Underground mining and processing infrastructure are central to Nexa’s Latin American zinc and silver platform.
Boliden has agreed to acquire Brazilian investment group Votorantim’s controlling stake in Nexa Resources for about $1.31 billion, expanding the Swedish miner’s exposure to zinc, silver and polymetallic operations in Brazil and Peru.
The all-share transaction gives Boliden 64.68% of Nexa’s shares and votes. Votorantim will receive approximately 21.4 million newly issued Boliden shares, leaving it with about 7% of Boliden after completion.
The deal, announced Aug. 27, is subject to approval by Boliden shareholders and regulators. Closing is expected in the first quarter of 2027, the companies said.
The transaction adds a large Latin American production base to Boliden’s European mining and smelting portfolio at a time when zinc producers are seeking greater control over concentrate supply, processing capacity and long-term project pipelines. It also gives Boliden a substantial increase in silver exposure through Nexa’s polymetallic mines.
Deal terms and ownership structure
Boliden will issue 0.250 new Boliden shares for each Nexa share held by Votorantim. Based on Boliden’s share price and currency rates before the announcement, the exchange ratio implies a value of $15.29 per Nexa share.
Boliden said the consideration represented a 14.2% premium to Nexa’s 20-day volume-weighted average price on July 1, the last unaffected trading day before reports of possible negotiations emerged. It represented a 6.5% premium to Nexa’s 20-day VWAP on Aug. 26.
| Transaction measure | Detail |
|---|---|
| Stake acquired | 64.68% of Nexa |
| Implied consideration | $1.31 billion |
| Implied price per Nexa share | $15.29 |
| Implied equity value of Nexa | Approximately $2.03 billion |
| Implied enterprise value | Approximately $3.67 billion |
| New Boliden shares issued | Approximately 21.4 million |
| Votorantim’s post-deal Boliden stake | Approximately 7% |
| Expected closing | First quarter of 2027 |
| Bridge financing facility | $2 billion |
The transaction values all of Nexa at approximately $2.03 billion on an equity basis and $3.67 billion including net debt and other obligations, according to Boliden.
Because the acquisition is funded with shares rather than cash, Boliden said it would preserve balance-sheet flexibility while gaining control of Nexa. The share issuance will increase Boliden’s outstanding shares from approximately 284.2 million to 305.6 million, representing dilution of about 7% for existing shareholders.
Nexa’s zinc and silver assets
Nexa operates five polymetallic mining units and three zinc smelters across Brazil and Peru. Its mining portfolio includes:
- Cerro Lindo, an underground mine in Peru and Nexa’s largest Peruvian operation.
- El Porvenir, a long-running polymetallic underground mine in Peru.
- Atacocha, one of Nexa’s oldest operations, also in Peru.
- Vazante, an integrated zinc operation in Brazil.
- Aripuanã, a newer Brazilian mine that is ramping up production.
The company’s smelting network includes Cajamarquilla in Peru and Três Marias and Juiz de Fora in Brazil. Cajamarquilla is described by Boliden as the largest zinc smelter in the Americas.
Nexa’s smelting network gives the combined group additional processing scale across Brazil and Peru.
Nexa’s 2025 production included approximately 316,000 tonnes of mined zinc, 33,000 tonnes of copper, 63,000 tonnes of lead and 339 tonnes of silver, based on figures included in Boliden’s transaction presentation. Its smelters produced approximately 567,000 tonnes of zinc, including refined zinc and zinc oxide.
The assets also provide exposure to gold and other by-products. That mix is important for Boliden because polymetallic mines can generate revenue from several metals, although the financial benefit depends on grades, recoveries, treatment charges and commodity prices.
The Northern Miner reported that BMO Capital Markets estimates Nexa could add about 240,000 tonnes of attributable mined zinc, 18,000 tonnes of copper and 7 million ounces of silver to Boliden’s production in 2027. On that basis, the analyst estimated Boliden’s mined zinc output would rise by 62%, copper by 14% and silver by 64%.
Those estimates depend on production timing, ownership interests and operating performance, particularly at Aripuanã as it continues to ramp up.
Why Boliden is pursuing the deal
Boliden Chief Executive Mikael Staffas said the acquisition would strengthen the company’s position in zinc and add a significant increase in silver production in concentrate.
The deal also extends a broader expansion strategy. In 2025, Boliden acquired the Neves-Corvo copper-zinc mine in Portugal and the Zinkgruvan zinc mine in Sweden from Lundin Mining for approximately $1.4 billion, according to The Northern Miner.
With Nexa, Boliden expects to operate 12 mining units and eight smelter units across Europe and Latin America. The company said the combined group generated approximately 136 billion Swedish kronor in revenue and SEK38 billion in EBITDA during the 12 months ended June 30.
Boliden forecasts that the transaction will contribute more than 8% to earnings per share, based on broker consensus for Nexa, Boliden’s estimates and the anticipated 7% share dilution. That is a company estimate rather than a guaranteed outcome, and it will depend on metal prices, operating costs, production levels and the cost of financing the post-closing transactions.
The acquisition also creates a more geographically diversified business. Boliden has long operated in Europe, while Nexa brings established relationships, operating knowledge and infrastructure in two major Latin American mining jurisdictions.
Brazilian mine and processing infrastructure illustrate the regional operating footprint Boliden will inherit through Nexa.
Tender offers and financing obligations
The initial acquisition covers Votorantim’s controlling stake, but it is not the only expected cash requirement.
After closing, Boliden has agreed with Nexa to launch a voluntary tender offer for shares not acquired in the transaction. The offer is expected to begin within 30 days of closing, or within 60 days in certain circumstances. The cash price will be determined by reference to the fixed exchange ratio and Boliden’s 20-day VWAP before closing.
Nexa’s remaining public float represents approximately 35.32% of the company. The final cost of purchasing shares through the tender offer will depend on the number of shares tendered and Boliden’s share price at the time.
Boliden also expects to launch mandatory tender offers for minority interests in certain Nexa subsidiaries listed in Peru. Those offers are required under Peruvian regulations, with pricing determined according to applicable rules.
To support those obligations and potential refinancing needs within Nexa, Boliden has secured a fully committed $2 billion bridge financing facility from lenders including Danske Bank and ING.
Boliden said its net debt-to-equity ratio was 24% at June 30. On a pro forma basis assuming the transaction had closed at that date, the ratio would have been approximately 33%.
Key risks for investors and operators
The transaction remains subject to several approvals. Boliden shareholders must authorize the issuance of the consideration shares, while the deal also requires competition and other regulatory clearances. Nexa shareholders must approve changes to its board.
The geographical expansion adds operational complexity. Boliden will need to oversee mines and smelters across different regulatory systems, currencies, labor markets and infrastructure environments. Integrating operating practices without disrupting production will be a central execution challenge.
The deal also increases exposure to zinc and silver prices. Zinc demand is closely linked to construction, infrastructure, manufacturing and galvanizing, while mine supply and smelter economics can shift rapidly as treatment charges, energy costs and concentrate availability change.
Political, permitting, environmental and community risks in Brazil and Peru will also become more significant for Boliden. The company will inherit Nexa’s operating obligations, tailings-management responsibilities, permitting conditions and relationships with local stakeholders.
Analysts have also questioned how quickly operational synergies can be realized. The Northern Miner cited BMO analyst Alexander Pearce, who said the transaction adds substantial production but that meaningful synergies were not immediately obvious and the combined integrated business would be more complex to manage.
Processing and concentrate handling will remain important to the combined company’s zinc economics.
A significant test of mining M&A strategy
The Boliden Nexa deal is one of the more consequential mining M&A transactions of 2026 because it combines a large zinc and silver platform with a European producer that has recently expanded through acquisitions.
The transaction offers Boliden immediate scale, additional smelting capacity and a stronger position in Latin America. It also comes with share dilution, higher consolidated leverage, tender-offer obligations and the challenge of managing a larger cross-border organization.
For the zinc market, the deal reinforces the value of integrated mining and smelting assets as producers compete for secure feedstock and seek greater control over processing margins. For investors and operators tracking mining M&A deals in 2026, the transaction also illustrates how companies are using equity, bridge financing and regional partnerships to pursue growth without funding the entire acquisition with cash.
Nexa is expected to remain a separate legal entity registered in Luxembourg and listed on the New York Stock Exchange after closing. Existing management is expected to largely remain in place, while Boliden currently expects to control four of Nexa’s seven board seats.
The transaction’s next milestones are shareholder votes, regulatory approvals and the preparation of the post-closing tender offers. Until those steps are completed, the $1.31 billion acquisition remains an agreement rather than a completed transfer of control.
