H20 2H19 1H19 Net sales revenue1 1,846.3 1,969.7 1,139.0 553.1 895.4 % basis for calculation2 1.25% 1.25% 1.25% 1.25% 1.25% Premium on copper concentrate 23.1 24.6 14.2 6.9 11.2 1 Gross sales minus expenses with transport and insurance and taxes on sales, which include taxes and contributions levied on sales separately, or on billing or gross revenues from sales, as well as the financial compensation due to the Brazilian Federal Government, States and Municipalities. 2 On April 15, 1997, Vale had a 50% stake in Mineração Serra do Sossego S.A. (Sossego). In 2001, Vale bought the remaining 50% of Sossego from Phelps Dodge do Brasil Mineração Ltda. Hence, the percentage basis for calculating premium is 2.5%, as described in the Deed of Issue of Debentures, multiplied by the Vale’s share in the project at the time, 50%, and therefore, equal to 1.25%.

| 7 Sales and leasing of mining rights In 1H21 there was no leasing or sales of mining rights contained in the Deed of Debentures. Changes in mining rights In 1H21, there was a change in the number of areas and hectares in comparison with the previous semester, with a reduction of 5 mining processes, totaling 29,765.55 hectares. The mining right in in force on June 30, 2021 covered by the Deed of Issue of the Debenture, amount 299 processes, equivalent to 1,526,619.34 hectares, and are shown in the attached Inventory of Mining rights (in Portuguese only). Projects under development On July 28th, 2021, Vale announced its 2Q21 financial results, which are available on our website: http://www.vale.com/EN/investors/information-market/quarterly- results/Pages/default.aspx The following table presents the evolution of the announced projects related to future income from participating debentures. Project Status Related future premium Serra Sul 120 Mtpy Development of new mining fronts in Serra Sul. Duplication of the long-distance conveyor belt, new processing lines and the expansion of stockpiling areas. Located in the Southern range of Carajás, Pará, Brazil. Estimated nominal capacity of 20 Mtpy. • The project, approved in August 2020, is at an early stage, progressing on equipment and service procurement activities and engineering plan improvements. Payment of 1.8% of net sales as from the beginning of sales volumes. Northern System 240 Mtpy Expansion of the S11D project, adding 10 Mtpy to the Northern System nominal capacity. It is located in the Southern range of Carajás, Pará, Brazil. • The project has achieved substantial progress on the project’s mine front, starting construction work on conveyor lines and stockyards. • The project reached 80% of physical progress. Payment of 1.8% of net sales as from the beginning of sales volumes.

| 8 Attachment – Inventory of Mining Rights Block Municipality State Substance(s) Hectares Stage2 Cachoeiro Cachoeiro do Itapemirim ES Limestone 74.91 Mining concession Carajás São Félix do Xingu, Parauapebas, Canaã dos Carajás, Marabá, Tucumã, Curionópolis e Água Azul do Norte PA Gold, silver, copper, iron, manganese, nickel, quartzite, granite, beryl, tin, tantalum 245,918.79 Mining concession Corumbá Ladário and Corumbá MT Iron 7,034.76 Mining concession Espinhaço Guanhães, Morro do Pilar, Sabinópolis, Senhora do Porto and Conceição do Mato Dentro MG Gold, iron 23,312.99 Mining concession Gradaús Rio Maria, Bannach, Cumarú do Norte, Ourilândia do Norte and Tucumã PA Tungsten, chromium, silver 29,253.00 Application to mine Parú Jari Sul Almeirim, Mazagão and Monte Alegre AP, PA Sapropelite, sulphur, phosphate, manganese, gold, titanium 1,164,223.50 Application to carry out research Quadrilátero Ferrífero Santa Bárbara, Mariana, Nova Lima, Itabira, Brumadinho, Ouro Preto, São Gonçalo do Rio Abaixo, Barão de Cocais, Caeté, Rio Piracicaba e Catas Altas MG Dolomite, iron, gold, arsenic, vanadium, quartz, manganese, silver, nickel 35,347.42 Mining concession Riacho dos Machados Rio Pardo de Minas and Riacho dos Machados MG Iron, zinc 11,100.25 Application to mine Vazante Vazante, Coromandel and Lagamar MG Zinc 10,353.72 Research permit 2 Most advanced stage of all areas in the block.

Signatures

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

| Vale S.A.
| (Registrant)
| By: | /s/ Ivan Fadel
Date: September 30, 2021 |  | Head of Investor Relations