Companhia Siderúrgica Nacional (CSNA3) reported, in a material fact released on Tuesday, August 11, 2026, the final result of the Exchange Offer carried out in the international market by its subsidiary CSN Inova Ventures, involving notes bearing interest of 6.750% per year and maturing in 2028. By the expiration deadline, existing notes with a principal amount of US$ 1,007,324,000 had been tendered and accepted for exchange, equivalent to 77.49% of the outstanding balance, in line with the conditions set out for the transaction.
According to the company, the minimum participation condition, set at US$ 910,000,000.00, corresponding to 70% of the outstanding balance of the existing notes, was met. Subject to the satisfaction or waiver of the other conditions of the Exchange Offer Memorandum, CSN Inova intends to accept for exchange all notes validly tendered and not withdrawn by the expiration deadline.
Settlement of the Exchange Offer and the consent solicitation is scheduled for August 12, 2026. On the settlement date, CSN Inova expects to issue approximately US$ 698.3 million in principal amount of new notes, with a fixed rate of 11.00% per year and maturing in 2030, and to pay approximately US$ 255.7 million in cash, not including accrued interest and cash amounts relating to fractions of new notes. The transaction will not result in any cash inflow for CSN Inova under the Exchange Offer.
For each US$ 1,000.00 in principal of existing notes validly tendered and accepted for exchange, holders will be entitled to receive US$ 746.15 in new notes and US$ 253.85 in cash, in addition to accrued interest up to the settlement date. The new notes will be irrevocably, unconditionally and fully guaranteed by Companhia Siderúrgica Nacional.
The company also reported that, in connection with the Exchange Offer, CSN Inova obtained the necessary consents to amend certain terms of the indenture governing the existing notes, meeting the requirements of the Consent Solicitation set out in the Exchange Offer Memorandum.
