Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
October 05 2023 - 11:26AM
Edgar (US Regulatory)
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES
EXCHANGE ACT OF 1934
Dated October 5, 2023
Commission File Number 1-14878
GERDAU S.A.
(Translation of Registrant’s Name into English)
Av. Dra. Ruth Cardoso, 8,501 – 8° andar
São Paulo, São Paulo - Brazil CEP
05425-070
(Address of principal executive
offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Exhibit Index
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: October 5, 2023
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GERDAU S.A. |
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By: |
/s/ Rafael Dorneles Japur |
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Name: |
Rafael Dorneles Japur |
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Title: |
Executive Vice President |
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Investor Relations Director |
Exhibit 99.1
GERDAU
S.A.
Corporate Tax ID (CNPJ/MF): 33.611.500/0001-19
Company Registry (NIRE): 35300520696 |
METALÚRGICA
GERDAU S.A.
Corporate Tax ID (CNPJ/MF): 92.690.783/0001-09
Company Registry (NIRE): 35300520751 |
MATERIAL FACT
Gerdau S.A.
(B3: GGBR / NYSE: GGB) and Metalúrgica Gerdau S.A. (B3: GOAU) (jointly, “Companies”), in
accordance with the CVM Resolution n.º 44, from August 23, 2021, hereby inform their shareholders and the market in general
that, on this date, Section 3 of the Reference Form has been updated to report information regarding future management perspectives
on CAPEX Strategic Investments and its consequent Potential Growth in Annual EBITDA (as per definitions below) and foreseen on “Gerdau
Stakeholder Day 2023” Presentation, disclosed to the market on September 28th, 2023.
The Companies’ management expects that
the Investments in Strategic CAPEX amounts to R$ 11.9 billion, considering the period of 2021 to 2026 (“Investments in Strategic
CAPEX”). Of this amount, 27.7% (or R$ 3.3 billion) has already been invested, while the remaining 73.3% (or R$8.6 billion)
are projected for the coming years (period of 2024 to 2026).
The Companies’ management expects that
the Investments in Strategic CAPEX have the potential to, throughout the years of 2021 to 2031, generate a potential annual EBITDA growth
of R$ 4.0 billion, at the end of the period (“Potential Annual EBITDA Growth”). It is worth mentioning that around
15% of this amount (or R$ 600 million) has already been captured in the EBITDA, while the remaining 85% (R$ 3.4 billion) is expected
to be added to the Companies’ profitability in its future earnings.
The updated Reference Form on this date
is available on the CVM and B3 websites, as well as on our IR portal (https://ri.gerdau.com/).
Lastly, the Companies clarify that the information
presented above was based on forecasts, which are subject to market risks and uncertainties, having been estimated upon beliefs and assumptions
of the Companies’ management, according to available data. In that regard, the Companies emphasize that such information does not
constitute an assurance of performance, since the Companies’ actual performance for such measures may be materially different from
the results expressly or implicitly contemplated by this data.
São Paulo, October 4, 2023
Rafael Dorneles Japur
Executive Vice President
Investor Relations Director
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