Overview
Ternium is a leading steel producer in the Americas, providing advanced steel products to a broad range of manufacturing industries and the construction sector. We continue to invest in steelmaking technologies to support improvements in operational efficiency and reduce emissions intensity. We also support the development of our communities, especially through educational programs.
We operate with a firm commitment to excellence in the environmental and energy performance of our plants in order to improve operational efficiency and to contribute positively to the communities where we operate. Our energy efficiency program drives continuous improvement in operational performance. In addition, we collaborate across our value chain to analyze and implement initiatives that reduce the carbon footprint of all operations.
At Ternium, the health and safety of our people is of paramount importance. We are committed to providing a safe workplace while promoting well-being and healthy lifestyles. We have standardized management systems and make significant investments in safety projects. We train our employees and our suppliers’ personnel, ensuring alignment with our safety vision and objectives.
We provide our employees with opportunities to grow and reach their full potential. A comprehensive range of training programs supports innovation, continuous improvement, and excellence in performance. We are committed to compliance with all applicable anti-discrimination laws.
We recognize that the success of our industrial project is intrinsically linked to the inclusive development and growth of neighboring communities. Ternium has funded, built and manages two technical schools that provide advanced technical education. The company runs community programs focused on education, offering scholarships and internships for students, and training activities for teachers. We contribute to improving school infrastructure through funding, construction projects, and volunteer activities. Beyond education, we sponsor artistic, social, and sporting events, reinforcing our commitment to community engagement.
We strive to differentiate ourselves from competitors through the excellence and quality of our products, services, and processes, as well as through the professionalism of our people. Our focus remains on the continuous improvement of our plants and processes, alongside the development of cutting-edge technologies and superior products.
Transparency in management and communication is a core value in our relationships with employees, customers, suppliers, and neighboring communities. We are committed to building a culture of transparency and integrity in everything we do, supported by robust policies, codes of conduct and procedures designed for this purpose. As part of
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this commitment, our Business Conduct Policy training program is mandatory for all personnel, ensuring alignment with our values and reinforcing ethical practices across the organization.
Ternium contributes to the United Nations Sustainable Development Goals (SDGs). We report progress toward our objectives using internationally recognized standards, including the Global Reporting Initiative (GRI), the Sustainability Accounting Standards Board (SASB), and the guidelines of worldsteel. We also follow the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) for climate-related reporting.
The company monitors stakeholder needs through tailored interaction formats. Engagement with employees includes meetings, surveys, and annual performance evaluations. Management leads quarterly presentations with Q&A sessions, while our annual Safety Day features meetings dedicated to operational safety topics.
We work closely with customers and suppliers to strengthen the steel value chain, with the ProPymes program serving as a cornerstone for open dialogue and long-term partnerships. We use various tools to gather valuable insights into supplier priorities and concerns, participate in sustainability surveys and client audits, and provide performance information to platforms such as Carbon Disclosure Project and EcoVadis.
Our industrial plants communicate with local communities, sharing relevant information with neighbors, the media and other interested constituencies. Management holds regular presentations to community leaders to share updates on the company’s outlook and address their concerns.
We maintain regular communication with shareholders in compliance with applicable regulations, focusing on performance, outlook and other matters of interest.
We actively participate in industry associations, promoting collaboration, exchange of best practices, and development of steel industry standards.
A. History and Development of the Company
The Company
Ternium S.A. is a société anonyme organized under the laws of the Grand-Duchy of Luxembourg established on December 22, 2003. Its registered office is located at 26 Boulevard Royal – 4th floor, L-2449 Luxembourg. Its agent for U.S. federal securities law purposes is Ternium U.S.A. Incorporated, located at 2200 West Loop South, Suite 945, Houston, TX 77027, United States.
Ternium
Ternium’s origins began in September 1961 with the founding of Propulsora Siderúrgica ("Propulsora") by San Faustin’s predecessor in Argentina. Propulsora began its operations as a producer of cold-rolled coils in December 1969 and in the early 1990s began to evolve through a series of strategic investments aimed at transforming Propulsora into an integrated steel producer. In 1993, Propulsora merged with Aceros Paraná S.A. (a company formed by the Argentine government in connection with the privatization of Sociedad Mixta Siderúrgica Argentina ("Somisa"), at that time the main integrated producer of flat steel in Argentina) and three other affiliated steel industry companies. After the merger, Propulsora changed its name to Siderar, and later to Ternium Argentina. San Faustin held a controlling interest in Siderar, with the remainder being held mainly by Usiminas, certain former employees of Somisa, and public investors.
In December 1997, a consortium formed by San Faustin, Ternium Argentina, Usiminas, Hylsamex S.A. de C.V. ("Hylsamex"), and Siderurgica Venezolana S.A. ("Sivensa"), won the bid in the privatization of a controlling interest in Sidor C.A. ("Sidor"), the largest steel company in Venezuela.
As part of a multiple-step corporate reorganization in 2005, San Faustin reorganized its investments in steel manufacturing, processing and distribution businesses by contributing to Ternium S.A. San Faustin’s controlling interests in Ternium Argentina and other subsidiaries, in exchange for shares of Ternium S.A. In addition, Usiminas and Sivensa exchanged their interests in Ternium Argentina, Sidor and other subsidiaries for shares of Ternium S.A. In 2005, we acquired, together with Ternium Argentina, an indirect 99.3% interest in the Mexican company Hylsamex and its subsidiaries.
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On January 11, 2006, Ternium S.A. launched an initial public offering of 24,844,720 ADSs, each representing 10 shares, in the United States, and subsequently granted the underwriters of Ternium S.A.’s initial public offering an option to purchase up to 3,726,708 additional ADSs to cover over-allotments in the sale of the ADSs.
On December 28, 2006, Ternium acquired an additional 4.85% interest in Ternium Argentina from CVRD Internacional S.A., thereby increasing our ownership interest in Ternium Argentina to 60.93%.
On April 29, 2007, Ternium acquired Grupo Imsa through a cash tender offer and a cash redemption. Grupo Imsa was renamed Ternium Mexico and, effective March 31, 2008, Hylsamex merged with and into Ternium Mexico. In connection with this merger, Ternium Argentina acquired, and currently holds, a 28.73% participation in Ternium Mexico.
In April 2008, the National Assembly of Venezuela declared Sidor of public and social interest, and authorized the Venezuelan government to expropriate the company and its assets. On May 7, 2009, Ternium completed the transfer of its entire 59.7% interest in Sidor to Corporación Venezolana de Guayana, a Venezuelan state-owned entity.
On August 25, 2010, Ternium completed the acquisition of a 54% ownership interest in Ferrasa and, indirectly, in its wholly-owned Colombian subsidiaries, Siderúrgica de Caldas S.A.S. and Perfilamos del Cauca S.A.S. On April 7, 2015, Ternium acquired the remaining 46% minority interest in Ferrasa. Through this investment, Ternium expanded its business and commercial presence in Colombia. In 2017, Ferrasa was renamed Ternium Colombia.
In November 2010, Ternium and NSC established Tenigal, with each company holding 51% and 49% participations, respectively. Tenigal completed the construction of a hot dip galvanizing plant in the vicinity of Monterrey City, Mexico, which commenced production in the third quarter of 2013. Tenigal was designed to produce high grade and high quality galvanized and galvannealed automotive steel sheets, including outer panel and high strength qualities.
On January 16, 2012, Ternium S.A.’s subsidiaries, Ternium Investments and Ternium Argentina (together with its wholly-owned subsidiary Prosid Investments S.A., or "Prosid", and Ternium S.A.’s affiliate, Confab Industrial S.A., a subsidiary of Tenaris, or TenarisConfab), joined the existing control group of Usiminas, a leading steel company in the Brazilian flat steel market, through the acquisition of 84.7, 30.0, and 25.0 million ordinary shares, respectively, and formed the so-called Ternium/Tenaris (T/T) Group.
On October 30, 2014, Ternium Investments acquired 51.4 million additional ordinary shares of Usiminas. On April 20, 2016, Ternium Investments subscribed to 7.0 million preferred shares of Usiminas and Ternium Argentina, together with Prosid, subscribed to an aggregate 1.5 million preferred shares of Usiminas. On July 19, 2016, Usiminas’ extraordinary general shareholders’ meeting homologated a capital increase, and Ternium Investments acquired 62.6 million additional ordinary shares, and Ternium Argentina and Prosid acquired an aggregate 13.8 million additional ordinary shares.
On September 7, 2017, Ternium S.A. acquired a 100% ownership interest in thyssenkrupp Slab International B.V or tkSI, and its wholly-owned subsidiary CSA from thyssenkrupp AG, or tkAG. Through this investment, Ternium significantly expanded its steel slabs production capacity. As part of this process, CSA was renamed Ternium Brasil Ltda. and tkSI was absorbed by Ternium S.A.'s fully-owned subsidiary, Ternium Internacional España S.L.
On July 3, 2023, Ternium Investments and Ternium Argentina, together with TenarisConfab, acquired from the NSC Group, pro rata to their then participations in the T/T Group, 68.7 million ordinary shares of Usiminas, increasing Ternium’s participation in the Usiminas control group to 51.5%. A new shareholders’ agreement was entered into as a result of that transaction, and we began to fully consolidate Usiminas in July 2023.
On February 10, 2026, Ternium Investments acquired from the NSC Group their remainder participation in the Usiminas control group, totaling 153.1 million ordinary shares, increasing Ternium’s participation in the Usiminas control group from 51.5% to 83.1%. As a result, the T/T group currently holds an aggregate participation of 92.9% in Usiminas’ control group, with Previdência Usiminas holding the remainder 7.1%.
Pursuant to the Usiminas shareholders agreement, Ternium Investments has the right to nominate a majority of the members of Usiminas’ board of directors, the CEO and all other members of Usiminas’ board of officers.
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B. Business Overview
Our Business Strategy
Three main drivers compose Ternium’s business strategy: a focus on sophisticated value-added products, the pursuit of strategic growth opportunities and a relentless quest for competitive industrial operations. Ternium aims to enhance stakeholder value by further consolidating its position as a leading steel producer in Latin America and a strong player in the Americas, while increasing its differentiation and strengthening its competitiveness.
We believe Ternium has built competitive advantages in its main steel markets. Our industrial presence and network of distribution centers and commercial offices increase Ternium’s ability to offer differentiated logistics and stock management services. In addition, our integrated connectivity platform covering the entire customer relationship process enables Ternium to provide a better and faster response to its customers’ needs.
Ternium works together with small and medium-sized customers and suppliers in Argentina and Mexico, through the ProPymes program, to help them prosper. The development of SMEs and a collaborative industrial network have strengthened Ternium’s value chain. This effort has led to a virtuous cycle of improved competitiveness, increased exports and import substitution of manufactured products.
Ternium’s differentiation initiatives have also included investments in state-of-the-art technologies. As part of this strategy, Ternium Mexico has built its industrial center in Pesquería, Mexico (the “Pesquería Industrial Center”), which currently comprises a hot-rolling mill, a cold-rolling mill, two galvanizing facilities, a painting line, a push-pull pickling line and finishing facilities. In 2022, Ternium began the deployment of a new downstream project in the Pesquería Industrial Center. The project includes a push-pull pickling line and new finishing lines, already in operation, and a hot-dip galvanizing line and a cold-rolling mill, which recently began operations and are ramping up production. Mexico has a competitive and innovative manufacturing sector and its favorable geographic location provides a competitive logistics base to reach several steel markets. These projects are consistent with Ternium’s strategy to strengthen its competitive position in order to replace imports in the Mexican market, and better serve its customers with a broader and more technologically advanced product portfolio. Complementing its processing technology upgrade, Ternium has expanded its product research and development infrastructure in order to enhance its capabilities and speed up the development of a broader product portfolio, particularly in the high-end steel segment, to better serve its industrial customers.
In addition, Ternium is building new steel slab-making facilities in the Pesquería Industrial Center, with operations expected to commence by the fourth quarter of 2026. The new facilities, consisting of an electric-arc-furnace-based steel shop and a DRI module, are expected to produce the highest specification steels, necessary for the most demanding applications of the automotive industry, and to comply with USMCA's melted and poured rules of origin. Mexico has an attractive steel market with significant demand for advanced steel products, and foreign steel producers cover approximately half of the flat steel demand in the country. We believe that Ternium is well positioned in Mexico to compete with foreign producers and gradually substitute imports, as we have built a solid differentiation strategy, supported by Ternium’s unique industrial presence, as well as by its market competitiveness.
In Brazil, the second largest steel market in Latin America, Usiminas is one of the main producers of flat steel products. The country’s manufacturing sector accounts for a significant share of Usiminas’ sales, providing ample opportunities for the offering of value-added products and services. Management focus is on the streamlining of Usiminas’ industrial system, with the aim at increasing its productivity.
Ternium Argentina has a significant presence in the Argentine steel market, the third largest in Latin America. The country’s manufacturing customers account for approximately half of the local flat steel consumption, providing ample opportunities for the offering of value-added products and services. Ternium has a solid differentiation strategy in Argentina built on its industrial integration in the country, which allows it to offer customized products and value-added services.
In Colombia, the fourth largest steel market in Latin America, Ternium has the capacity to produce long products and to process and distribute flat and long steel products. Other facilities with finishing lines and service centers in Guatemala, El Salvador, Nicaragua and Costa Rica enable Ternium to maintain a vast presence in the region.
Focus on sophisticated steel products. The incorporation of new technologies, the development of new advanced steel products, and the integration of our industrial system are elements of a strategy aimed at increasing the participation of higher margin value-added products in Ternium’s sales mix. The Pesquería Industrial Center strengthened our positioning in the high-end market sector, strenghening our positioning for a gradual substitution of imported steel in
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key industrial segments. The start-up of our new hot-rolling mill in this industrial center in 2021 represented a technological leap forward in Mexico’s steel production capacity. The recently completed downstream project in the site has expanded our advanced high-strength and ultra high-strength steel production capabilities for the automotive, transport and heavy machinery industries. The new steel slab mill under development in the site will integrate with aforementioned downstream facilities. For more information on Ternium’s product research and development efforts, see “—Research and Development; Product Development.” For further information on Ternium’s capital expenditures, see “—Capital Expenditure Program.”
Pursuit of strategic growth opportunities. We have a history of strategically growing our businesses through acquisitions and organic growth. We intend to continue identifying and actively pursuing growth-enhancing strategic opportunities to consolidate Ternium’s presence in its main markets and expand it to the rest of the Americas. We also intend to increase our industrial system integration, broaden our offerings of value-added products, and enhance our production and distribution capabilities. For example, in 2017 Ternium acquired a steel producer, renamed Ternium Brasil, with facilities located in the state of Rio de Janeiro, Brazil, with annual production capacity of 5.0 million tons of high-end steel slabs. With this acquisition, total crude steel production capacity of Ternium’s industrial system in 2017 increased to 12.4 million tons, or by approximately 70%. The acquisition of the Rio de Janeiro facility triggered the construction of the new hot-rolling mill in Pesquería, Mexico, with annual production capacity of 4.4 million tons which started up in 2021. This new facility enabled the integration of the Rio de Janeiro slab facility with Ternium’s industrial system in Mexico. Furthermore, the recently inaugurated downstream facilities and the new steel shop under construction in the Pesquería industrial center are expected to place Ternium in an even better position to take advantage of attractive market opportunities in Mexico. For further information on Ternium’s capital expenditures, see “—Capital Expenditure Program.”
Enhancement of Ternium’s competitive position. In addition to developing a full range of steel products and delivering differentiated services to Ternium’s customer base, we aim to enhance our competitive position by seeking excellence in operational performance. Our quest for operational excellence relies on the cross implementation of Ternium’s managerial, commercial and production best practices. Ternium has centralized management of industrial engineering and automation, occupational, health and safety (OH&S) and the environment. This centralized functions facilitate the improvement of production processes through best practices, the coordinated deployment of new technologies and access to strong internal technical support.
Ternium’s broad range of value-added products and the services offered to customers in major steel markets, such as just-in-time delivery and inventory management, are supported by our service center, distribution, sales and marketing networks. Ternium’s products and services can be offered to its customer base in a coordinated way, as its industrial system runs on a unified IT platform. Ternium has integrated its processes with those of its customers and suppliers through our digital marketplace, “Ternium Activo”. Most of our customers’ orders are placed through this platform, contributing to the improvement of their management processes.
Environmental, Social and Governance
Ternium aims to create value for all its stakeholders. Our main efforts focus in the areas of occupational health and safety, environmental management, human resources, community relations, and the value chain, and aim at ensuring a sustainable operation in the long-term.
Environment.
We are committed to achieving excellence in environmental and energy performance across our operations to contribute positively to the communities where we operate.
Our climate strategy includes reducing the emission intensity rate per ton of hot‑rolled steel by 15% by 2030 compared to the 2023 baseline, covering Scopes 1, 2, and 3 (categories 1 and 10) as measured under the GHG Protocol. We aim to achieve a 40% share of renewable energy in the purchased electricity used in the production of up to hot‑rolling steel by 2030, while improving energy efficiency across all industrial operations. In parallel, we are collaborating across the value chain to reduce GHG emissions and developing strategies and projects with the ambition of achieving carbon neutrality in Ternium’s products and operations, taking into account technological feasibility and local market conditions.
In the last five years, we have advanced our climate change governance framework through the creation of a dedicated decarbonization committee under the oversight of the board of directors. We integrated climate-related risks into our risk analysis process, and incorporated a scenario analysis to evaluate asset vulnerability to physical risks. In addition,
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we implemented an internal carbon price for investment projects. Furthermore, we strengthened our emissions management system by securing third‑party verification of emissions under ISO 14064‑1 and the GHG Protocol, introduced advanced data processing and GHG inventory systems, to enhance granularity and analysis, collecting primary supplier data to account for Scope 3 emissions, and expanding our GHG inventory to include Scope 3 categories. We also obtained ISO 50001 certification for our processes.
We are advancing our decarbonization initiatives through the inauguration of a wind farm in Argentina. In Mexico, we continue the development of a low emission intensity EAF‑DRI project in Pesquería. In addition, we are implementing energy efficiency projects across our facilities. In Brazil, we are progressing with the scrapyard project to increase the scrap ratio in the BOF process, aimed at reducing emissions intensity. For further information on Ternium’s capital expenditures, see Item 4. “Information on the Company—B. Business Overview—Capital Expenditure Program.”
We seek to manage the environmental impact of our operations by focusing on pollution prevention, making efficient use of resources, and reducing water withdrawal in water‑stressed areas. We actively promote circular economy practices and develop new markets for steelmaking co‑products, while preserving biodiversity within our areas of influence. Environmental considerations are integrated into the company’s decision making, and we foster stewardship across our industry and value chain. In addition, we work to raise environmental awareness among our employees and the communities where we operate.
We are implementing our 2020–2030 Environmental Investment Plan, with anticipated investments totaling $556 million, which includes enhancements in environmental monitoring and the deployment of technologies aimed at improving environmental performance. Our facilities and processes are designed to incorporate water stewardship practices, including closed‑loop water systems and the use of treated wastewater. We are also promoting alternative uses for co‑products generated during the steelmaking process, achieving ISO 14001 certification across major facilities, and are working to align environmental concepts and management practices across all production units in the countries where Ternium operates.
For further information on environmental regulations, see Item 4. “Information on the Company —B. Business Overview — Regulations - Environmental Regulation”. For a description of some of the risks associated with the environment, health and safety, see Item 3. “Key Information—D. Risk Factors.”
Health and safety.
Ternium prioritizes providing its employees with a safe workplace and promoting employee well-being and healthy lifestyles.
We are committed to promoting a strong health‑ and safety culture across the company and to extend applicable best practices across our value chain. Our efforts include the implementation of preventive measures, particularly in high‑risk activities, and initiatives promoting awareness and behaviors that support the physical and mental well‑being of our employees. Our aim is to establish a workplace free from fatalities and severe injuries and maintain high standards of safety across all our operations.
We have developed a five‑year process safety program to achieve an integrated risk management. We certified our main facilities under ISO 45001. Our preventive actions include the implementation of planned and random inspections, the introduction of tools such as the Task Rejection preventive tool, the introduction of the High‑Risk Task Certification Program as well as the Safe Supplier program. In addition, we have enhanced employee training and safety awareness with regular communications from management on safety topics, including initiatives such as Safety Day. In addition, we actively participate in industry‑wide health and safety initiatives, such as worldsteel’s Safety Day. We have also implemented ergonomics practices across all locations.
People and diversity.
Our people are at the heart of our industrial project and the foundation of our achievements. We aim to provide them opportunities for development and to fulfil their potential. We promote diversity, equity and inclusion, and rejecting any form of discrimination based on gender, sexual orientation, ethnic origin, color, age, religion or political belief.
We are committed to cultivating an inclusive and engaging work environment that attracts and retains the talent necessary for the company’s long‑term sustainability. At the same time, we promote a culture of industrial and technological excellence, foster innovation, and ensure equal opportunity and fair treatment for all employees.
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We are leveraging technology and data to simplify human resources processes, anticipate people’s needs, and design effective human resources programs. Corporate mechanisms are designed to ensure that personnel selection is based on individual knowledge and skills, while training initiatives at all levels enhance employee capabilities. We also maintain corporate programs such as the Lean In Together initiative and Maternity Mentoring, which promote fair and equitable treatment across the organization.
Community.
The development and inclusive growth of the communities where we have our operations is integral to the success of our industrial project. Our community activities focus on support for education and opportunities based on merit, with technical education seen as an engine for growth, transformation and social mobility.
We are committed to improving education at all levels in both our immediate and broader communities, with a particular focus on technical training. At the same time, we encourage creativity and innovation through cultural initiatives that preserve and promote community identity and heritage. In addition, we provide support in response to community needs, including in areas such as health and education. We engage in initiatives to strengthen local healthcare institutions and expand access to medical services.
We built and operate two technical schools, in Pesquería, Mexico, and Santa Cruz, Brazil. In addition, we modernize public technical school facilities and laboratories, and reinforce technical high school curricula including mathematics, certified training, internships and projects. Furthermore, we have implemented STEM education programs in primary and secondary schools and support academic excellence by granting financial awards to high school and undergraduate students. Beyond education, we promote culture through events such as Latin American film festivals, photography exhibitions, and music performances, while contributing to community health through the management of medical facilities in Mexico (NOVA Hospital), vaccination campaigns, and the promotion of healthy lifestyles.
Commercial positioning and the value chain.
Excellence and quality in our products, services, processes, and the professionalism of our people are our principal competitive advantages. We are focused on the continued operational improvement of our plants and processes and the development of technologies and products.
We seek to enhance Ternium’s competitiveness by offering a comprehensive product range, pursuing operational excellence and developing differentiated commercial services supported by a strong distribution network. At the same time, through the ProPymes Program, we are working to support and strengthen our value chain by promoting productivity, improvements and import substitution, facilitating increases in the export capacity of small and medium size enterprises (SMEs), and encouraging investments in capital goods.
We are driving the integration of Ternium’s industrial system through the development of new products, the improvement of commercial services, and the expansion of our distribution network. At the same time, we are investing in research and development capabilities and participating in external industrial projects, while incorporating SMART technologies throughout our production processes. Through the expansion of the ProPymes program, we collaborate on industrial and product quality projects, develop training courses tailored to SME needs in partnership with local institutions, provide financial assistance for technological improvements and facilitate connections between SMEs and the financial sector. In addition, we support SMEs in identifying business opportunities and expanding their end‑markets, strengthening the competitiveness of our entire value chain.
Integrity.
Transparency in management and communications is a fundamental value in our relationship with our stakeholders, customers, employees, suppliers, and the communities of which we are a part. We are committed to building a culture of transparency and integrity in everything we do.
We are committed to ensuring compliance with the law as a guiding principle in all of Ternium’s relationships, while guaranteeing transparency in information and decision‑making processes. Our efforts focus on enhancing ethical behavior and promoting compliance across the company, encouraging employees to act fairly, loyally and honestly in line with Ternium’s core values. At the same time, we work to mitigate risks associated with specific functions, countries, governments, and third‑party transactions.
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We have reinforced our compliance framework through the creation and regular update of Ternium’s Business Conduct program, designed to train executives and individuals in positions assessed for risk regarding expected conduct. In collaboration with Ternium University, we developed and update e‑learning and training courses on the Code of Conduct and Business Conduct Policy for all employees. Our efforts also include the design and periodic update of a risk matrix that considers the nature of functions, operating countries, and affiliated third parties, as well as the annual execution of Sarbanes-Oxley audits and internal compliance control procedures. In addition, we have established procedures to avoid the purchase of conflict minerals and developed standards and approval processes for services contracted to third parties, ensuring integrity and transparency across our operations.
Our Products
Ternium produces mainly finished and semi-finished steel products and iron ore, which are sold either directly to steel manufacturers and steel processors or to end-users after different value-adding processes. We also produce electricity and sell unused balances to the Mexican and Brazilian electric grids.
In the steel segment, steel products include slabs, billets and round bars (steel in its basic, semi-finished state), plates, hot-rolled coils and sheets, bars and stirrups, wire rods, cold-rolled coils and sheets, tin plate, hot dipped galvanized and electrogalvanized coils and sheets, and pre-painted sheets, steel pipes and tubular products, beams and roll formed products. Steel sheets can be further processed into a variety of sheets (blanks), with different shapes such as trapezoidal, parallelogram, figured (platinum), corrugated and other tailor-made products to serve Ternium’s customer requirements. Other products in the steel segment include electricity and pig iron.
In the mining segment, iron ore is sold as lump, concentrates (sinter feed and pellet feed fines) and pellets.
Steel products
Slabs, billets and round bars: These products are semi-finished steel forms with dimensions suitable for its processing into specific product types. Slabs are processed into hot-rolled flat products. The use of slabs is determined by their dimensions and by their chemical and metallurgical characteristics. Billets are processed into long steel products, such as wire rods, bars, and other shapes. Round bars are processed into seamless tubes.
Plates: These products are used in a variety of applications in infrastructure, shipbuilding, civil construction (including bridges, sheds and buildings), maritime platforms, large diameter tubes, road and mining machinery and equipment, sugar and alcohol plants and power generation plants, including wind towers. Plates can be heat treated depending on the desired application.
Other hot-rolled products: Hot-rolled flat products are used by a variety of industrial consumers in applications such as the manufacturing of wheels, auto parts, pipes, gas cylinders and containers. They are also directly used for the construction of buildings, bridges and railroad cars, chassis of trucks and automobiles, and agricultural machinery. Hot-rolled flat products can be supplied as coils, strips or as sheets cut to a specific length. These products also serve as inputs for the production of cold-rolled products. Merchant bars include specific shape features, such as rounds, flats, angles, squares and channels, which are used by customers to manufacture a wide variety of products such as furniture, stair railings and farm equipment. Reinforcing bars (rebars) and stirrups, obtained from the mechanical transformation of rebars, are used to strengthen concrete highways, bridges and buildings. Rods are commonly drawn into wire products or used to make bolts and nails. Wire rod can be produced in different qualities according to customers’ demands.
Cold-rolled products: Cold-rolled products are applied mainly to the automotive, home appliance and capital goods industries, as well as to galvanizers, steel drum manufacturers, distributors and service centers. Cold-rolled coils are sold as coils or cut into sheets or blanks to meet customers’ needs. These products also serve as inputs for the production of coated products.
Coated products: Galvanized sheets are produced by adding a layer of zinc to cold-rolled coils, which are afterwards cut into sheets. Galvanized sheets are used in the automotive, construction, home appliances and energy industries. Galvanized coils can also be further processed with a color coating to produce pre-painted sheets, resulting in a product that is mainly sold for building coverings, manufacturing of ceiling systems, panels, air conditioning ducts, refrigerators, air conditioners, washing machines and several other uses. Ternium also offers a distinctive type of galvanized product with coating composition that contains approximately 55% aluminum and 44% zinc to improve product performance for the construction industry, including rural, industrial and marine sites. Tinplate, given its resistance to corrosion and its mechanical and chemical characteristics, is mainly sold to the packaging industry for food canning, sprays and paint containers. Tinplate is produced by coating cold-rolled coils with a layer of tin.
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Roll-formed and tubular products: These products include tubes for general use, structural tubes, tubes for mechanical applications, conduction tubes, conduction electrical tubes, oil tubes and pre-engineered metal building systems. Tubular products, uncoated or galvanized, have applications in several sectors, including home accessories, furniture, scaffolding, automotive, bicycles, hospital equipment, posts for wire mesh garden and poultry tools, handrails, guard-rails, agricultural machinery, industrial equipment, conduction of water, air, gas, oil, high-pressure liquids and special fluids, internal building electrical installations, road implements, irrigation pivots and conveyor belts rollers. Beams, including C and Z section steel profiles (purlings) and tubular section beams, are obtained by roll-forming of steel strips and have applications in window frames, stilts, mainstays, crossbeams, building structures, supports, guides and crossbars for installing windows, doors, frames and boards. Other products include insulated panels, roofing and cladding, roof tiles and steel decks. Obtained from the mechanical transformation of flat steel, uncoated, galvanized or pre-painted, these products are used mainly in the construction industry in warehouses, commercial and industrial refrigeration installations, grain storage, poultry and porcine confinement facilities, roofing and side walls for buildings, and terraces and mezzanine floorings. Pre-engineered metal building systems are steel construction systems designed for use in low-rise non-residential buildings, and are constructed from the mechanical transformation of flat steel such as frames, secondary steel members, roofs and walls panels, as well as finishing and accessories.
Other products: Other products include mainly electricity and pig iron. Pig iron is a semi-finished product obtained in the blast furnace that is mostly used as metallic charge in the steel shop for the production of crude steel, and also marketed to other steel producers and to manufacturers of iron-based cast products.
Within each of the basic product categories, there is a range of different “items” of varying qualities and prices that are produced either to meet the particular requirements of end users or sold as commodity items.
Iron ore products
Lumps, concentrates (sinter feed and pellet feed fines) and pellets: These products are raw materials used for the production of steel. Lump ore is coarse ore with a diameter of between 32 and 6.3 millimeters, sinter feed is iron ore with a diameter of between 6.3 and 0.15 millimeters and pellet feed is iron ore with a diameter of less than 0.15 millimeters.
Lump iron ore is used in the production of steel without any further process. The sinter feed has to be agglomerated via a sintering process to enable its use in the blast furnace as sinter. The pellet feed has to be pelletized to enable its use in the blast furnace or DRI processes. Pellet feed can also be sinterized. In Mexico, Las Encinas and Peña Colorada ship most of the pellets to Ternium Mexico’s steelmaking facilities and they also market non-pelletizable iron ore fines, if any, to other steel manufacturers. In Brazil, Mineração Usiminas ships lumps and concentrates to Usiminas’ steel manufacturing operations, and ships mainly concentrates to other steel manufacturers.
Production Facilities and Processes
Ternium’s aggregate production capacity of steel slabs and billets as of December 31, 2025, calculated based on management estimates of standard productivity, product mix allocations, the maximum number of possible working shifts and a continued flow of supplies to the production process, was approximately 15.4 million tons. Ternium’s aggregate production capacity of finished steel products, calculated based on the same criteria as for steel slabs and billets production, was approximately 22.3 million tons. Usiminas’ production capacity of iron ore lumps, sinter feed and pellet feed was 9.0 million tons as of December 31, 2025, and production capacity for iron ore pellets in Mexico as of December 31, 2025, was 4.0 million tons.
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Steel production facilities, service centers and distribution centers
The following table provides an overview, by type of asset, of production capacity as of December 31, 2025:
Production asset Units (#) Nominal capacity (thousand tons per year)1
TerniumMexico/Tenigal Usiminas Ternium Argentina Ternium Brasil Other Total
Coke Plant2 8 600 1,040 1,800 3,440
Sinter Plant 5 6,300 1,480 5,700 13,480
Direct Reduced Iron Plant 3 2,710 2,710
Blast Furnace3 5 3,800 2,210 5,300 11,310
Electric Arc Furnace 5 4,190 260 4,450
Basic Oxygen Furnace 10 4,800 3,500 5,200 13,500
Vacuum Degassing 5 840 2,000 1,200 3,200 7,240
AHF Plant 3 1,900 3,000 4,900
Thin Slab Continuous Caster 1 2,460 2,460
Slab Continuous Caster4 7 3,800 2,300 5,000 11,100
Billet Continuous Caster 3 1,640 255 1,895
Hot-rolling Mill (plates) 1 1,000 1,000
Hot-rolling Mill (hot-rolled coils) 6 9,910 5,900 2,890 18,700
Skin-Pass Mill 7 4,000 1,300 990 6,290
Hot-rolling Mill (long products) 5 1,190 780 1,970
Pickling Line5 14 5,940 4,380 1,910 12,230
Cold-Rolling Mill (Tandem or Reversing)5 12 3,900 4,100 1,840 9,840
Electrolytic Cleaning 6 1,940 500 230 2,670
Annealing Line 14 1,430 2,700 1,330 5,460
Temper Mill 9 2,040 1,600 2,020 5,660
Tension-Leveling / Inspection Line 18 1,480 2,300 1,150 4,930
Electro-Tinplating line 1 160 160
Hot Dip Galvanizing Line5 15 2,390 1,000 640 385 4,415
Electro-Galvanizing Line 2 360 110 470
Color-Coating Line 9 810 120 210 1,140
Slitter 44 2,530 500 420 340 3,790
Cut to length 52 780 1,300 1,000 220 3,300
Roll forming Line 34 510 540 240 1,290
Panel Line 4 80 80
Profile Line 15 140 60 135 335
Tube Line6 24 520 100 190 60 870
Wire drawing Lines 12 100 100
Wire Mesh Lines 2 40 40
Rebar Processing Lines7 47 190 190
1 In this annual report, annual production capacity is calculated based on management estimates of standard productivity, product mix allocations, the maximum number of possible working shifts and a continued flow of supplies to the production process.
2 Usiminas’ nominal coke production capacity was adjusted to reflect the shut-down of coke battery #4 in December 2023.
3 Usiminas’ nominal pig iron production capacity was adjusted to reflect the shut-down of blast furnace #1 in December 2023, and Ternium Argentina’s nominal pig iron production capacity was adjusted to reflect the shut-down of blast furnace #1 in 2015.
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4 Usiminas’ nominal slab production capacity of 5 million tons per year was adjusted to reflect a lower pig iron nominal capacity in operation and Ternium Argentina’s nominal slab production capacity was adjusted to reflect a lower adjusted production capacity of pig iron.
5 In the first quarter of 2026, Ternium Mexico inaugurated new cold-rolling and hot dip galvanizing facilities in its industrial center in Pesquería, Mexico. For more information see “Mexico” in this section.
6 In the first quarter of 2026, Ternium Argentina acquired Tubos Argentinos S.A., a producer of welded pipes in Argentina. For more information see “Argentina” in this section.
7 Includes shears, straighteners, stirrup benders and shaping centers.
Mexico. Ternium Mexico has 12 steel production and/or processing units in Mexico, consisting of three integrated steel-making plants (two of which produce long steel products and one that produces flat steel products and includes two steel service centers); five downstream flat steel processing plants, combining hot-rolling, cold-rolling and/or coating facilities (three of which include steel service centers); and four steel service centers. In addition, Ternium Mexico has twelve distribution centers, or DCs, in Mexico, aimed at serving customers mainly in the construction sector, and Tenigal owns a galvanizing facility located in the Pesquería Industrial Center.
The following table sets forth key items of information regarding Ternium Mexico’s principal production units in Mexico:
Unit Type of plant Location
Upstream1 Downstream2 Service center Distribution center
Guerrero X X X San Nicolás d.l.G., Nuevo León
Apodaca X X Apodaca, Nuevo León
Puebla X X Puebla, Puebla
Juventud X X San Nicolás d.l.G., Nuevo León
Churubusco X X Monterrey, Nuevo León
Monclova X Monclova, Coahuila
Universidad X San Nicolás d.l.G., Nuevo León
Pesquería X X Pesquería, Nuevo León
Apodaca Industrial X Apodaca, Nuevo León
Apodaca Comercial X Apodaca, Nuevo León
Edificios Metálicos X Ciénega de Flores, Nuevo León
San Luis X San Luis, San Luis Potosí
DC Chihuahua X Chihuahua, Chihuahua
DC Tijuana X Tijuana, Baja California
DC Noreste X Apodaca, Nuevo León
DC Puebla X Puebla, Puebla
DC Guadalajara X Guadalajara, Jalisco
DC México X Tultitlán, Estado de México
DC Culiacán X Culiacán, Sinaloa
DC Veracruz X Veracruz, Veracruz
DC Mérida X Mérida, Yucatán
DC Tuxtla X Tuxtla Gtz, Chiapas
DC León X León, Guanajuato
DC Villahermosa X Villahermosa, Tabasco
1 “Upstream” refers to a type of steel plant that includes at least steelmaking facilities.
2 “Downstream” refers to a type of steel plant that includes hot-rolling, cold-rolling and/or steel coating facilities.
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Guerrero unit: Located in the metropolitan area of Monterrey, Nuevo León, Mexico, the Guerrero unit produces hot-rolled and cold-rolled coils for the industrial, construction and home appliance sectors and for further processing in other Ternium Mexico’s units. It also produces slitted and cut-to-length products for the industrial sector and profiles and tubes for the industrial and construction sectors. This unit includes two steel service centers, and an integrated facility based on direct reduced iron ("DRI"), mini-mill steelmaking and rolling mill technologies that uses iron ore pellets and steel scrap as main raw materials. The facility sources all of the iron ore from Ternium Mexico’s mining operations. Ternium’s procurement policy for these products is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Apodaca unit: Located in Nuevo León, Mexico, the Apodaca unit produces billets and rebar for the construction industry. It is an integrated facility based on mini-mill steelmaking technology that uses steel scrap as its main raw material. Ternium’s procurement policy for scrap is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Puebla unit: Located in Puebla, Mexico, the Puebla unit produces rebar, wire rod and round bar mainly for the construction and industrial sectors, including high-carbon, low-carbon and micro-alloyed wire rod. It is an integrated facility based on DRI and mini-mill steelmaking technologies that uses iron ore pellets and steel scrap as main raw materials. The facility sources all of the iron ore from Ternium Mexico’s mining operations. Ternium’s procurement policy for these products is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Juventud unit: Located in Nuevo León, Mexico, the Juventud unit produces galvanized and color-coated coils for the construction, home appliance and other industries; and has a steel service center that produces slitted and roll-formed products, panels and tubes for the construction and industrial sectors. This plant processes cold-rolled coils received from Ternium Mexico’s units in Nuevo León.
Churubusco unit: Located in Nuevo León, Mexico, the Churubusco unit produces hot-rolled and cold-rolled coils for the industrial, construction, automotive and home appliance sectors and for further processing in other Ternium Mexico’s units. It also has a steel service center that produces slitted and cut-to-length products for the industrial sector. The facility sources its requirements of slabs from Ternium Brasil, from third party Mexican producers and from the international markets. Ternium’s procurement policy for slabs is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Monclova unit: Located in Coahuila, Mexico, the Monclova unit produces galvanized and color-coated coils for the industrial, automotive and home appliance industries. This plant processes cold-rolled coils mainly received from Ternium Mexico’s units in Nuevo León.
Universidad unit: Located in Nuevo León, Mexico, and across the street from the Guerrero unit, the Universidad unit produces galvanized and color coated coils for the construction, home appliance and industrial sectors. This plant, which also has pickling lines and a cold-rolling mill, processes hot-rolled coils received from Ternium Mexico’s units in Nuevo León.
Pesquería Industrial Center: Located in Nuevo León, Mexico, the Pesquería Industrial Center produces hot-rolled, cold-rolled, galvanized and color coated coils for the automotive and home appliance industries, among other industrial sectors. It also has a push-pull pickling line and a finishing center that produces slitted and cut-to-length products for the industrial sector. The hot-rolling mill processes slabs sourced from Ternium Brazil as well as from third parties. The cold-rolling mill processes hot-rolled coils sourced from the hot-rolling mill and also from Ternium Mexico’s Churubusco and Guerrero units, as well as from third parties.
In the first quarter of 2026, we inaugurated a new galvanizing line and a new cold rolling mill with annual capacities of 0.6 and 1.6 million tons, respectively. By year-end 2026, we expect to inaugurate a new slab mill with an annual capacity of 2.6 million tons, which will include an electric-arc-furnace and direct reduction iron facilities. These projects are consistent with Ternium’s strategy to strengthen its competitive positioning in order to replace imports in the Mexican market, better serve its customers with a broader and more technologically advanced product portfolio, accelerate our progress toward achieving our decarbonization target and maintain compliance with the USMCA’s ‘melted and poured’ requirements. For further information on Ternium’s capital expenditures, see Item 4. “Information on the Company—B. Business Overview—Capital Expenditure Program.”
Apodaca Industrial unit: Located in Nuevo León, Mexico, the Apodaca Industrial unit is a steel service center that produces slitted and cut-to-length products for industrial customers. This plant processes coated coils mainly received from Ternium Mexico’s units in Nuevo León.
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Apodaca Comercial unit: Located in Nuevo León, Mexico, the Apodaca Comercial unit is a steel service center that produces slitted and roll-formed products, profiles and tubes for the construction industry. This plant processes coated coils mainly received from Ternium Mexico’s units in Nuevo León.
Edificios Metálicos unit: Located in Nuevo León, Mexico, the Edificios Metálicos unit is a steel service center that produces metal building systems for commercial construction. This plant processes plates procured from the local and international markets and coils received from Ternium Mexico’s units in Nuevo León.
San Luis unit: Located in San Luis Potosí, Mexico, the San Luis unit is a steel service center that produces slitted and cut-to-length products for the home appliance and other industries. This plant processes coated coils received from Ternium Mexico’s units in Nuevo León.
Brazil. In Brazil, Ternium Brasil has a steel slab-making plant and Usiminas has eight steel production and/or processing units, consisting of one integrated flat steel-making plant (including a steel service center); one downstream flat steel production plant, combining hot-rolling and cold-rolling facilities; and seven steel service centers. In addition, Usiminas has seven distribution centers, or DCs, in Brazil, five customer warehouses and two ports, aimed at better serving its customers in the country.
The following table sets forth key items of information regarding Ternium Brasil’s and Usiminas’ principal production locations and production units:
Unit Type of plant Location
Upstream Downstream Service Center Distribution Center
Rio de Janeiro X Santa Cruz, Rio de Janeiro
Ipatinga X X X Ipatinga, Minas Gerais
Cubatão X Cubatão, São Paulo
Guarulhos X Guarulhos, São Paulo
São Paulo X São Paulo, São Paulo
Santo André X Santo André, São Paulo
Betim X X Betim, Minas Gerais
Santa Luzia X X Santa Luzia, Minas Gerais
Cabo do Santo Agostinho X Cabo do Santo Agostinho, Pernambuco
Taubaté X X Taubaté, São Paulo
Porto Alegre X X Porto Alegre, Rio de Janeiro
Caxias do Sul X Caxias do Sul, Rio Grande do Sul
Rio de Janeiro unit: Located in the State of Rio de Janeiro, Brazil, this unit produces slabs for further processing in other Ternium units in Mexico and Argentina, and for sale to third parties. The Rio de Janeiro unit includes an integrated facility based on blast furnace and basic oxygen furnace technologies, supplemented with a sinter plant, coking batteries and a power plant. It uses metallurgical coal and iron ore pellets, lumps and fines as main raw materials. The facility sources all of its coal needs from the international markets (shipped to its own port on the Atlantic Ocean coastline), and its iron ore needs from the local market (shipped to its own yards through a railroad system). Ternium’s procurement policy for these products is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Ipatinga unit: Located in Minas Gerais, Brazil, the Usiminas’ Ipatinga unit produces plates and hot-rolled, cold-rolled, hot-dipped galvanized and electrogalvanized coils for the automotive, oil and gas and machinery and equipment industries, and for further processing in Usiminas’ service centers. It also produces slitted and cut-to-length products for the industrial sector and profiles and tubes for the industrial and construction sectors. The Ipatinga unit is an integrated facility based on blast furnace and basic oxygen furnace technologies, supplemented with a sinter plant, coking batteries, a co-product plant and a power plant. It uses metallurgical coal and iron ore pellets, lumps and fines as main raw materials. The facility sources all of its coal needs from the international markets and its iron ore needs from Mineração Usiminas and other Brazilian mining companies, which are shipped to the facilities through railroad. Usiminas’ procurement policy for these products is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
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Cubatão unit: Located in São Paulo, Brazil, the Usiminas’ Cubatão unit produces hot-rolled and cold-rolled coils for the automotive, oil and gas and machinery and equipment industries, and for further processing in Usiminas’ service centers. The facility sources its requirements of slabs from Ternium Brasil and from third parties. Usiminas’ procurement policy for slabs is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Service centers: In addition to the service center of the Ipatinga unit, the Usiminas’ Guarulhos and Taubaté units located in São Paulo, the Betim and Santa Luzia units located in Minas Gerais, the Cabo do Santo Agostinho unit located in Pernambuco and the Porto Alegre unit located in Rio Grande do Sul, Brazil, are steel service centers that produce slitted, cut-to-length and tubular products for industrial customers. These plants transform coated and uncoated coils received from Usiminas’ Ipatinga and Cubatão units.
Argentina. Ternium Argentina has ten steel production and/or processing units in Argentina, consisting of one integrated flat steel-making plant; four downstream flat steel processing plants, comprising cold-rolling, coating or tube-making facilities (three of which include steel service centers); and five additional steel service centers. In addition, Ternium has two DCs in Argentina, aimed at serving customers mainly in the construction sector.
The following table sets forth key items of information regarding Ternium Argentina’s principal production units in Argentina:
Unit Type of plant Location
Upstream Downstream Service center Distribution center
San Nicolás X X Ramallo, Buenos Aires
Canning X X Canning, Buenos Aires
Haedo X X Haedo, Buenos Aires
Florencio Varela X X Florencio Varela, Buenos Aires
Ensenada X Ensenada, Buenos Aires
Rosario X Rosario, Santa Fe
Serviacero III X Ramallo, Buenos Aires
Sidercrom X Ramallo, Buenos Aires
El Talar X El Talar, Buenos Aires
San Luis X Justo Daract, San Luis
DC Rosario X Rosario, Santa Fe
DC El Talar X El Talar, Buenos Aires
San Nicolás unit: Located in the Province of Buenos Aires, Argentina, the San Nicolás unit produces slabs, hot-rolled, cold-rolled and tinplate coils for the construction, industrial, packaging and naval sectors, and for further processing in other Ternium Argentina units. The San Nicolás unit includes an integrated facility based on blast furnace and basic oxygen furnace technologies, supplemented with a sinter plant, coking batteries, a co-product plant, and a power plant. It uses metallurgical coal and iron ore lumps, pellets and fines as main raw materials. The facility sources all of its coal and iron ore needs from the international markets, shipped to its own port on the banks of the Paraná river. In addition, the facility sources its net requirements of steel products from the international market and Ternium Brasil. Ternium’s procurement policy for these products is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Canning and Haedo units: Located in the Province of Buenos Aires, Argentina, the Canning and Haedo units produce galvanized sheets, slitted and roll-formed products and profiles for the construction and home appliance sectors. In addition, the Canning facility produces color coated sheets for such markets. Both plants process cold-rolled coils received from the San Nicolás and Ensenada units.
Florencio Varela unit: Located in the Province of Buenos Aires, Argentina, the Florencio Varela unit produces electrogalvanized sheets, blanks and slitted products for the automotive, construction and other industries. This plant processes cold-rolled coils received from the San Nicolás and Ensenada units.
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Ensenada unit: Located in the Province of Buenos Aires, Argentina, the Ensenada unit produces cold-rolled coils for the construction and industrial sectors and for further processing in Ternium Argentina’s own facilities. This plant processes hot-rolled coils received from the San Nicolás unit.
Rosario unit: Located in the Province of Santa Fe, Argentina, the Rosario unit is a steel service center that produces tubes for the construction industry. This plant processes hot-rolled coils received from the San Nicolás unit.
Serviacero III unit: Located in the Province of Buenos Aires, Argentina, the Serviacero III unit is a steel service center that produces cut-to-length products for the construction and industrial sectors. This plant processes hot-rolled coils received from the San Nicolás unit.
Sidercrom unit: Located in the Province of Buenos Aires, Argentina, the Sidercrom unit is a steel service center that produces cut-to-length and slitted products for the packaging sector. This plant processes tinplate coils received from the San Nicolás unit.
El Talar and San Luis units: Acquired by Ternium Argentina in the first quarter of 2026, the El Talar unit, located in the Province of Buenos Aires and the San Luis unit, located in the Province of San Luis, Argentina, are steel service centers that produce welded pipes for the oil and gas and construction sectors. These plants process hot rolled flat products received from the San Nicolás unit, from Usiminas and from third parties.
In addition, Ternium Argentina owns and operates a wind farm in the Province of Buenos Aires, Argentina. For further information on Ternium’s decarbonization strategy, see “—B. Business Overview—Environmental, Social and Governance —Minimizing our environmental footprint.”
Other countries. Ternium U.S.A., Ternium Colombia, Ternium del Atlántico and Ternium Guatemala have a total of 17 steel production and/or processing units in the United States, Colombia and Central America, consisting of one integrated steel-making plant, which produces long steel products in Colombia and includes a steel service center; one downstream long steel hot-rolling plant; two downstream flat steel processing plants, comprising coating facilities (one of which includes a steel service center and a DC); and thirteen steel service centers (which include thirteen DCs). In addition, Ternium has eight DCs aimed at serving customers mainly in the construction sector.
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The following table sets forth key items of information regarding the principal production locations and production units:
Unit Country Type of plant Location
Upstream Downstream Service Center Distribution Center
Shreveport USA X Shreveport, Louisiana
Manizales Steel Colombia X X X Manizales, Caldas
Atlántico Colombia X Palmar de Varela, Atlántico
Barranquilla Colombia X X Malambo, Atlántico
Bogotá Colombia X X Bogotá, Cundinamarca
Manizales Colombia X Manizales, Caldas
Cali Colombia X X Puerto Tejada, Cauca
Itagüí Colombia X X Itaguí, Antioquía
DC Montería Colombia X Montería, Córdoba
Villa Nueva Guatemala X X X Villa Nueva, Guatemala
Huehuetenango Guatemala X X Huehuetenango, Huehuetenango
Jutiapa Guatemala X X Jutiapa, Jutiapa
Teculután Guatemala X X Teculután, Zacapa
Escuintla Guatemala X X Escuintla, Escuintla
Quetzaltenango Guatemala X X Quetzaltenango, Quetzaltenango
DC Zona 9 Guatemala X Guatemala, Guatemala
DC Petapa Guatemala X Guatemala, Guatemala
DC Mazatenango Guatemala X Mazatenango, Suchitepéquez
DC Petén Guatemala X Petén, Petén
DC Cobán Guatemala X Cobán, Alta Verapaz
DC Quiché Guatemala X Quiché, Guatemala
San Salvador El Salvador X X San Salvador, San Salvador
San Miguel El Salvador X X San Miguel, San Salvador
Managua Nicaragua X X Managua, Managua
San José Costa Rica X X San José, Costa Rica
Shreveport unit: Located in Louisiana, United States, the Shreveport unit produces galvanized and color coated coils. It processes cold-rolled coils procured mainly from Ternium Mexico or the U.S. market.
Manizales Steel unit: Located in Caldas, Colombia, the Manizales Steel unit produces billets and rebar for the construction industry. It is an integrated facility based on mini-mill steelmaking technology that uses steel scrap as its main raw material. It also has a steel service center that produces customized rebar-based products for the construction industry. The facility sources all of its scrap and electricity needs from local suppliers. Ternium’s procurement policy for these products is described in greater depth in Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs.”
Atlántico unit: Located in Atlántico, Colombia, the Atlántico unit is a downstream processing steel mill that produces steel bar and coil for the construction industry. This plant processes steel billets purchased in the international market.
Barranquilla unit: Located in Atlántico, Colombia, the Barranquilla unit is a steel service center that produces slitted, cut-to-length, drawn wire, wire mesh and customized rebar-based products for the construction industry. This plant processes wire rod purchased in the international market, rebar received from the Manizales unit and rebar purchased in the international markets. Hot-rolled and cold-rolled coils are received mainly from the units in Nuevo León.
Bogotá unit: The Bogotá unit, located in Cundinamarca, Colombia, is a steel service center that produces customized rebar-based products for the construction industry. This plant processes rebar received from the Manizales Steel unit and rebar purchased in the international markets.
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Cali unit: Located in Cauca, Colombia, the Cali unit is a steel service center that produces profiles, tubes, structural beams and rebar-based customized products for the construction industry. This plant processes hot-rolled and cold-rolled coils received mainly from units in Nuevo León, Mexico, and purchased in the international markets.
Itagüí unit: Located in Antioquía, Colombia, the Itagüí unit is a steel service center that produces drawn wire, wire mesh and customized rebar-based products for the construction industry. This plant processes wire rod purchased in the international markets, rebar received from the Manizales Steel unit and rebar purchased in the international markets.
Villa Nueva unit: Located in Guatemala, Guatemala, the Villa Nueva unit produces galvanized coils for the construction industry and for further processing in other units in Central America. It also has a steel service center that produces slitted, roll-formed and cut-to-length products, and profiles for the construction industry, and a steel retail distribution center. This plant processes hot-rolled, cold-rolled and coated coils received from Ternium Mexico’s units in the Nuevo León area and from the international markets.
Huehuetenango, Jutiapa, Teculután, and Quetzaltenango units: The Huehuetenango unit in Huehuetenango, the Jutiapa unit in Jutiapa, the Teculután unit in Zacapa and the Quetzaltenango unit in Quetzaltenango are steel service centers located in Guatemala that produce roll-formed products for the construction industry. These plants process coated steel coils mainly procured from Ternium Mexico or received from the Villa Nueva unit.
Escuintla unit: Located in Escuintla, Guatemala, the Escuintla unit is a steel service center that produces roll-formed products and profiles for the construction industry. This plant process hot-rolled and coated steel coils mainly procured from Ternium Mexico or received from the Villa Nueva unit.
San Salvador, San Miguel and Managua units: The San Salvador and San Miguel units, located in San Salvador, El Salvador, and the Managua unit, located in Managua, Nicaragua, are steel service centers that produce roll-formed products for the construction industry. These plants process coated coils received mainly from the Villa Nueva unit.
San José unit: Located in San José, Costa Rica, this is a steel service center that produces roll-formed and cut-to-length products for the construction industry. These plants process coated coils procured from Ternium Mexico or received from the Villa Nueva unit.
Mining Production Facilities
Mexico
Ternium has iron ore production facilities in Mexico. We have a 100% interest in Las Encinas, and a 50% interest in Consorcio Peña Colorada, and conduct its mining activities through these companies. In 2025, we recorded iron ore shipments of 3.3 million tons, all of which were destined to Ternium’s steelmaking facilities in Mexico. The following table provides an overview of Las Encinas’ and Consorcio Peña Colorada’s active mining operations:
Company Mine Location Type of Mine
Las Encinas Aquila Aquila, Michoacán Open pit
Las Encinas Palomas Pihuamo and Tecalitlán, Jalisco Open pit
Consorcio Peña Colorada Peña Colorada Minatitlán, Colima Open pit
In addition, Las Encinas owns El Encino and Cerro Nahuatl mines, and has operated the El Chilillo mine, all of which are substantially exhausted.
The following table provides an overview, by type of facility, of Ternium’s production capacity as of December 31, 2025:
Las Encinas Consorcio Peña Colorada(1)
Production facility Quantity Capacity(2) Quantity Capacity(2)
Crushing Plant(3) 2 4,500 1 18,000
Grinding and concentration Plant(3) 1 3,500 1 16,300
Pelletizing Line 1 1,900 2 4,100
(1)Figures correspond to total capacity. Ternium has a 50% interest in Consorcio Peña Colorada.
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(2)In thousands of tons per year. Crushing capacity for Las Encinas includes crushing lines located close to the Aquila and El Encino mines. In addition, Las Encinas operates at the Palomas mine, under a lease agreement, a crushing facility with annual capacity of 500,000 tons.
(3)The capacity figures for the crushing and concentration plants refer to the plants’ iron ore processing capacity. The plants’ actual iron ore concentrate production depends on the iron ore grade of the processed material.
The following table provides a description of tailings dams in Mexico as of December 31, 2025:
Las Encinas Consorcio Peña Colorada(1)
Dam / section Cerro Náhuatl Alzada / 1 Alzada / 2 Guásimas Arrayanal / 1 Arrayanal / 2
Type of structure Downstream Combined(3) Downstream Combined(4) Downstream(5) Downstream
Status Closing procedure Stand by Operative Closing procedure Operative Operative
Deposits volume(2) 9 11 6 54 26 21
(1) Figures correspond to total capacity. Ternium has a 50% interest in Consorcio Peña Colorada.
(2) In million cubic meters.
(3) Three out of six embankments were originally built upstream, and then reinforced to meet all requirements under the strictest international seismic standards.
(4) Out of a total of eight embankments, one was built with a combination of downstream and centerline methodologies, one was built as a downstream starter dam and six were built with an upstream methodology. Consorcio Peña Colorada has recently completed a project in the Guásimas tailings dam to comply with safety factors under a dynamic/post seismic condition under the strictest international seismic standards. For a description of risks, see Item 3. “Key Information-D. Risk Factors-Risks Relating to Ternium's Mining Activities-Operational accidents and unexpected natural catastrophes may damage the environment, destroy properties and affect production or cause injuries and death, which would adversely impact Ternium’s operations and profitability, and result in material liabilities to Ternium.”
(5) Includes upstream embankments in non-relevant zones.
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Location of Las Encinas and Consorcio Peña Colorada’s Active Mines
Las Encinas
Las Encinas produces iron ore pellets and magnetite concentrate in Mexico. At present, Las Encinas operates the Aquila and Palomas open pit mines located in Michoacán and Jalisco, Mexico, respectively. Las Encinas has three crushing plants located close to each of the Aquila, the El Encino and the Palomas mines, the latter operated under a lease agreement, and a concentration and pelletizing plant located in Alzada, Colima, Mexico. Its major processing facilities (crushing, concentration and pelletizing facilities) include two primary crushers and a dry cobbing plant located in the Aquila mine, a crushing plant, which includes two primary crushers and pre-concentration with magnetic pulleys located at the El Encino mine, and a semi-mobile crushing plant, which includes primary crushers and pre-concentration with magnetic pulleys located at the Palomas mine, and horizontal and vertical ball mills and several stages of magnetic separation in the Alzada facilities. Las Encinas has two operational tailings dams in Alzada and an idled tailings dam located in Cerro Náhuatl.
The iron ore pre-concentrate is transported from the Aquila mine to a transfer station at Tecoman, Colima, by truck and from Tecoman to the Alzada facilities by rail and truck for processing in the concentration and pelletizing plant (located at approximately 160 kilometers from the Aquila mine). The iron ore extracted from the Palomas mine is currently processed in a crushing facility in the mine, and the crushed iron ore is transported from the Palomas mine to the Alzada facilities by truck for processing in the concentration and pelletizing plant in Alzada (located at approximately 60 kilometers from the Palomas mine). In addition, our plant located in Alzada may receive, from time to time, magnetite iron ore purchased by Las Encinas from other local concessionaires. The iron ore pellets produced in the Alzada facilities are transported by rail to Ternium Mexico’s integrated facilities in Monterrey and Puebla, Mexico. The Aquila, El Encino and Palomas operations and the Alzada facilities receive electrical power from the Comisión Federal de Electricidad ("CFE"), the Mexican state-owned electric utility company.
Active mines
At the Aquila site, Las Encinas holds all the mining rights for the extraction of iron ore. The Aquila operations (including an open pit mine and crushing facilities) stand on 586 hectares, which are leased to Las Encinas by the local community of San Miguel de Aquila. The lease agreement allows Las Encinas to perform all mining activities, including the extraction of iron ore, necessary to exploit the ore within the area of the mining rights granted to Las Encinas by the Mexican federal authorities until the permanent closure of the mine. Las Encinas has operated this mine since 1998.
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Aquila is a mine composed predominantly of magnetite ore with hematite traces, and sulphides, silicates and carbonates gangues. The form of mineralization is massive and disseminated (hornfels, endoeskarn), with mineralized breccia. The mine site is hosted along to a regional fault, between an intrusive granodiorite and limestone, and the shape of the deposit is a northeast-southwest mineralization, mainly controlled by geological structures.
At the Palomas Mine, Las Encinas holds mining rights for the extraction of iron ore over 376 hectares. The Palomas operations (an open pit mine) stand on an area owned by Las Encinas, which started operating this mine in 2017.
The Palomas mine is a iron skarn deposit hosted in calcareous and granitic rocks which exhibit alteration halos of varying intensity. Mineralization is massive, bordered by disseminated mineral. The ore body is situated in concordant tabular horizons with a northwest and southeast-oriented pseudo stratification and northeast-oriented dip. The mineralization is predominantly magnetite ore with hematite traces. The gangue mineral is composed of garnet, pyrite and calcite. The surrounding rocks are skarn (calcareous protolyte, clayey calcareous and Cretaceous sandy) or hornfels (clayey protolyte). The stratigraphic sequence is affected by dyke intrusions of monzonite and granite composition.
Mineral reserve estimates at Las Encinas mines are based on a long-term iron ore reference price of $90 per dry metric ton for 62% ferrous CFR China, adjusted for grade, logistics, and other adjustments. Mineral resources are constrained within a Lerch & Grossmann pit shell, designed using the reference price for mineral reserves.
Areas under exploration
Las Encinas holds mining rights over other areas scattered throughout Michoacán, Jalisco and Colima, Mexico. Las Encinas has developed and may continue pursuing the development of small to mid-sized mining operations similar to Palomas, as a way to diversify its sources of iron ore and to make effective use of its mining rights in the region.
Exhausted mines
The El Chilillo open pit mine was operated until 2015. The El Chilillo mineral reserves were exhausted, the mine’s operations were suspended and the land returned to the owners. Ternium has already completed the requisite restoration works and has filed the applicable report with the environmental authority.
The El Encino open pit and underground mine was operated until 2011. The El Encino mineral reserves were exhausted and the mine’s operations have been suspended. Ternium continues to evaluate the steps required to proceed with its permanent closure. The crushing and transfer facilities at El Encino are still in operation and will remain active to receive, process and transfer to the Alzada pelletizing plant iron ore that Las Encinas buys from time to time from other local producers.
The Cerro Nahuatl open pit mine located in Colima, Mexico, operated until 2008. The Cerro Nahuatl mineral reserves were exhausted and the mine’s operation has been suspended. Ternium is currently following the steps required to proceed with its permanent closure.
Consorcio Peña Colorada
Consorcio Peña Colorada, a company owned 50% by Ternium and 50% by ArcelorMittal, produces iron ore pellets and magnetite concentrate in Mexico. Consorcio Peña Colorada operates the Peña Colorada open pit mine as well as a concentrating facility and a two-line pelletizing facility. Consorcio Peña Colorada owns part of the property where its mine and processing facilities stand, and leases 1,204 hectares adjacent to the mine to store waste dump material and, in the future, to mine mineral reserves as part of the regular short-term and long-term life of mine plan.
Consorcio Peña Colorada has operated since 1974 and holds mining rights over 39,978 hectares. The Peña Colorada mine is a complex polyphase iron ore deposit. Several magmatic and hydrothermal events produced iron mineralization as skarns or skarnoids, and late dikes and faults that crosscut the mineralized bodies. The main mineralization events are a massive ore body and a disseminated ore body, within polymictic breccia zones. Mineral reserve estimates at the Peña Colorada mine are based on a long-term iron ore reference price of $80 per dry metric ton for 62% ferrous CFR China, adjusted for grade, logistics, and other adjustments. Mineral resources are estimated based on the same long-term price forecast used for mineral reserves, increased by a revenue factor of 1.30 and adjusted upwards or downwards for mine specific factors and further adjusted for grade, logistics and other modifying factors.
The concentration plant is located at the mine in Minatitlán, Colima, and the pelletizing plant is located near the Manzanillo seaport on the Pacific coast in Colima, 50 kilometers from Minatitlán. Consorcio Peña Colorada’s major processing facilities include a primary crusher, two autogenous mill, horizontal and vertical ball mills, several stages of
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magnetic separation, tailings filter plant, drystack and two pelletizing lines. The concentrate is sent as a pulp through a 45 kilometers-long pipeline from the mine and mineral processing plant in Minatitlán to the pelletizing plant in Manzanillo.
Consorcio Peña Colorada has an operational tailings dam in Arrayanal, Colima, and a tailings dam in the process of closure located in Guásimas, Colima, with limited use. A paste plant operates near the Arrayanal dam to help increase the solid content of tailings. The Peña Colorada mine and the pelletizing plant receive electrical power from CFE.
Ternium is required to buy from Consorcio Peña Colorada half of the mine’s annual production. For further information, see Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs—Mexico—Iron Ore.” Iron ore concentrate and pellets sold to Ternium are shipped by rail from the mine to Ternium’s facilities in Mexico or exported to third parties through the Manzanillo port.
Iron ore mineral resources and mineral reserves
In 2025, net sales of Ternium’s mining segment in Mexico represented 3.0% of the company’s consolidated net sales and were totally used internally for steel making. As of December 31, 2025, the property, plant and equipment value of Ternium’s mining segment in Mexico represented 4.4% of the company’s consolidated property, plant and equipment value. None of our iron ore mines is considered to be material on an individual basis.
The estimates of mineral resources and mineral reserves at our mines and projects have been prepared by qualified persons. The 2025 mineral resource and mineral reserve estimates at the Aquila and Palomas mining properties were audited by SRK Consulting (Peru) S.A. The 2025 mineral resource and mineral reserve estimates for the Peña Colorada mine were prepared by qualified persons who are employees of Consorcio Peña Colorada. In addition, external qualified professionals and companies collaborate with management to validate findings in relevant areas such as geotechnics, geology and mining design.
Las Encinas and Consorcio Peña Colorada have in place quality control and quality assurance processes and procedures to estimate mineral resources and mineral reserves. Las Encinas and Consorcio Peña Colorada adopted internal procedures that describe the systems and processes to effectively manage mining activities. These procedures follow industry practices, are managed by experienced and qualified technical experts, and are regularly reviewed and updated.
In the field, information is managed by experienced professionals who follow specified procedures. Data derived from exploration drilling, field sampling, process tests, and product quality is subject to thorough sample security and integrity protocols, field and laboratory quality assurance and quality control processes, as well as data validation procedures. Quality control processes and procedures vary depending on the specific nature of the drilling, sampling program or laboratory analysis. Operational and historical data is subject to internal validation procedures. Compliance with such procedures is verified through internal database audits and spatial and statistical analysis.
Mineral resource and mineral reserve estimations are subject to normal industry risks, including metal prices, economic and market risks, metallurgical performance, and geological modeling. For geological risk, Ternium has modeling and estimation procedures following mining industry best practices, including drilling, core logging, sampling, and density protocols. For information on risks relating to the determination of mineral resources and mineral reserves, see “Risks Relating to Ternium’s Mining Activities - Ternium’s resource and reserve estimates may differ materially from actually recoverable mineral quantities, or its estimates of mine life may prove inaccurate; and market price fluctuations and changes in operating and capital costs may render certain ore reserves and resources uneconomical to mine or cause Ternium to revise its resource or reserve estimates.”
Iron ore mineral reserves
The table below details Ternium’s estimated proven and probable iron ore mineral reserves in Mexico as of December 31, 2025. The classification of the iron ore mineral reserve estimates as proven or probable reflects the variability in the mineralization at the selected cut-off grade, the mining selectivity and the production rate and ability of the operation to blend the different ore types that may occur within each deposit.
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Iron ore mineral reserves as of December 31, 2025 December 31, 2024
Proven Probable Total Total
Million tons Fe %(1) Million tons Fe %(1) Million tons Fe %(1) Million tons Fe %(1)
Las Encinas 12 32 6 30 18 31 20 30
Peña Colorada(2) 53 20 63 19 116 20 122 20
(1)Reported figures are for magnetic iron content.
(2)Reported figures are for Peña Colorada’s operation at Ternium’s 50% ownership interest in Consorcio Peña Colorada.
Note: S-K 1300 definitions were followed for mineral reserve estimates. Reported figures are Run of Mine (ROM) based. References to tons are to wet metric tons.
The table below provides additional information on iron ore production and average estimated mine life:
Operations/Projects % Ownership In Operation Since 2025 Run of Mine Production (million tons) 2025 SaleableProduction(million tons)(1) EstimatedMine Life(Years)(2)
Las Encinas(3) 100 1970 3.5 1.6 5
Peña Colorada(4) 50 1974 6.9 1.8 15
(1)Saleable production consists of a mix of direct shipped ore, concentrate, pellet feed and pellet products which have an iron content of approximately 65% to 66%.
(2)Mine life is calculated assuming the full utilization of the pellet plant and corresponds to the duration of mineral reserve estimates only.
(3)2025 includes exclusively the Aquila and Palomas mines. Run of mine production in 2025 was 3.5 million tons and in 2024 was 3.4 million tons.
(4)Run of mine production in 2025 was 6.9 million tons and in 2024 was 3.9 million tons. Reported figures are for Peña Colorada’s operation at Ternium’s 50% ownership interest in Consorcio Peña Colorada. The year-over-year increase in run of mine production in 2025 was due to the impact on 2024 production of deferrals in mining preparation activities, as a result of a lengthier than expected environmental permit granting for tailings disposal.
The mineral reserve estimates were prepared in compliance with the requirements of the U.S. Securities and Exchange Commission (the “SEC”) rules, under which:
•Reserves are the part of a mineral deposit that could be economically and legally extracted or produced at the time of the reserve determination.
•Proven reserves are reserves for which (a) quantity is computed from dimensions revealed in outcrops, trenches or working or drill holes; grade and/or quality are computed from the results of detailed sampling; and (b) the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that size, shape, depth, and mineral content of reserves are well established.
•Probable reserves are reserves for which quantity and grade and/or quality are computed from information similar to that used for proven reserves, but the sites for inspection, sampling and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for proven reserves, is high enough to assume continuity between points of observation.
The demonstration of economic viability is established through the application of a life of mine plan for each operation or project providing a positive net present value on a cash forward-looking basis. Economic viability is demonstrated using forecasts of operating and capital costs based on historical performance, with adjustments based on planned process improvements, changes in production volumes and in fixed and variable proportions of costs, and forecasted fluctuations in costs of raw material, supplies, energy and wages. Mineral reserve estimates are updated annually in order to reflect new geological information and current mine plan and business strategies. Our mineral reserve
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estimates are of in-place material after adjustments for mining depletion and mining losses and recoveries, with no adjustments made for metal losses due to processing. For a description of risks relating to mineral reserves and mineral resource estimates, see Item 3. “Key Information—D.Risk Factors—Risks Relating to Ternium’s Mining Activities—Ternium’s reserve and resource estimates may differ materially from actually recoverable mineral quantities, or its estimates of mine life may prove inaccurate; and market price fluctuations and changes in operating and capital costs may render certain ore reserves and resources uneconomical to mine in the future or cause Ternium to revise its reserve or resource estimates.”
Our mining leases are of sufficient duration (or convey a legal right to renew for sufficient duration) to enable all mineral reserves on the leased properties to be mined in accordance with current production schedules. Our mineral reserves may include areas where some additional community negotiations and regulatory approvals are still pending. However, based on the technical investigations conducted as part of our mine planning process, together with our knowledge and experience of the negotiation and approval frameworks, we expect pending authorizations and approvals to be obtained in the normal course of business and within the timeframe established by the current life-of-mine schedule.
Changes in iron ore mineral reserve estimates (2025 versus 2024)
Las Encinas’ iron ore mineral reserve estimates as of December 31, 2025 were 18 million tons on a run-of-mine basis (with an average magnetic iron grade of 31%), decreasing by 2 million tons (with 1 percentage point higher magnetic iron grade) compared to those recorded as of December 31, 2024. The year-over-year decrease was mainly due to the depletion of iron ore mineral reserves in 2025, partially offset by an increase in the mineral reserves at the Palomas mine resulting from the update of mining costs and of geotechnical parameters.
Peña Colorada’s iron ore mineral reserve estimates as of December 31, 2025 were 116 million tons on a run-of-mine basis (with an average magnetic iron grade of 20%) decreasing by 6 million tons compared to those recorded as of the end of 2024. The year-over-year change was mainly due to the depletion of iron ore mineral reserves in 2025 partially offset by an increase in the iron ore mineral reserve estimate resulting from the block model update. Reported figures are for Peña Colorada’s operation at Ternium’s 50% ownership interest in Consorcio Peña Colorada.
Iron Ore Mineral Resources
The following tables summarize Ternium’s mineral resources in its active mines in Mexico, as of December 31, 2025 and 2024.
Iron ore measured and indicated mineral resources as of December 31, 2025 December 31, 2024
Measured Indicated Measured + indicated Measured + indicated
Million tons Fe %(1) Million tons Fe %(1) Million tons Fe %(1) Million tons Fe %(1)
Las Encinas — — — — — — — —
Peña Colorada(2) 17 24 36 21 53 22 42 22
Iron ore inferred mineral resources as of December 31, 2025 December 31, 2024
Million tons Fe %(1) Million tons Fe %(1)
Las Encinas 12 31 14 31
Peña Colorada(2) 1 19 1 28
(1)Reported figures are for magnetic iron content.
(2)Reported figures are for Peña Colorada’s operation at Ternium’s 50% ownership interest in Consorcio Peña Colorada.
Note: S-K 1300 definitions were followed for mineral resource estimates. Mineral resources are constrained within an optimized pit shell and exclusive of mineral reserves. Mineral resources that are not mineral reserves do not have demonstrated economic viability. References to tons are to wet metric tons.
Changes in iron ore mineral resource estimates (2025 versus 2024)
Las Encinas’ inferred iron ore mineral resource estimates as of December 31, 2025 were 12 million tons (with an average magnetic iron grade of 31%), decreasing by 2 million tons compared to those recorded as of December 31,
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2024. The year-over-year change was mainly due to the reclassification from iron ore mineral resources to mineral reserves at the Palomas mine. For information on risks relating to the determination of mineral resources and mineral reserves, see “Risks Relating to Ternium’s Mining Activities - Ternium’s resource and reserve estimates may differ materially from actually recoverable mineral quantities, or its estimates of mine life may prove inaccurate; and market price fluctuations and changes in operating and capital costs may render certain ore resources and reserves uneconomical to mine or cause Ternium to revise its resource or reserve estimates.”
Peña Colorada’s measured and indicated iron ore mineral resource estimates as of December 31, 2025 were 53 million tons (with an average magnetic iron grade of 22%), increasing by 11 million tons compared to those recorded as of December 31, 2024. The year-over-year change was mainly due to an increase in iron ore mineral resource estimates, resulting from a pit shell update after revised price assumptions and the incorporation of additional drill hole information. Reported figures are for Peña Colorada’s operation at Ternium’s 50% ownership interest in Consorcio Peña Colorada.
Property, Plant and Equipment
The table below details the value of Ternium’s mining segment property, plant and equipment in Mexico as of December 31, 2025.
In millions of U.S. dollars Property, Plant and Equipment
Las Encinas 173.4
Consorcio Peña Colorada 285.7
Brazil
Usiminas has a 70% interest in Mineração Usiminas, and conducts its mining activities in Brazil through this company. Ternium started to consolidate Usiminas in July 2023. In 2025, we recorded iron ore shipments of 9.6 million tons from Mineração Usiminas’ operations, which were destined to third parties and to Usiminas’ steelmaking facilities in Ipatinga. The following table provides an overview of Mineração Usiminas’ active mining operations:
Mine Location Type of Mine
Oeste Itatiaiuçu, Minas Gerais Open pit
Central Itatiaiuçu, Minas Gerais Open pit
Leste/Camargos(1) Mateus Leme, Minas Gerais Open pit
(1)Friable ore at the Leste area has been exhausted at the end of 2023. The Camargos area is currently being evaluated as a potential source of friable ore for the Leste processing plant.
The following table provides an overview of Mineração Usiminas’ production capacity as of December 31, 2025:
Production facility Capacity(1)
Oeste Plant 2,900
Samambaia Plant 2,900
Flotation Plant 3,200
Leste Plant(2) 1,000
(1)In thousands of tons per year. Figures are based on the nominal design capacity of the plants.
(2)Leste Plant did not operate in 2025. It is currently on stand-by pending the completion of feasibility assessments for the Camargos area.
In 2021, Mineração Usiminas implemented a dry stacking system to process tailings and, accordingly, tailings dams are no longer used. Mineração Usiminas had two tailings dams that were declared decommissioned, Somisa and Central, after it completed a closing procedure and fulfilled the legal requirements for obtaining such declaration. As of December 31, 2025, Mineração Usiminas had one inactive remaining tailings dam, Samambaia 0, with deposits volume of 8 million cubic meters and an additional one million cubic meter of sealing material used for decharacterization works. Samambaia 0 was built downstream and remains closed. In addition, Mineração Usiminas
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has initiated the required legal steps to obtain the decommissioning declaration by Minas Gerais’ authorities for its Samambia 0 tailings dam.
In addition to the Sambambaia 0 iron ore tailings dam, Mineração Usiminas has a sediment containment structure, the Oeste dike. This structure meets the requirements of the Política Nacional de Seguridad de Barragens, the national policy for dam safety. The Oeste dike is monitored by the company's geotechnical structure management systems, which comply with all applicable legal requirements, including the external audit carried out by an independent company.
Location of Active Mines
Oeste: Latitude 20° 9'40.00"S longitude 44°27'30.00"W.
Central: Latitude 20° 7'58.48"S longitude 44°24'48.35"W.
Leste/Camargos: Latitude 20° 7'16.73"S longitude 44°22'2.96"W.
Mineração Usiminas operates one crushing/classification plant located in the Leste mine, and three concentration plants located in the Oeste and Central mines. Its major processing facilities include crushers, mill, screens, cyclones, spiral classifier, spiral concentrators, jigs, magnetic concentrators, flotation cells, flotation columns, filters and a decanter.
Iron or lumps, sinter feed and pellet feed are transported by truck from the mines to railroad terminals. The iron ore destined to Usiminas’ Ipatinga unit is transported by railroad from the Modal railroad terminals. Sinter feed and pellet feed destined to offshore customers, mainly from Asia, is transported by railroad to ports in the Atlantic Ocean coast. The facilities receive electrical power from CEMIG, a local electric utility company.
Active mines
Mineração Usiminas currently operates the Oeste and Central iron ore mines, while the Leste mine remains on standby. The Oeste, Central and Leste iron ore mines, together with their iron ore processing facilities, stand on 1,905 hectares, 1,250 hectares and 445 hectares, respectively. The environmental licences in force allow Mineração Usiminas to perform all mining activities necessary to exploit the ore located in every area where it has mining rights, until the permanent closure of the mines. Mineração Usiminas has operated these mines since 2010.
The Oeste and Central mines are composed predominantly of siliceous itabirite (friable, semi-compact and compact itabirite). The mineralization occurs as a tens of meters thick tabular or folded layers of banded iron formation. The mines are located on the iron formation which occurs between quartzite and phyllites in a kilometric mountain range.
The Leste mine is composed predominantly of layers of siliceous itabirite (friable, semi-compact and compact itabirite) with interdigitated lenses of magnetite itabirite, which changes laterally to dolomite, and portions of clayey
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iron formation that occurs close to the contact with the quartzites of the Cercadinho formation. This mine is also located on an iron formation, which occurs between quatzites and phyllites.
Mineral reserve and mineral resource estimates at Mineração Usiminas mines are based on an estimated long-term iron ore price of $85 per dry metric ton for 62% iron content CFR China, adjusted by grade and other chemical elements content.
Iron ore mineral resources and mineral reserves in Brazil
In 2025, Mineração Usiminas’ mining products shipments represented 4.3% of Ternium’s consolidated net sales. As of December 31, 2025, the property, plant and equipment value of Mineração Usiminas represented 3.5% of Ternium’s consolidated property, plant and equipment value. None of our iron ore mines is considered to be material on an individual basis.
The estimates of mineral resources and mineral reserves at our mines and projects have been certified by a qualified person with GE21 Consultoria Mineral Ltda (“GE21”) contracted by Mineração Usiminas.
Mineração Usiminas adopted internal procedures that describe the systems and processes to effectively manage mining activities. These procedures follow industry practices, are managed by experienced and qualified technical experts, and are regularly reviewed and updated.
In the field, information is managed by experienced professionals who follow specified procedures. Data derived from exploration drilling, field sampling, process tests, and end product quality is subject to thorough sample security and integrity protocols, field and laboratory quality assurance and quality control processes, as well as data validation procedures. Quality control processes and procedures vary depending on the specific nature of the drilling, sampling program or laboratory analysis. Operational and historical data is subject to internal validation procedures. Compliance with such procedures is verified through internal database audits and spatial and statistical analyses.
Mineral resource and mineral reserve estimations are subject to normal industry risks, including metal prices, economic and market risks, metallurgical performance, and geological modeling. For geological risk, Mineração Usiminas has modeling and estimation procedures following mining industry best practices, including drilling, core logging, sampling, and density protocols. For information on risks relating to the determination of mineral resources and mineral reserves, see Item 3. “Key Information—D.Risk Factors—Risks Relating to the Mining Activities - Ternium’s reserve and resource estimates may differ materially from actually recoverable mineral quantities, or its estimates of mine life may prove inaccurate; and market price fluctuations and changes in operating and capital costs may render certain ore reserves and resources uneconomical to mine or cause Ternium to revise its reserve or resource estimates.”
Iron ore mineral reserves in Brazil
The table below details Mineração Usiminas’ estimated proven and probable iron ore mineral reserves as of December 31, 2025. The classification of the iron ore mineral reserve estimates as proven or probable reflects the variability in the mineralization at the selected cut-off grade, the mining selectivity and the production rate and ability of the operation to blend different ore types that may occur within each deposit. Mineral reserves are reported as Run of Mine (ROM). References to tons in mineral reserve figures are to wet metric tons. To be able to process compact itabirites, Mineração Usiminas would need to deploy a new project that requires new equipment and facilities and significant capital expenditures. This project is currently under analysis and has not been yet approved. For information on risks relating to this investment, see Item 3. “Key Information—D.Risk Factors—Risks Relating to the Mining Activities - Inability to complete activities required to maintain iron ore and pellets production rates over time could increase Ternium’s steel production cost.”
Iron ore mineral reserves(1) December 31, 2025 December 31, 2024
Proven Probable Total Total
Million tons Fe %(2) Million tons Fe %(2) Million tons Fe %(2) Million tons Fe %(2)
Friable itabirites 114 46 44 48 158 47 169 47
Compact itabirites 400 36 242 35 642 36 643 36
Mineração Usiminas 514 38 286 37 800 38 812 38
(1)Mineral reserves are the economically viable portion of the measured and indicated mineral resources, based on a benchmark long-term iron ore price of $85 per dry metric ton for 62% iron content CFR China. The mineral reserve reports were dated December 31, 2025. The cut-off grade was 30% Fe. Estimates were performed with the Studio NPVS 1.4.26.0 software. Mineral reserves included 30 million tons of iron ore with a 41% content of
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compact stoke piles classified as indicated. The stock piles were estimated and classified based on topography survey and channel samples. GE21 recommends a systematic sampling be carried out to confirm the quality of the compact stock pile.
(2)Represents total iron content.
The table below provides additional information on iron ore production and average estimated mine life.
Operations/Projects %Ownership (1) In Operation Since 2025 Run of Mine Production (million tons) 2025 SaleableProduction(million tons)(2) EstimatedMine Life(Years)(3)
Friable itabirites(4) 70 2011 21.5 9.2 5
Compact itabirites(5) 70 n/a n/a n/a 34
(1)Corresponds to Usiminas’ 70% interest in Mineração Usiminas.
(2)Saleable production consists of a mix of direct shipped ore, lump, sinter feed and pellet feed products which have an iron content of approximately 61%.
(3)Mine life is calculated assuming the full utilization of the concentration facilities and corresponds to the duration of ore mineral reserve estimates.
(4)Run of mine production in 2025 was 21.5 million tons and in 2024 was 20.8 million tons.
(5)To be able to process compact itabirites, Mineração Usiminas is required to deploy a new project that entails new equipment and facilities and significant capital expenditures, and estimated mine life will depend, among other factors, on actual processing capacity incorporated as part of such project. For information on risks relating to this investment, see Item 3. “Key Information—D.Risk Factors—Risks Relating to the Mining Activities - Inability to complete activities required to maintain iron ore and pellets production rates over time could increase Ternium’s steel production cost.”
Mineral reserve estimates are updated annually in order to reflect new geological information and current mine plan and business strategies. Our mineral reserve estimates are of in-place material after adjustments for mining depletion and mining losses and recoveries, with no adjustments made for metal losses due to processing. For a description of risks relating to mineral reserves and mineral reserve estimates, see Item 3. “Key Information—D.Risk Factors—Risks Relating to the Mining Activities—Ternium's reserve and resource estimates may differ materially from actually recoverable mineral quantities, or its estimates of mine life may prove inaccurate; and market price fluctuations and changes in operating and capital costs may render certain ore reserves and resources uneconomical to mine in the future or cause Ternium to revise its reserve or resource estimates.”
Mineração Usiminas’ mining leases are of sufficient duration (or convey a legal right to renew for sufficient duration) to enable all mineral reserves on the leased properties to be mined in accordance with current production schedules. Our mineral reserves may include areas where some additional approvals remain outstanding but where, based on the technical investigations we carry out as part of our mine planning process and our knowledge and experience of the approvals process, we expect that such approvals will be obtained as part of the normal course of business and within the timeframe required by the current life of mine schedule.
Changes in iron ore mineral reserve estimates (2025 versus 2024)
Friable itabirite iron ore mineral reserve estimates as of December 31, 2025 were 158 million tons on a run-of-mine basis (with an average iron grade of 47%), decreasing by 11 million tons compared to those recorded as of the end of 2024. The decrease during 2025 was due to the mineral reserve depletion in the year.
Compact itabirite iron ore mineral reserve estimates as of December 31, 2025 were 642 million tons on a run-of-mine basis (with an average iron grade of 36%), decreasing by 1 million tons compared to those recorded as of the end of 2024. The decrease during 2025 was due to the use of compact itabirite in operation or waste disposal activities.
Iron Ore Mineral Resources
Mineral Resources include a 30 million-ton stock of compact itabirite, 41% iron content, classified as indicated. Stock pile size and iron content were estimated and classified based on topography surveys and samples. GE21 recommends a systematic sampling be carried out to confirm the quality of compact stock pile. The following tables summarize
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Mineração Usiminas’ mineral resources in its active mines as of December 31, 2025. Mineral resources are reported as Run of Mine (ROM). References to tons in mineral resource figures are to wet metric tons. Mineral resources are exclusive of mineral reserves.
Iron ore measured and indicated mineral resources(1) as of December 31, 2025 December 31, 2024
Measured Indicated Measured + indicated Measured + indicated
Million tons Fe %(2) Million tons Fe %(2) Million tons Fe %(2) Million tons Fe %(2)
Friable itabirites 206 46 81 47 287 46 298 47
Compact itabirites 699 36 592 35 1,291 36 1,292 36
Mineração Usiminas 905 38 673 36 1,578 38 1,590 38
Iron ore inferred mineral resources as of December 31, 2025 December 31, 2024
Million tons Fe %(2) Million tons Fe %(2)
Friable itabirites 55 50 55 50
Compact itabirites 293 33 293 33
Mineração Usiminas 348 36 348 36
(1)The mineral resource reports were dated December 31, 2025. The cut-off grade was 20% Fe. Estimates were performed with the Studio NPVS 1.4.26.0 software.
(2)Represents total iron content.
Changes in iron ore mineral resource estimates (2025 versus 2024)
Friable itabirite iron ore mineral resource estimates as of December 31, 2025 decreased 11 million tons year-over-year to 287 million tons of measured and indicated mineral resource estimates and 55 million tons of inferred mineral resource estimates (with an average iron grade of 46% and 50%, respectively). The decrease in mineral resource estimates was due mainly to mineral resource depletion during the year. Inferred mineral resource estimates remained unchanged.
Compact itabirite iron ore mineral resource estimates as of December 31, 2025 decreased 1 million tons year-over-year to 1,291 million tons of measured and indicated mineral resource estimates and 293 million tons of inferred mineral resource estimates (with an average iron grade of 36% and 33%, respectively). The decrease in resource estimates was due to the use of compact itabirite in operation or waste disposal activities. Inferred mineral resource estimates remained unchanged.
Property, Plant and Equipment
Mineração Usiminas’ property, plant and equipment value as of December 31, 2025 amounted to $366.3 million.
Production process
Ternium specializes in manufacturing and processing finished steel products. In addition, Ternium extracts and processes iron ore and produces electricity.
Ternium’s facilities use different technologies and have different levels of integration. The basic inputs for steel production are iron ore, metallurgical coal and energy. Iron ore is used in three different formats: fines, lumps and pellets. Ternium’s steel production processes consume energy mainly in the form of natural gas, coal and electricity.
Iron ore extraction and processing. The iron production process begins with the extraction of iron ore from open pit mines owned and operated by Las Encinas and Peña Colorada in Mexico and Mineração Usiminas in Brazil. The mining process consists of removing the ore from the surface using explosives, loading it and transporting it by truck to the crushing facilities where it is crushed to a specified size.
After crushing, the ore goes through several stages of grinding and concentration. Grinding reduces the size of the ore, while concentration, using magnetic, densitometric and flotation methods, separates the iron from the tailings to
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produce iron ore concentrate. This process is carried out using water as an auxiliary element. Excess water is then recovered through a filtration process. The iron ore concentrate is then shipped to our steel mills and third parties.
After the filtering process and by leaving the necessary humidity, pellets are formed using pelletizing disks. Pellets are separated according to their size and are then hardened in ovens and shipped to the steel producing facilities.
Steel production. Ternium produces semi-finished steel in the form of thin slabs, slabs, billets and round bars through the blast furnace and the electric arc furnace methods.
Under the blast furnace method, which is used in Brazil and Argentina, iron ore pellets, lumps, sinter (a mixture of iron ore fines and limestone produced in sinter facilities) and coke (a solid residue obtained from the distillation of coal produced in coking batteries) are mixed in the blast furnaces in a process that melts and reduces the iron ore, obtaining pig iron. The molten pig iron is then mixed with steel scrap and other products in a basic oxygen furnace through a process that removes impurities from the pig iron by injecting pure oxygen at high pressure into the molten metal, burning-off carbon and other elements. The molten steel is then cast using the continuous casting method, into slabs.
Under the electric arc furnace method, which is used in Mexico and Colombia, the iron metal charge is heated with other elements to obtain molten steel. The molten steel is then cast, using the continuous casting method, into billets and thin slabs. The iron metal charge in the Apodaca and Manizales plants is steel scrap, and the iron metal charge in the Monterrey and Puebla plants is a mix of DRI and steel scrap. The DRI results from the conversion of pellets in the DRI modules. One of Monterrey’s DRI plants includes Hytemp® technology, which permits the hot discharge of the DRI to the electric arc furnace, generating significant energy savings and improving productivity.
Steel processing. Semi-finished steel is then processed into finished products using hot-rolling, cold-rolling, coating, tubing, paneling, slitting and cut-to-length facilities among other processes. In Mexico, Brazil and Argentina, Ternium processes steel slabs produced in Ternium Brazil and/or purchased in the marketplace, as in Mexico and Brazil its steel processing capacity is higher than its steel production capacity, and in Argentina its steel processing capacity utilization has been higher in recent years than its steel production capacity. Ternium may purchase hot-rolled, cold-rolled and coated products as well for further processing in its lines.
Thin-slabs, slabs and billets are processed in the hot-rolling mills in Mexico, Brazil, Argentina and Colombia to obtain hot-rolled products using different technologies. In the case of flat products, hot-rolled coils are obtained from thin or conventional slabs. Thin slab hot-rolling, a technology Ternium uses only in Mexico, requires less energy than conventional slab hot-rolling, as it does not require a roughing section at the mill and does not need to be reheated from room temperature to reach rolling temperature. In addition, in Brazil, Usiminas obtains plates from conventional slabs in a hot-rolled heavy plate line. In the production of long products, which is carried out in Mexico and Colombia, billets are reheated and taken to rolling temperature. The softened steel is processed in the rolling trains to obtain wire rods and rebars as finished long products and, depending on their final use, rebars can be further processed into stirrups and other customized shapes in our service centers in Colombia.
Depending on its final use, the hot-rolled coils are then heat-treated and/or pickled in Mexico, Brazil and Argentina, before being sent for sale as coils or cut into steel sheets. Alternatively, the hot-rolled coils may be sent to a cold-rolling mill where they are put under a deformation process at room temperature to reduce their thickness and obtain cold-rolled coils. Cold-rolled coils can be sold in crude form to the market (full hard) or processed in the reheating ovens, annealing bays and temper lines to modify their metallurgic and physical characteristics. The heat-treated products can be sold as coils or sheets or further processed by adding coatings.
Cold-rolled coils can be further processed into tinplate at Ternium Argentina’s facility (by adding a thin layer of tin), into galvanized or electrogalvanized sheets at several of Ternium’s facilities in Mexico, Argentina, the United States, Guatemala, and at Usiminas’ facilities (by adding a thin layer of zinc to the products through different processes) or into pre-painted products. Some of these products can be further processed into slitted, cut-to-length and tailor-made products according to customers’ needs at Ternium’s service centers, which are located in several countries. In addition, coated, cold-rolled and hot-rolled coils can be further processed into tubular products, such as welded pipes, insulated panels and architectural panels, among other customized products.
Sales
Net Sales
As of December 31, 2025, the company was organized into two operating segments: Steel and Mining.
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•The Steel segment includes the sales of steel products by Ternium S.A.’s subsidiaries, which comprises mainly slabs, hot and cold rolled products, coated products, roll-formed and tubular products, billets, bars and other products.
•The Mining segment includes the sales of mining products by Ternium S.A.’s subsidiaries, which comprises iron ore lumps, concentrates (sinter feed and pellet feed fines) and pellets, and encompasses the mining activities of Mineração Usiminas, Las Encinas and 50% of Peña Colorada.
For purposes of reporting geographical information, net sales are allocated based on customer's location. For further information, see note 5 to the consolidated financial statements included in this annual report.
Ternium primarily sells its steel products in Latin American countries and the southern United States, where it can leverage its strategically located manufacturing facilities to provide specialized products, delivery services to its customers and reduced freight costs. Ternium's consolidated net sales amounted to $15.6 billion in 2025, $17.6 billion in 2024 and $17.6 billion in 2023. Ternium started to consolidate Usiminas in July 2023. For further information on our net sales, see Item 5. “Operating and Financial Review and Prospects—A. Results of Operations.”
The prices of our steel products generally reflect international market prices for similar products adjusted to reflect regional conditions. We adjust prices for our products periodically in response to changes in the import prices of foreign steel, export prices, and supply and demand. For further information, see Item 5. “Operating and Financial Review and Prospects—Overview.” The actual sales prices that we obtain for our products are also subject to the specifications, sizes and quantity of the products ordered.
The following table shows consolidated net sales, for the years indicated:
Consolidated Net sales (million U.S. dollars)
For the year ended December 31,
2025 2024 2023
Steel Segment 15,041 17,220 17,281
Mining Segment 568 429 329
Total net sales 15,609 17,649 17,610
The following table shows the steel segment’s net sales and shipments, for the years indicated:
Steel Segment Net sales (million U.S. dollars) Shipments (thousand tons)
For the year ended December 31, For the year ended December 31,
2025 2024 2023 2025 2024 2023
Mexico 7,124 8,527 9,311 7,432 8,200 8,355
Brazil 3,695 4,005 2,279 3,943 3,941 2,014
Southern Region 2,326 2,401 3,569 2,180 1,806 2,271
Other Markets 1,590 1,958 1,853 1,506 1,674 1,573
Total Steel products 14,735 16,892 17,013 15,060 15,622 14,213
Other products 306 329 268
Total Steel segment 15,041 17,220 17,281
Note: other products include mainly electricity sales in Mexico and Brazil.
The following table shows the mining segment’s net sales and shipments, for the years indicated:
Mining Segment Net sales (million U.S. dollars) Shipments (thousand tons)
For the year ended December 31, For the year ended December 31,
2025 2024 2023 2025 2024 2023
Third parties 568 429 329 7,658 6,426 4,128
Intercompany 570 630 546 5,293 4,959 4,048
Total 1,138 1,059 875 12,951 11,385 8,176
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Consolidated steel products sales
Mexico
Sales to customers in Mexico accounted for 48% of Ternium’s consolidated net sales of steel products during 2025, 50% during 2024 and 55% during 2023. Most of Ternium’s Mexican customers are located near its plants. Flat steel non-coated products are mainly sold in Mexico to construction companies, industrial customers in the automotive, packaging, electric motors and service center industries, as well as distributors. The principal segments in the Mexican coated steel market are construction, automotive, home appliances and manufacturing (air conditioning, lamps and furniture). Ternium serves industrial customers, who require high-quality specifications, as well as commercial customers through service centers and warehouses. Rebar and wire rod markets in Mexico are characterized by a large number of orders of small volume, and competition is largely based on price. The customer base for bar and rod products in Mexico consists primarily of independent dealers and distributors, who in turn retail the products to their customers in the construction industry. Ternium markets its tubular products mainly through Mexican independent distributors, and the balance is sold directly to industrial customers.
Brazil
Sales to customers in Brazil accounted for 25% of consolidated net sales of steel products during 2025, 24% during 2024 and 13% during 2023. In the first half of 2023, sales in Brazil consisted mainly of steel slabs shipped to Usiminas and other steel companies. In the second half of 2023, Ternium started to consolidate Usiminas’ shipments, resulting in a significant increase in reported volumes in the country. Usiminas’ steel product sales in Brazil target the automotive industry, the construction and agriculture sectors, the tube and pipe sector (related to liquids, gas transportation and distribution networks), the capital goods sector and the home appliances sector. The customer base in Brazil consists primarily of independent SME companies and distributors, which in turn process or retail products to their customers in different market sectors. In addition, Usiminas serves large industrial customers, such as customers in the automotive industry, which require customized products and services that Usiminas can provide through its service centers and finishing facilities.
Southern Region
Sales to customers in the Southern Region (which encompasses Argentina, Bolivia, Chile, Paraguay and Uruguay) accounted for 16% of Ternium’s consolidated net sales of steel products during 2025, 14% during 2024 and 21% during 2023. The vast majority of sales in the Southern Region are made to customers in Argentina. Ternium’s sales in this region are oriented toward the construction and agriculture sectors, the automotive industry, the packaging sector (for food, paints, sprays and petrochemicals), the tube and pipe sector (related to liquids and gas transportation and distribution networks), the capital goods sector and the home appliances sector.
The customer base in the Southern Region consists primarily of independent SME companies and distributors, which in turn process or retail products to their customers in different market sectors. In addition, Ternium serves large industrial customers, such as customers in the automotive industry, which require customized products and services that Ternium can provide through its service centers and finishing facilities.
Ternium’s principal customers in the Southern Region are located near Ternium Argentina’s production facilities in Argentina. Ternium’s net sales in Argentina represent approximately 16% of our consolidated net sales. We also sell a small portion of our production to customers in Bolivia, Chile, Paraguay and Uruguay.
Other Markets
Sales to customers in other markets, which include mainly shipments to the United States, Colombia and Central America, accounted for 11% of Ternium’s consolidated net sales of steel products during 2025, 12% during 2024 and 11% during 2023. Steel customers in the United States are served directly through the Shreveport plant and through Ternium International’s Houston, Texas, commercial office. The Gulf Coast and a large portion of the West Coast in particular are regions for which our Mexican facilities have distribution advantages. Ternium’s main markets in the United States are the construction industry and the energy related sectors.
Customers in Colombia are served directly through Ternium Colombia and Ternium del Atlántico. Ternium offers a variety of customized products through its various service centers in the country. Our main local markets are the construction industry and the energy related sectors.
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Customers in Central America are served directly through Ternium’s facilities in Guatemala, El Salvador, Nicaragua and Costa Rica. Ternium offers a variety of customized products through its various service and distribution centers in the region. Ternium’s main market in Central America is the construction industry.
Consolidated mining products sales
Mineração Usiminas’ shipments of iron ore are marketed mainly to Chinese steel producers and, to a lesser extent, to other foreign and Brazilian steel producers, as well as for internal consumption at the Ipatinga facility in Brazil. Las Encinas’ and Consorcio Peña Colorada’s iron ore shipments are destined mainly for internal consumption at the Guerrero and Puebla facilities in Mexico and surpluses, if any, are destined for the international market.
Marketing
Marketing of steel products
Ternium’s marketing strategy in the steel segment is to expand higher margin value-added products and services in Ternium’s sales mix. Over time, Ternium expects to increase its offerings of value-added products, such as cold-rolled sheets and coated and tailor-made products, and services, such as just-in-time deliveries and inventory management. In order to do so, Ternium has recently increased processing capacity and is advancing the construction of new steelmaking capacity, continue to work with its customers to anticipate their needs and develop customized products for particular applications.
A principal component of Ternium’s marketing strategy is establishing lasting and close relationships with customers. This strategy allows Ternium to provide assistance to its customers in their use of steel products and to obtain information that can be applied to future product development. Ternium adapts its marketing strategy according to the different regions it serves. Its sales force specializes in different regional requirements, ranging from product specifications to transport logistics.
In order to strengthen Ternium’s positioning in regional markets and offer services to customers, Ternium manages its exports from countries where it has manufacturing facilities through a network of commercial offices. Ternium operates through strategically located subsidiaries, providing customers with services and support. Ternium has extensive experience promoting steel products. Its marketing expertise helps us expand our position in current markets and develop new ones.
Mexico
Several local and foreign steel producers direct part of their sales efforts to the Mexican market and, as a result, Ternium engages in significant marketing efforts in this country. Ternium’s steel customers in Mexico are in the construction, automotive, metal-mechanic and home appliances sectors, among other industries. In Mexico, we offer customized services through our network of service and distribution centers.
Through its service centers, located in northern and central Mexico, Ternium can cut and roll-form its products to specific client requirements. Customized products include metallic roofing, sheets and strips used in the automotive industry and cut-to-length products used in the home appliance and construction industries. Ternium has several distribution centers and commercial offices in the country, which provide services such as logistics, stock management and customer assistance, as well as analysis of businesses opportunities in their respective markets.
Ternium Mexico has a department focused on the development of small and medium-sized companies in Mexico under a program created by the Techint Group, a group of international companies controlled by San Faustin, for the development of its local customers and suppliers named Propymes. The objective of the program is to improve their competitiveness, increase their exports and allow them to substitute imports with local products. This program provides support for industrial, training and institutional requirements of the participating companies.
Ternium’s experienced sales force specializes in the needs of each market sector and focuses on value-added products and services. In this competitive and end-user oriented market, the extensive use of well-known commercial brands allows customers to clearly recognize Ternium’s products. Ternium seeks to increase its competitive advantage by providing value-added services, including the technical assistance related to steel use and production, and developing new steel products.
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Brazil
Several local and foreign steel producers direct part of their sales efforts to the Brazilian market and, as a result, Ternium’s subsidiary Usiminas engages significant marketing efforts in the country. Usiminas’ steel customers are in the automotive, construction, metal-mechanic and home appliances sectors, among other industries. In Brazil, Usiminas offers customized services through its network of service and distribution centers. Delivery services are supported by its two port terminals, and by third-party freight carriers. Usiminas’ service centers, located in the states of São Paulo, Minas Gerais, Pernambuco, Rio de Janeiro and Rio Grande do Sul, process steel coils according to customer requirements, including cut-to-length products, sheets, strips and tubes used in the automotive, civil construction, distribution, electro-electronic, machinery & equipment, home appliance and/or other industries. Usiminas seeks to increase its competitive advantages by providing value-added services, including technical assistance related to steel use and production, and developing new steel products.
Southern Region
Ternium’s sales efforts in this region are oriented toward serving the specific needs of different market sectors, such as the construction industry, the automotive industry, the home appliances sector, the packaging sector (for food, paints, sprays and petrochemicals), the agricultural equipment and capital goods sector, the tube and pipe sector (related to liquids and gas transportation and distribution), and steel processors.
Through Ternium Argentina’s service centers, Ternium can cut or roll-form its products to specific client requirements. Customized products include metallic roofing, blanks for vehicles, steel for agricultural machinery, different types of tinplate used to produce sprays and food containers, cut-to-length products used in the home appliance and construction industries, and welded pipes for the energy and construction sectors.
In this region, Ternium has commercial offices in Argentina and Uruguay. These offices provide services such as market development, analysis of businesses opportunities, and customer support in their respective countries. Propymes was implemented in Argentina in 2002, with the objective of promoting the local industry. This program provides support for industrial, training, commercial, financial, institutional and energy transition requirements of the participating companies.
Other Markets
Ternium’s finished steel customers in other markets are mainly in the construction and energy-related industries in the United States, Colombia and Central America. In Colombia and Central America, we offer customized services through our network of service and distribution centers.
Through Ternium’s facilities and service centers located in Colombia, Costa Rica, El Salvador, Guatemala, Nicaragua and the Southern United States, Ternium can cut, paint or roll-form its products to specific client requirements mainly in the construction industry. In addition, Ternium has a commercial office in Houston, Texas, which enables it to offer differentiated services to various customers.
Ternium’s shipments can also be destined to steel markets outside the Americas. Sales to Europe, Asia and Africa are carried out mainly through Ternium’s commercial office in Spain. This office is focused on trading activities, including the development of commercial and marketing activities.
Marketing of mining products
Mineração Usiminas’ mining operations supply iron ore for internal consumption at the Ipatinga facility and to third parties in Brazil, and to Chinese and other customers in the international markets. Iron ore exports are delivered at a Brazilian port terminal or, depending on agreed upon commercial terms, at the port of destination. In the domestic market, customers collect the iron ore at a Brazilian railway terminal or at the mine. Las Encinas’ and Consorcio Peña Colorada’s mining activities are mainly aimed at supplying iron ore for internal consumption at the Guerrero and Puebla facilities in Mexico. Surplus production of iron ore, if any, is commercialized to third parties.
Competition
Steel
The steel industry operates predominantly on a regional basis, with large industry participants selling the bulk of their steel production in their home countries or regions, where they have natural advantages and are able to more effectively market value-added products and provide additional customized services. International trade of steel is also
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relevant, despite the limitations associated with transportation costs, as well as the restrictive effects of protective tariffs and other trade restrictions. Historically, several large steel manufacturers have merged with each other or acquired steel companies in other parts of the world. This wave of consolidation has resulted in a number of large, global producers with significant operations in several regions and/or continents, contributing to the increasing globalization of the steel industry. Considered as a whole, however, the steel industry still remains considerably fragmented, compared with market conditions characterizing certain of our suppliers and customers, e.g. iron ore suppliers and the automotive industry.
The steel industry has been steadily consolidating over the past decades, including Ternium and some its competitors. However, the global steel market remains highly fragmented. In 2024, the most recent year for which statistics are available, the five largest steel producers, China Baowu Group, ArcelorMittal, Ansteel Group, NSC and HBIS Group, accounted for 18% of total worldwide steel production, compared to 15% for the five largest steel producers in 2000.
Historically, steel prices have exhibited significant volatility. Events that contribute to continuously volatile steel price cycles include spikes and decreases in raw material prices, new steelmaking capacity additions (at a pace higher than steel demand growth), the idling and restart of steelmaking capacity and adverse economic conditions. In the United States, for instance, prices of hot-rolled coils bottomed in 2020 to $485 per ton, peaked at $2,135 per ton in 2021, and then showed significant volatility. As of the end of 2025, the hot-rolled coils price in the United States was $1,014 per ton.
Mexico
Ternium competes in the Mexican steel market with domestic, US and other foreign steel producers. According to the Mexican chamber of the iron and steel industry (Cámara Nacional de la Industria del Hierro y el Acero, or "Canacero"), imports of finished flat steel products into Mexico accounted for approximately 8.9, 10.3 and 10.2 million tons in 2025, 2024 and 2023, respectively.
Domestic competitors in the flat products market, some of which are also customers, are ArcelorMittal with a hot-rolling mill; Galvasid S.A. de C.V. (controlled by Grupo LM), a producer of galvanized and pre-painted coils; Zincacero S.A. de C.V. (controlled by Grupo Villacero), a producer of galvanized and pre-painted coils; Posco, a Korean steel company with a galvanizing facility; NUCOR-JFE, a joint venture between Nucor Corporation and JFE Steel Corporation that operates a galvanizing facility; Talleres y Aceros S.A. de C.V., or TYASA, which has a flat steel Castrip® mill, a reversing cold-rolling mill and a galvanizing facility; and Grupo Acerero S.A. de C.V., or GASA, which operates a plate mill. U.S. tariff measures on Mexico’s steel exports have led to the diversion of products once destined for the U.S. market into the domestic market, thereby intensifying competitive pressures within the country.
Our largest foreign competitors in the flat products market are ArcelorMittal-NSC, a joint venture between ArcelorMittal and NSC that operates a plant in Calvert, Alabama, US; Nucor Corporation; Steel Dynamics Incorporated, US Steel, Cleveland Cliff Inc and Posco.
In the rebar market, Ternium has several competitors, some of the most important are Deacero, ArcelorMittal, Grupo Simec, controlled by Grupo ICH, TYASA, GASA and Gerdau Corsa. In the low-carbon wire rod market, Ternium’s main competitors are Deacero, ArcelorMittal and, to a lesser extent, TYASA, GASA and Simec.
In the small diameter welded pipe market, Ternium’s main competitors, which are also customers, are Productos Laminados de Monterrey S.A. de C.V., or Prolamsa and Grupo LM. Orders in this market are usually small and cover a wide range of product specifications.
Brazil
Usiminas competes in the Brazilian steel market with domestic and foreign steel producers. Usiminas’ largest competitors in Brazil are ArcelorMittal, which has flat steel integrated and downstream facilities in the states of Espírito Santo and Santa Catarina; CSN, which has flat steel integrated and downstream facilities in the state of Rio de Janeiro and Paraná; and Gerdau S.A., which has flat steel integrated operations in the state of Minas Gerais, producing a wide variety of flat steel products. Flat steel imports in Brazil are mainly of Chinese origin, which, according to the Brazilian foreign trade statistics agency, accounted for approximately 70% of total imports in 2025. According to the Brazilian steel institute (Instituto Aço Brasil), imports of finished flat steel products into Brazil were approximately 4.0, 3.2 and 3.0 million tons in 2025, 2024 and 2023, respectively.
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Southern Region
Within the Southern Region, Argentina accounts for the majority of Ternium’s sales. Ternium Argentina is the main producer of flat-rolled steel products in Argentina. Its main competition in the Argentine flat steel market are imports, particularly from Brazil. In addition, Ternium participates in the neighboring flat steel markets of Paraguay, Bolivia, Chile and Uruguay.
Other Markets
Within other markets, Ternium’s most significant markets for finished steel products are the southern United States, Colombia and Central America.
Through its Colombian subsidiaries, Ternium is the main flat steel processor in the country and is also one of the main long steel producers. Its main competitors in the Colombian steel market are Acerías Paz del Río, Diaco, Acerías de Colombia, Siderúrgica Nacional and Siderúrgica del Occidente, and it also faces competition from imports.
Ternium has a small participation in the U.S. steel market in comparison with U.S. domestic steel manufacturers. It successfully competes in the Gulf Coast and in a large portion of the West Coast where its facilities have logistical advantages.
Ternium maintains a significant position in the coated flat steel market of Central America, supported by logistical advantages provided by nearby facilities located in Costa Rica, El Salvador, Guatemala, Nicaragua and Mexico. In addition, Ternium keeps a presence in other markets in the Americas.
Mining
The majority of iron ore supplies to the international seaborne market come from Australia and Brazil, from the major global miners Vale, Rio Tinto BHP Billiton, Fortescue Metals Group and Anglo American, as well as from iron ore junior companies in these countries. Other iron ore producers are CSN and Gerdau in Brazil and ArcelorMittal in Brazil and Mexico. These companies are, at the same time, major steel producers and iron ore consumers. A share of the iron ore obtained by steelmaking companies in Brazil is made available for sale in the local and export markets. There are also other small Brazilian iron ore mining companies that sell their production mostly to local steel-making operations. In Mexico, only a small portion of the iron ore obtained by steelmaking companies is made available for sale in the Mexican or export market. There are also other small Mexican iron ore mining concessionaires that sell their production mostly to local steel-making operations.
Capital Expenditure Program
The main objectives of Ternium’s current capital expenditure program are to:
•increase steel production and processing capacity;
•increase product range;
•reduce production costs;
•replace equipment;
•improve product quality, equipment reliability and productivity;
•provide enhanced customer services;
•comply with applicable safety and environmental standards; and
•advance Ternium’s decarbonization roadmap.
Capital expenditures amounted to $2.5 billion in 2025 and $1.9 billion in 2024. In 2023, capital expenditures amounted to $1.5 billion, including the consolidation of Usiminas’ capital expenditures since July 2023. The main projects are described below.
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Steel
Mexico. During 2025, capital expenditures in Ternium Mexico’s steel operations and Tenigal amounted to $2.0 billion, mostly related to the following projects:
•New downstream facilities at the Pesquería Industrial Center. During 2025, Ternium Mexico advanced the construction of new facilities in this industrial center. In the first quarter of 2026, we completed this project with the start-up of a new galvanizing line and a new cold-rolling mill, which have annual production capacities of 0.6 and 1.6 million tons, respectively. This followed the start-up of a 550 thousand tons per year pickling line and a finishing center.
•New upstream facilities at the Pesquería Industrial Center. Ternium Mexico made progress with the construction of a new steel mill, including an electric-arc-furnace-based steel shop with an RH degasser and a slab caster with two lines with total annual production capacity of 2.6 million tons and a DRI module with annual production capacity of 2.1 million tons. We expect to start-up these facilities by the end of 2026.
•Other projects. During 2025, Ternium Mexico advanced various environmental and safety projects in its facilities. Of note in the Churubusco unit, we continued advancing key improvement initiatives, including the replacement of the tanks and the revamping of two pickling lines, as well as the replacement of a crane. In the Guerrero unit, we made progress with an initiative to enhance the electric arc furnace’s oxygen and lime injection system, with the installation of aspiration systems and the implementation of the control and regulation system for the direct reduction facilities. In the Puebla unit, we continued improving reliability and process performance through the installation of a new loop former with a pinch‑roll system and an upgraded operational logic design.
Brazil. During 2025, Ternium Brasil’s capital expenditures in its Rio de Janeiro facility amounted to $136 million and Usiminas’ capital expenditures in its steel operations amounted to $186 million, mostly related to the following projects:
•Usiminas’ pulverized coal injection (“PCI”) project. This new equipment will feed blast furnace #3. Expected to be operational in the short term, this new equipment will allow for the partial replacement of coke with PCI to improve the blast furnace efficiency.
•Usiminas’ coke plant #2. Usiminas is carrying out hot repair activities in battery #3 to gradually increase its productivity. This project is expected to be completed in 2028.
•Usiminas’ new gas storage facility. Usiminas is carrying out the construction of this new facility for the storage of by-product gases. Expected to be operational in 2027, this new facility will enhance productivity by optimizing the utilization of by-product gases and reduce the consumption of natural gas.
•Usiminas’ environmental and safety projects. During 2025, Usiminas advanced various environmental and safety projects in its facilities aimed at improving environmental and safety conditions throughout its main facilities.
•Other projects at the Rio de Janeiro unit. During 2025, we made progress in the development of several projects aimed at improving product quality and equipment reliability, reducing costs, and improving environmental and safety conditions. These projects included the incorporation of new regenerators in the blast furnaces, to mitigate equipment degradation and ensure operational stability; the pre-assembly of a converter shell, along with its fixed hood and duct, to increase the reliability of steelmaking operations; works to improve and increase the capacity of the scrap yard; the deployment of an automated slab surface inspection system at the continuous casters; and the gradual implementation of a cast house dust‑collection system, and the structural rehabilitation of the converter pits.
Argentina. During 2025, Ternium Argentina’s capital expenditures in its facilities amounted to $126 million, mostly related to the following projects:
•New wind farm mill in the Province of Buenos Aires. Inaugurated in the fourth quarter of 2024, Ternium Argentina completed works in these facilities during the first quarter of 2025. With nominal power capacity of 99 megawatts, the new wind farm facility has enabled Ternium Argentina to replace most of the electricity purchased from third parties for its operations in the country.
•Other projects. During 2025, at the San Nicolás unit we made progress on the construction of a new transformer substation to strengthen power‑supply reliability; the repair and refurbish of the blast furnace gas holder piston, to secure stable operation; and in upgrading the main motors and power drive systems of the cold rolling mill. At the Canning unit, we made progress on the installation of a premelt pot for the galvanizing line.
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Mining
During 2025, Mineração Usiminas’ capital expenditures amounted to $19 million. Investments at Mineração Usiminas focused on the acquisition and replacement of mining equipment, studies in connection with the implementation of the Compactos Project and projects to support current operations.
Las Encinas’ capital expenditures amounted to $64 million in 2025, mainly related to preparation works at the iron ore body in the Aquila mine and exploration drilling aimed at enhancing the reliability and confidence of mineral resources and reserves.
Ternium’s share in Consorcio Peña Colorada’s capital expenditures amounted to $73 million in 2025, mainly related to preparation works at the iron ore body in the Peña Colorada mine, progress made in the construction of a filtration and dry stacking plant, the acquisition of mining equipment and reinforcement works at a tailings dam.
2026 Capital Expenditures
Ternium’s capital expenditures in 2026 are expected to be between $1.9 and $2.1 billion. The main capital expenditure projects during 2026 will relate to the following:
•New facilities at the Pesquería Industrial Center. During the first quarter of 2026, we inaugurated a new cold-rolling mill and a new galvanizing facility. By year-end 2026, we expect to inaugurate a new steel shop.
•Usiminas’ coke plant #2. During 2026, we expect Usiminas to make progress on the hot repair of battery #3 and, in addition, advance the pad up of battery #4, a project expected to be completed in 2029.
•Usiminas’ PCI project. We expect this project to be completed during 2026.
•Usiminas’ new gas storage facility. During 2026, we expect Usiminas to make progress in the construction of this facility.
•Several projects aimed at further improving environmental and safety conditions throughout our main facilities.
Raw Materials, Slabs, Energy and Other Inputs
The main inputs for Ternium’s facilities are the following: in Mexico, slabs, iron ore, steel scrap, electricity and natural gas; in Brazil and Argentina, iron ore and metallurgical coal; and in Colombia, steel products, steel scrap and electricity. Below is a more complete description of the supply conditions for raw materials, slabs, billets, energy and other inputs at Ternium’s facilities in these countries. For a description of some of the risks associated with Ternium’s access to raw materials, slabs, energy and other inputs, see Item 3. “Key Information—D. Risk Factors—Risks Relating to the Steel Industry—Price fluctuations, shortages or disruptions in the supply of raw materials, slabs, energy and other inputs could adversely affect Ternium’s profitability and —Risks Relating To Ternium's Business—The physical risks resulting from climate change, including extreme weather conditions and shifts in weather patterns may adversely impact Ternium’s business, results of operations and net worth.”
Ternium Mexico and Tenigal
In Mexico, the manufacturing of finished steel products relies on the supply of crude steel from its steelmaking facilities, which are based on the EAF technology, and on the purchase of steel slabs from third parties or from other Ternium subsidiaries. The mini-mill technology melts a variable combination of DRI and steel scrap to produce thin slabs, billets and round bars. The production process in Mexico requires extensive use of natural gas and electricity. Purchased slabs are the largest component of production costs; iron ore, scrap, electricity and natural gas costs are also significant.
Slabs. Ternium’s Mexican subsidiaries have some non-integrated steel processing facilities that consume large quantities of slabs purchased from third-party suppliers or from Ternium Brasil and, from time to time, Ternium Argentina. Slab consumption could vary significantly from year to year in accordance with market conditions. Our Mexican subsidiaries purchased, either from third parties or from other Ternium facilities, 4.6 million, 5.8 million and 6.2 million tons of slabs in 2025, 2024 and 2023, respectively. Slab purchase prices are market-based. A new wave of international sanctions against Russian steel companies that have not been affected by current sanctions in connection with the Russia-Ukraine war could result in increased restrictions in the availability of steel slabs for Ternium Mexico's operations.
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Iron ore. As described under “—Production Facilities and Processes—Mining Production Facilities” above, in Mexico Ternium owns interests in two mining companies: 100% of the equity of Las Encinas and a 50% equity stake in Consorcio Peña Colorada. Under our arrangement with Consorcio Peña Colorada, we are committed to off-take 50% of the annual production of the Peña Colorada mine. In 2025, 3.3 million tons of iron ore were shipped from these two companies to Ternium’s Mexican steel production facilities. In addition, from time to time, we purchase iron ore pellets from third parties. On average, we consume approximately 1.0 ton of iron ore to produce one ton of crude steel at our EAF facilities in Mexico.
Steel scrap. We source steel scrap from the Mexican market, through Ternium’s own steel scrap collecting and processing operations, and from the U.S. market. Steel scrap is purchased at market prices. On average, we consume approximately 0.5 tons of scrap to produce one ton of crude steel at our mini-mill facilities in Mexico.
Electricity. Electric arc furnaces consume large quantities of electricity. In Mexico, Ternium purchases electricity from Techgen S.A. de C.V., or Techgen, and CFE. Techgen owns a natural gas-fired combined cycle power plant in the Pesquería area of the State of Nuevo León, Mexico. Techgen is a joint venture company in which Ternium participates, and it contracts 78% of Techgen’s capacity of approximately 900 megawatts, or MW. As the capacity contracted by Ternium is significantly higher than the capacity currently required, Ternium resells unused electricity to the Mexican market. For further information on the Techgen investment, see “—C. Organizational Structure—Other investments—Techgen”. On average, we consume approximately 0.7 megawatts-hour, or MWH of electricity to produce one ton of crude steel at our mini-mill facilities in Mexico.
Natural gas. Natural gas is mainly used as a reducing agent for the production of DRI and for the reheating of slabs and billets before the hot-rolling process. Ternium has secured natural gas transportation capacity with Kinder Morgan and with Centro Nacional de Control del Gas Natural, the Mexican national center for natural gas control, on a private pipeline connecting the Pesquería Industrial Center with natural gas resources in the United States and on the Mexican natural gas transportation grid (Sistema de Transporte y Almacenamiento Nacional Integrado de Gas Natural), respectively. Ternium has also natural gas distribution agreements with Gas Industrial de Monterrey S.A. de C.V. ("GIMSA"), Compañía Mexicana de Gas S.A. de C.V. and Naturgy Mexico S.A. de C.V.
In addition, Ternium has two-year renewable agreements with NEG Natural S.A. de C.V. ("NEG"), a subsidiary of Mexican conglomerate ALFA, and with Maquarie Energy Mexico S. de R.L. de C.V. to supply natural gas to Ternium’s facilities in the Monterrey area of Mexico and to the Puebla unit, respectively. Natural gas prices in Mexico are mainly based on the Houston Ship Channel reference price plus transportation, distribution and service costs depending on the location of the delivery points in Mexico. On average, we consume approximately 8.3 million btu of natural gas to produce one ton of crude steel at our mini-mill facilities in Mexico.
Usiminas
Usiminas produces crude steel through the use of blast furnace technology. Usiminas’ manufacturing of finished steel products relies on the supply of steel slabs from its upstream facilities, and on the purchase of steel slabs from third parties and from Ternium Brasil. The principal raw materials used to produce steel are iron ore, metallurgical coal, pulverized coal and coke. The manufacturing process also requires significant quantities of electricity and natural gas.
Slabs. Usiminas has non-integrated steel processing facilities that consume large quantities of slabs. In addition, Usiminas’ integrated operations may require the purchase of slabs for downstream processing, to supplement its own production of crude steel, as it did in 2023 when its main blast furnace went through a relining process. Slab consumption can vary significantly from year to year in accordance with market conditions. Usiminas purchased and processed, either from third parties or from Ternium Brasil, 1.6 million, 1.6 million and 2.2 million tons of slabs in 2025, 2024 and 2023, respectively. Slab purchase prices are market-based.
Iron ore. As described under “—Production Facilities and Processes—Mining Production Facilities” above, Usiminas has a 70% equity participation in Mineração Usiminas. In 2025, 2.0 million tons of iron ore were shipped from Mineração Usiminas to Usiminas’ steel production facilities, representing 45% of its iron ore requirements. In addition, Usiminas purchases 0.5 million tons of iron ore pellets from third parties. Usiminas’ geographic location provides favorable access to high quality iron ore produced in Brazil’s iron ore mines in the southeast region. Usiminas consumes approximately 1.6 tons of iron ore to produce one ton of crude steel.
Metallurgical coal and related materials. Usiminas obtains its coke through the distillation in its coke ovens of metallurgical coal and petroleum coke. The facilities require different types of coal to produce coke. Usiminas also purchases other coal qualities, able to be injected in the blast furnace, and coke. Coal and coke are purchased under
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long-term contracts and on the spot market from several major international suppliers based mainly in Australia, United States, Japan and Indonesia. Prices under contracts are determined in accordance with market conditions. Petroleum coke is purchased from Petróleo Brasileiro S.A., or Petrobras. Usiminas consumes approximately 0.5 tons of metallurgical coal and third-party coke to produce one ton of crude steel.
Electricity. Usiminas consumes large quantities of electricity for its manufacturing activities. A share of the electricity required by Usiminas is self-generated on site in its thermoelectric plant, which has an installed power capacity of 130 MW. This thermoelectric plant uses steam primarily generated from co-product gases obtained in the steelmaking process (blast furnace, coke oven gases and steel shop) enriched with natural gas. Actual power generation depends on the volume of co-product gases provided by the production process.
Usiminas purchases additional electricity to meet its requirements mainly from Engie Brasil Energia, Companhia Energética de Minas Gerais, or CEMIG, ENEL Brasil, CTG and Canadian Solar Brasil, under take-or-pay contracts that remain in effect until 2026. In addition, Usiminas’ Cubatão facility purchases electricity from CEMIG under a long-term supply agreement expiring in 2030. Also, Usiminas has a long-term supply agreement with renewable energy producer Canadian Solar Brasil for the supply of electricity, currently representing 19% of Usiminas’ consumption, that expires in 2039. Usiminas consumes approximately 2.200 GWh/year of electricity.
Natural gas. Usiminas also consumes substantial volumes of natural gas, mainly to operate its steel plant and also to generate electricity in its thermoelectric plant in order to supply priority areas in the event of a power grid supply failure. Usiminas has a natural gas supply contract with Petrobras expiring at year-end 2027. In addition, Usiminas has one-year renewable natural gas distribution agreements with Companhia de Gas de Minas Gerais, or GASMIG, and Companhia de Gás de São Paulo, or COMGÁS. Usiminas consumes approximately 35.000 MMBTU/day of natural gas.
Other inputs. At Usiminas’ facilities, White Martins Gases Industriais owns and manages on-site plants from where it supplies industrial gases for the steelmaking process under long-term agreements expiring in 2032. White Martins Gases Industriais also supplies hydrogen through road transportation for Cubatão’s cold-rolling process, under a long-term agreement expiring in 2027. Messer Gases Brasil supplies hydrogen through road transportation for Ipatinga’s cold-rolling and galvanizing processes, under a long-term agreement expiring in October 2026.
Ternium Brasil and Ternium Argentina
Ternium Brasil and Ternium Argentina produce crude steel through the use of blast furnace technology. The principal raw materials used to produce steel are iron ore, metallurgical coal and, in Ternium Brasil, pulverized coal. The manufacturing process also requires significant quantities of electricity and natural gas.
Iron ore. Iron ore is purchased under long-term agreements from suppliers in Brazil. Prices under these contracts are determined in accordance with market conditions. Our main suppliers of iron ore, in the form of lumps, pellets and sinter feed fines, are LHG Mining Corumba S.A., Vale, Samarco Mineração S.A. and Vetria Mineração S.A. Our geographic location in Brazil provides favorable access to high quality iron ore pellets, lumps and fines produced in Brazil’s iron ore mines in the Southeast Region mainly, and our geographic location in Argentina provides favorable access to high quality iron ore lump and fines produced in Brazil’s iron ore mines in the Pantanal Region (Mato Grosso do Sul state). In addition, Ternium Argentina’s steelmaking facility receives iron ore pellets and fines from ports located on Brazil’s ocean coast. We consume approximately 1.5 tons of iron ore to produce one ton of crude steel in Ternium Brazil and approximately 1.4 tons of iron ore to produce one ton of crude steel in Ternium Argentina.
Metallurgical coal and related materials. Ternium Brasil and Ternium Argentina obtain their coke through the distillation in their coke ovens of metallurgical coal and petroleum coke. The facilities require different types of coal to produce coke. In addition, Ternium Brasil purchases other coal qualities to inject in the blast furnace. Coal is purchased under short-term contracts and on the spot market from several major international suppliers based mainly in Australia and the United States. Prices under contracts are determined in accordance with market conditions. We purchase petroleum coke produced by oil companies in Argentina and Brazil. The volume purchased from each supplier mainly depends on the technical quality requirements of the blast furnace operations. We consume approximately 0.7 tons of metallurgical coal, pulverized coal and imported coke to produce one ton of crude steel in Ternium Brazil and 0.5 tons of metallurgical coal and petroleum coke to produce one ton of crude steel in Ternium Argentina.
Electricity. Ternium Brasil and Ternium Argentina consume large quantities of electricity for their manufacturing activities. The electricity required by Ternium Brasil is self-generated on site by its thermoelectric plant with an installed power capacity of 490 MW, with excess electricity production sold in the Brazilian wholesale market. Most
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of the electricity required by Ternium Argentina is self-generated on site in the San Nicolás unit by a wholly-owned thermoelectric plant with an installed power capacity of 108 MW and by a wind farm located in Olavarría, Buenos Aires Province, with a nominal power capacity of 99 MW. The thermoelectric plants use steam primarily generated from co-product gases obtained in the steelmaking process (blast furnace and coke oven gases). Additional fuel requirements are covered with natural gas.
Natural gas. Ternium Brasil and Ternium Argentina also consume substantial volumes of natural gas, particularly to operate their steel plants and power generation facilities. Ternium Brasil purchases natural gas at market prices from Companhia Distribuidora de Gás do Rio de Janeiro, or CEG. Ternium Brasil has a natural gas transportation and distribution agreement with CEG that is automatically renewed every year. We consume approximately 0.3 million btu of purchased natural gas to produce one ton of crude steel in Brazil.
Ternium Argentina purchases natural gas at market prices mainly from Tecpetrol, in which San Faustin holds a controlling interest, Pluspetrol S.A., and several natural gas traders. The supply of natural gas to industrial users, including Ternium Argentina, may become economically unviable during periods of high demand. This situation could lead to higher production costs and/or a moderate reduction in steel production rates during those times. For its San Nicolás facility, Ternium Argentina has a long-term natural gas transportation agreement with Transportadora de Gas del Norte S.A., or TGN, and a renewable one-year natural gas distribution agreement with Litoral Gas S.A., or Litoral Gas. TGN and Litoral Gas are companies in which San Faustin holds significant but non-controlling interests. For its other facilities, Ternium Argentina’s natural gas transportation and distribution needs are covered by the corresponding regional distributors Camuzzi Gas Pampeana S.A., Metrogas S.A. and Naturgy BAN S.A. We consume approximately 4.6 million btu of purchased natural gas to produce one ton of crude steel in Argentina.
Other inputs. Ternium Brasil and Ternium Argentina have on-site oxygen, nitrogen and argon separation plants in order to extract these gases for use in the steelmaking process. Ternium Brasil’s separation plants are managed by a consortium formed by Air Liquide Brasil Ltda., AirSteel Ltda., White Martins Gases Industriais Ltda., White Martins Steel Ltda. and ThyssenKrupp MinEnergy GmbH under a long-term contract for the supply of air, oxygen, nitrogen and argon. Ternium Argentina’s separation plants are managed by Air Liquide Argentina S.A. under a long-term contract for the supply of oxygen, nitrogen and argon.
Colombia
In Colombia, Ternium’s manufacturing of finished steel products relies on three sources: (a) the production of steel in its steelmaking facilities, which are based on the electric arc furnace technology; (b) the purchase of steel billets to be processed in its steel bar and coil mill; and (c) the purchase of steel products, both from our overseas subsidiaries and from third parties. The electric arc furnace technology melts steel scrap to produce steel billets, which are then rolled into various long products. The production process requires extensive use of electricity. Steel products are the largest component of production costs; scrap and electricity costs are also significant.
Semi-finished and finished steel products. The operations in Colombia include non-integrated facilities that process steel supplied by Ternium’s overseas subsidiaries and semi-finished and finished steel purchased from third-party suppliers procured in the domestic and international markets. We purchased from third parties approximately 395,400 tons of semi-finished and finished steel products in 2025, 516,500 tons in 2024 and 263,900 tons in 2023.
Steel scrap. Scrap is the main raw material for producing steel in our steelmaking facilities in Colombia. Ternium sources 100% of its steel scrap needs from the local scrap market. We consume approximately 1.1 tons of scrap to produce one ton of crude steel in Colombia.
Electricity. Manizales is our main electricity consuming unit in Colombia, mainly due to its electric arc furnace-based steel production operations. Manizales purchases electricity from Isagen S.A. E.S.P., a Colombian power company, under a supply contract expiring in December 2028. The electricity price is based on a fixed rate adjusted by the wholesale price index. We consume approximately 0.6 MWH of electricity to produce one ton of crude steel in Colombia.
Product Quality Standards
Ternium develops its products and services under a philosophy of continuous improvement, with a strong commitment to excellence in the internal quality control of its products and processes. It’s products are manufactured in accordance with proprietary standards, customer requirements, and the specifications established by internationally recognized standardization entities, including the International Organization for Standardization (ISO), the American Society for Testing and Materials (ASTM), European Standards (EN), Japanese Industrial Standards (JIS), the Society of
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Automotive Engineers (SAE), the American Petroleum Institute (API) and the American Society of Mechanical Engineers (ASME). Ternium holds product certifications based on international or local standards, in accordance with the requirements of the markets it serves.
In addition, Usiminas’ steel products for the naval industry are approved by recognized certifying entities such as the American Bureau of Shipping, Det Norske Veritas, Korean Register of Shipping, Nippon Kaiji Kyokai, and Lloyd’s Register; and steel products for structural and pressure vessels are certified by institutions such as TÜV NORD, the Argentine Normalization and Certification Institute and the Argentine Industrial Technology National Institute.
Ternium has a Quality Management System, or QMS, and continuously improves its effectiveness in compliance with the requirements of the applicable ISO 9001:2015 and IATF 16949:2016, the latter focusing on the automotive sector, and other specific requirements. Ternium’s QMS operates with aligned strategies, objectives and criteria throughout Ternium’s subsidiaries. Annual audits are carried out to keep the ISO multisite certification, with Bureau Veritas Certification auditing the QMS of Usiminas and Lloyd’s Register Quality Assurance auditing the QMS of other Ternium’s subsidiaries.
Ternium’s metallurgical testing laboratories are accredited for the performance of various relevant technical tests in accordance with ISO/IEC 17025:2017 General Requirements for the Competence of Testing and Calibration Laboratories or equivalent standards.
Ternium has in place a Product Safety Management program in accordance with IATF 16949:2016, encompassing steel products incorporated at safety components of vehicles. This program aims to contribute to the automotive industry’s goal of preventing large-scale product recall events.
Research and Development; Product Development
Ternium’s research and development efforts focus on expanding our portfolio of advanced steel products, working closely with customers to design and develop steel-based components, and exploring innovative technologies aimed at decarbonizing and increasing the circularity of our operations.
We operate research centers in Mexico, Brazil, and Argentina, where we conduct product performance testing and production process simulations. In Mexico, Ternium Lab, our research and development hub, offers advanced capabilities including physical modeling, industrial process simulation, robotic testing, full-scale welding processes and material characterization. Ternium Lab collaborates closely with automotive customers’ development centers, providing access to steel product performance data through design software, covering parameters such as weldability, deformation, and energy absorption.
At our facilities in Pesquería, we also operate a component design laboratory that performs digital simulations of stamping and welding tests. Additionally, we have a state-of-the-art continuous galvanizing simulator capable of replicating the entire galvanizing process to evaluate the performance of new coatings.
Our internal research and development initiatives are reinforced by participation in global networks of industrial consortia, universities, and research institutions. As part of the Steel E-Motive initiative, sponsored by WorldAutoSteel, we aim to position steel as a key material for cost-effective, safe, and sustainable autonomous electric vehicles. The project focuses on the use of advanced high-strength steels in future vehicle architecture.
In 2025, Ternium developed a new family of high-strength galvanized steel products in medium-thickness coils, suitable for structural parts of medium and heavy vehicles. Trial batches were produced at our galvanizing simulator. Ternium also developed a patented battery support box for automotive customers. This component offers cost and safety advantages compared to aluminum-based alternatives, with only a minimal increase in weight. In addition, for heavy transportation applications the company introduced a new family of high-strength steels, delivering improved performance in terms of stamping tolerance and material fatigue resistance.
For the Vaca Muerta formation in Argentina, the company continues to develop API-grade steels in Argentina and Brazil to meet the growing demand for infrastructure supporting shale oil and gas production.
In addition, we are advancing the research and development of a new family of steel designed for the manufacture of pipelines for carbon dioxide transportation. In coordination with Tenaris, this initiative seeks to meet the growing
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demand for infrastructure supporting carbon capture and storage—one of the emerging pathways toward decarbonizing the economy. As part of this project, the first steel casts were successfully completed in Brazil.
The start-up Tulum Energy, in collaboration with Tenova, is installing a pilot plant at Pesquería to produce turquoise hydrogen through methane pyrolysis. This innovative process generates hydrogen and solid carbon from natural gas, without carbon dioxide emissions. To ensure sustainability, Ternium is developing and testing solid carbon–based co-products for industrial applications at its new briquetting laboratory.
In addition, Ternium is developing a new co-product derived from slag generated by electric arc furnaces, aimed at facilitating recycling. Having been validated at laboratory scale, this co-product is expected to undergo field validation this year as a component in asphalt production.
For the operation of blast furnaces, Ternium is working in Brazil on a new automatic assistance system. Powered by artificial intelligence, the system will provide early alerts of operational deviations by continuously analyzing load and temperature parameters.
In addition, Ternium is in the concept and engineering stage of a new coke treatment plant in Argentina. The facility would produce coke with lower moisture content, positively impacting blast furnace productivity, energy consumption, and greenhouse gas emissions.
Regulations
Environmental, Social and Governance Regulations
We are subject to a wide range of local, provincial and national laws, regulations, permit requirements and decrees relating to environmental, social and governance matters, including laws and regulations relating to climate-change mitigation, use of resources, hazardous materials and radioactive materials, air emissions, water discharges and waste management; legislation on human rights and modern slavery; human capital, including equal opportunity, gender and disabilities equality, working conditions, work-life balance, and labor market access; and applicable rules on internal control and risk management, anti-corruption, business partner relationship management and other governance issues. For more information on the company’s governance practices and applicable regulations, see Item 6 “Directors, Senior Management and Employees” and Item 16G. “Corporate Governance”.
These regulations have been evolving over the past years and are expected to continue to evolve in the future, with related laws and regulations becoming increasingly complex and expensive to implement.
Laws and regulations protecting the environment have become increasingly complex and more stringent, leading to increased compliance costs. Environmental requirements vary from one jurisdiction to another adding complexity to the operations of companies with activity in multiple countries, such as Ternium. In addition to laws, regulations and policies aimed at enhancing transparency and promoting sustainability-related practices, there has been an increase in regulatory activity against climate and diversity-related initiatives in certain countries, which has led and may continue to lead to new laws, regulations and policies seeking to limit, discourage or prohibit such initiatives.
The Paris Agreement, adopted at the 2015 United Nations Climate Conference, sets out the global framework to limit the rising temperature of the planet and to strengthen the countries’ ability to deal with the effects of climate change. In order to achieve carbon neutrality by the year 2050, the European Commission has laid out several action plans, such as the EU climate adaptation strategy, sustainable finance policies and the raw materials alliance. The CSRD introduced detailed sustainability reporting requirements for large companies, requiring them to regularly disclose information on their environmental, social, and governance impact. On February 26, 2025, the European Commission put forward the Omnibus I and Omnibus II simplification packages, aimed at reducing administrative burdens, cutting red tape, and boosting EU competitiveness in the sustainability regulatory framework. Omnibus I proposed substantive amendments to the CSRD and to the Corporate Sustainability Due Diligence Directive, significantly narrowing their scope and simplifying reporting obligations. Omnibus II complemented these efforts by targeting simplifications to the CBAM and the InvestEU Regulation. On February 24, 2026, the Council of the EU gave its final approval to the Omnibus simplification package, formally signing off the simplification of sustainability reporting and due diligence requirements. EU Member States are required to transpose the CSRD-related amendments into national law by March 19, 2027.
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The ultimate impact of complying with ESG regulations, in particular with applicable environmental regulation, is not always clearly known or determinable because certain laws and regulations have been evolving in the past years or are under constant review by competent authorities. Failure to comply with any legislation, regulation or policy, including as a result of good faith interpretations that may differ from those taken by enforcement authorities in relevant jurisdictions, could lead to substantial fines, regulatory sanctions, reputational damage and operational changes. In addition, increasing public awareness on environmental matters put pressure on governmental authorities to adopt measures or take initiatives that show concern for such matters, including by inspecting, monitoring or sanctioning local industries. The expenditures required to comply with environmental laws and regulations, including site or other remediation costs, or costs incurred from potential environmental liabilities, could have a material adverse effect on our financial condition and profitability. While we incur and will continue to incur expenditures to comply with applicable laws and regulations, there always remains a risk that environmental incidents or accidents may occur that may negatively affect our reputation or our operations.
For more information on the impact of climate change legislations and increasing regulatory requirements, see Item 3.D. “Key Information – Risk Factors - Certain Regulatory Risks and Litigation Risks – The cost of complying with environmental regulations, potential product and environmental liabilities in a context of increasing environmental awareness, as well as governmental measures driven by social pressure to address environmental concerns, may affect Ternium’s steel production or processing operations, or may increase Ternium’s operating costs, negatively impacting Ternium’s business, financial condition, results of operations and prospects;” and Item 3.D. “Key Information – Risk Factors - Certain Regulatory Risks and Litigation Risks – Climate change legislation and increasing climate regulatory requirements aimed at transitioning to a lower-carbon economy, together with increasing stakeholder expectations for reduced carbon emissions, could result in unexpected capital expenditures and costs, negatively affect Ternium’s competitiveness, reducing its market share and results of operations, and hampering its ability to access adequate financial resources.”
Below is a summary of relevant environmental legislation applicable to Ternium.
Mexico:
Mexican environmental laws establish the “polluter pays” principle, pursuant to which the individual that causes an environmental breach is responsible for restoring the environment to its pre-pollution condition and face economic and, in some cases, criminal liabilities. Mexican regulations also establish an annual report scheme of GHG emissions.
In addition, Mexican regulations provide for carbon dioxide emission taxes through taxes on fuels, with rates reviewed annually, depending on their efficiency in terms of carbon dioxide emission per unit of energy obtained. The carbon dioxide emission tax for natural gas is currently zero. In 2019, Mexico also started a pilot program for the adoption of an Emissions Trading System aimed at reducing GHG emissions, by settling a cap on emissions and allowing for the trade of emission certificates. For the time being, the regulation for setting such system or determine allowances has not been fully implemented. Ternium Mexico is a large consumer of natural gas. For further information see “—Raw Materials, Slabs, Energy and Other Inputs.”
Brazil:
The company’s activities are subject to a wide range of local, provincial and national laws, regulations, permit requirements and decrees relating to environmental, social and governance matters, including laws and regulations relating to climate-change mitigation, use of resources, hazardous materials and radioactive materials, and air emissions, water discharges and waste management, and legislation on human rights and modern slavery. Laws and regulations protecting the environment have become increasingly complex and more stringent and expensive to implement in recent years. Compliance with environmental laws and regulations and monitoring regulatory changes are addressed primarily at a regional level.
Brazilian environmental legislation imposes criminal and administrative penalties on natural persons and legal entities that commit environmental crimes or infractions, as well as for the obligation to repair the environmental damage caused. Environmental crimes or infractions could subject the company to penalties that include:
· fines that at the administrative level could reach as high as BRL50 million, depending on the violator’s economic capacity and past record, as well as the severity of the facts and prior history, with the amounts potentially doubled or tripled in the case of repeat offenders;
· suspension of or interference in the activities of the respective enterprise; and
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· loss of benefits, such as the suspension of government financing and the inability to qualify for public bidding processes and tax breaks.
In addition, strict liability is applicable to environmental crimes for both natural persons and legal entities. Environmental legislation also provides for disregarding the legal status of a company’s controlling shareholders whenever such status represents an impediment to receiving restitution for environmental damages.
In the civil sphere, environmental damage results in joint and several liability as well as strict liability. This means that the obligation to repair the environmental damage may affect all those directly or indirectly involved, regardless of any proof of who is to blame. As a result, the hiring of third parties to intervene in its operations to perform such services as final disposal of solid waste does not exempt the company from liability for any environmental damage that may occur.
By year-end 2024, Brazil passed legislation providing for the legal framework for an emissions trading system. Under this system, Brazilian steel producers would be required to monitor emissions and trade carbon credits. The governance structures, compliance mechanisms and market infrastructure is still under development.
Argentina:
Argentine environmental laws and regulations require the renewal of environmental licenses and emission permits every two or four years, depending on the activity. Although such renewals may take longer than expected and the renewal process may extend beyond the due date of the then current licenses and permits, no shut down orders against the company have ever been issued while the renewal processes are ongoing. In addition, Argentine environmental laws and regulations require mandatory environmental insurance to cover facilities that use hazardous materials.
Argentine legislation provides for mandatory minimum shares of renewable energy in total electricity consumption. For further information see Item 4. “Information on the Company—B. Business Overview—Raw Materials, Slabs, Energy and Other Inputs—Brazil and Argentina—Electricity”.
In addition, Argentine law provides for a carbon dioxide emission tax. Natural gas is excluded from such tax, and metallurgical coal and petrochemical coke are exempted as long as they are used as part of an industrial process, other than for energy generation. For additional information regarding how carbon taxes affect our operations in Argentina, see Item 3. “Key Information—D. Risk Factors—Certain Regulatory Risks And Litigation Risks—Climate change legislation and increasing climate regulatory requirements aimed at transitioning to a lower-carbon economy, together with increasing stakeholder expectations for reduced carbon emissions, could result in unexpected capital expenditures and costs, negatively affect Ternium’s competitiveness, reducing its market share and results of operations, and hampering its ability to access adequate financial resources.”
Mining regulations in Mexico
Because our operations in Mexico include mining, we are also subject to Mexican regulations relating to mining and mining concessions. Under Mexican law, mineral resources belong to the Mexican nation and a concession from the Mexican federal government is required to explore for or exploit mineral reserves. Pursuant to Mexico’s Mining Law, mining concessions may only be granted to Mexican individuals and to legal entities incorporated under Mexican law. Foreign investors may hold up to 100% of the shares of such entities.
A mining concession allows its holder to perform both exploration works (including identifying mineral deposits and quantifying and evaluating economically minable reserves) and exploitation works (including detaching and extracting mineral products from such deposits). Mining concessions are granted for a 50-year period from the date of their recording in the Public Mining Registry; following the expiration of the initial concession term, the concessions are renewable for an additional 50-year term in accordance with, and subject to, the procedures set forth in the Mining Law.
Mining concessions grant several specified rights to the concessionaire, including:
•the right to dispose freely of mineral products obtained as a result of the exploitation of the concession;
•the right to obtain the expropriation of, or an easement with respect to, the land where the exploration or exploitation will be conducted; and
•the use of water in the mine to facilitate extraction.
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In addition, a holder of a mining concession is obligated, among other things, to explore or exploit the relevant concession (including the achievement of minimum investment targets), to pay for any relevant mining rights, to comply with all environmental and safety standards, and to provide information to and permit inspections by the Secretariat of Economy. Mining concessions may be terminated if the obligations of the concessionaire are not satisfied.
A company that holds a concession must be registered with the Public Mining Registry. In addition, mining concessions and permits, assignments, transfers and encumbrances must be recorded with the Public Mining Registry to be enforceable. We believe that our material mining concessions are duly registered in the Public Mining Registry.
In April 2023, Mexico approved a significant reform to its mining laws. Among other changes, new mining activities were prohibited in certain areas with superficial bodies of water -which are of federal jurisdiction-, and areas declared as natural reserves by federal or local governments. In addition, governmental authorities are authorized to order the removal of existing tailings deposits under certain location or risk circumstances. The new legislation prohibits the use of national waters for the transportation of certain materials, grants to the Mexican geological service exclusive rights to conduct exploration activities, and requires mandatory bidding processes for new exploration and exploitation concessions, limiting concessions to a 30-year duration with 25-year automatic extension and a further 25-year extension following a prior bidding process. Concessions may be revoked on certain grounds, including for failure to initiate or interrupt operations within a specified timeframe or to file a mine closing plan, and accidents may be punished with increased fines and other penalties. In addition, new permits entailing an increase in water consumption in the regions where Las Encinas and Peña Colorada operate are subject to new water consumption permits based on such new conditions. The reform also regulates royalties and profit sharing with local communities, and mandates consultation processes with native and Afro-Mexican communities. The Supreme Court is reviewing the constitutionality of the new legislation.
For information regarding amendments to the mining law and regulations in Mexico, see Item 3. “Key Information—D. Risk Factors—Risks Relating to Ternium's Mining Activities—Required governmental concessions could be subject to prior consultation with native communities in Mexico or local communities in Brazil, changes or termination, permits and rights of use and occupancy could be difficult to obtain or maintain and taxes or royalties applicable to the mining industry could increase, all of which could adversely affect Ternium’s mining activities and operating costs.”
Mining regulations in Brazil
Our operations are subject to Brazilian regulations relating to mining and mining concessions. Under Brazilian law, mineral resources belong to the Brazilian nation and can only be exploited under a government concession. We are required to obtain authorizations, licenses, permits or approvals from governmental authorities to construct and operate mining facilities. Government agencies are generally responsible for granting mining concessions and monitoring compliance with mining laws and regulations.
The Brazilian National Mining Agency has issued several resolutions regulating companies operating tailings dams in the country. These resolutions provide for the embargo and suspension of tailings dams and mining complexes in certain situations. They also provide for fines of up to BRL1 billion, calculated on the basis of the mining company's total revenues and research budget. Several laws and regulations issued by the Brazilian Federal Government and the State of Minas Gerais provide for the prohibition and timely decommissioning of upstream tailings dams. Mineração Usiminas has completed the decommissioning of its upstream tailings dams and has implemented tailings filtration and storage methods that do not rely on tailings dams to continue operating its mines and plants. Its last tailings dam, constructed as a downstream method, is in the process of de-characterisation. There are no tailings dams in operation. For further information see Item 4. “Information on the Company - B. Business Overview - Mining Production Facilities in Brazil.”
Mineração Usiminas also complies with other laws and regulations related to mining activities, including those for the protection of caves.
Trade regulations
Intense global competition in the steel industry leads many countries, from time to time, to increase duties or impose restrictions on steel product imports to protect their domestic industries from trades that are not made under market conditions or that are otherwise unfair. Such measures protect domestic industries from increased imports sold at dumped or subsidized prices. Mexico, Colombia and the United States, among other countries, have several trade remedy measures in place. In addition to antidumping and countervailing measures, U.S. authorities have imposed
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tariffs on steel imports under Section 232 of the Trade Expansion Act of 1962 and under Section 301 of the Trade Act of 1974. Prior tariffs under the International Emergency Economic Powers Act (IEEPA) were terminated following a U.S. Supreme Court ruling stating that IEEPA does not authorize the president to impose tariffs absent clear congressional authorization. In replacement of tariffs under IEEPA, on February 20, 2026, President Trump imposed a temporary import duty under section 122 of the U.S. Trade Act of 1974, consisting of a 10% ad valorem import duty on all articles imported into the United States. For additional information on the Trump’s administration trade actions, see “—Regulations—Trade Regulations—United States.”
Commitments under bilateral or regional free trade agreements and certain countries’ imposition of trade remedy measures can and have both benefited and adversely affected Ternium’s home markets and export sales of steel products, as described below. For further information, see also Item 3. “Key Information—D. Risk Factors—Certain Regulatory Risks and Litigation Risks—International trade actions or regulations and trade-related legal proceedings could adversely affect Ternium’s sales, revenues and overall business.” Relevant free trade agreements and trade remedy measures, by country, are described below:
Mexico
Imports of steel products in Mexico:
The Mexican government has imposed certain antidumping measures on imports of steel products that are similar to the ones produced by Ternium Mexico. The following is a description of measures currently in effect and ongoing investigations:
•Hot-rolled products: Since March 2000, antidumping duties have been in place on imports from the Russian Federation and Ukraine. The measure has been extended four times in March 2006, September 2011, January 2016 and March 2021. Current duties are 21% and 25% for Russia and Ukraine, respectively. In addition, following an anti-circumvention investigation on imports of boron-alloyed hot-rolled products from Russia, since March 2014 such products have been subject to a 21% antidumping duty. On March 28, 2025, a sunset review was initiated.
On December 22, 2015, the Mexican government published the final antidumping determination imposing definitive and specific antidumping duties on China ($354.92 per ton, except for imports from Tangshan Iron and Steel Group Company Limited, which were fixed in $335.60 per ton), Germany ($166.01 per ton, except for imports from ArcelorMittal Bremen GmbH, which were fixed in $137 per ton) and France ($75.59 per ton, except for imports from ArcelorMittal Mediterranée S.A.S., which were fixed in $67.54 per ton). The measure was extended for five years until December 23, 2025. On December 19, 2025, a sunset review was initiated.
On March 3, 2025, Mexico initiated an antidumping investigation on imports from Vietnam and China, excluding imports that are already subject to an antidumping duty.
•Plate in coils: Since June 1996, an antidumping duty has been in place on imports from Russia. The measure has been extended five times, in June 2003, June 2007, November 2012, May 2017 and November 2022. The current duty is 29.3%. In addition, following an anti-circumvention investigation on boron-alloyed plate in coil imports from Russia, since February 2014 such products have been subject to a 29.3% antidumping duty.
•Cold-rolled products: In June 1999, Mexico imposed antidumping duties on cold-rolled steel sheets from Russia and Kazakhstan of 15% and 22%, respectively. The measure has been extended five times, in December 2005, December 2010, July 2015, August 2020 and June 2025.
On October 1, 2012, the Mexican government initiated an antidumping investigation on cold-rolled steel imports from South Korea. On December 26, 2013, Mexico’s Secretariat of Economy published a suspension agreement under which Korean exporters, Posco and Hyundai Hysco Company Limited, or Hyundai, voluntarily undertook to limit their cold-rolled products exports to the Mexican market. Posco’s and Hyundai’s quotas were subsequently increased in June 2017 and November 2020.
On June 19, 2015, Mexico imposed antidumping duties on cold-rolled steel products from China between 65.99% and 103.41%, with rates depending on the Chinese exporting company. The measure was extended for five years in August 2022. In addition, following an anti-circumvention investigation on imports of boron-added cold-rolled products from China, since July 2016 such products have been subject to the same antidumping duties. This measure was extended in August 2021 until June 2025. Currently, the measure is under review.
In December 2023, Mexico imposed antidumping duties on imports of cold-rolled steel from Vietnam between 11.64% and 79.24%.
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On February 16, 2026, Mexico initiated an antidumping and countervailing investigation on imports of cold-rolled products from the United States, China and Malaysia, excluding imports that are already subject to an antidumping duty. The Authority initiated an investigation on all alleged countervailing programs in the U.S. submitted in the petition, including Section 232, the Golden Share and the Inflation Reduction Act.
•Coated flat products: In July 2016, Mexico issued a preliminary determination imposing provisional antidumping duties on imports from China and Taiwan. In June 2017, Mexico issued a final determination imposing antidumping duties on imports from these countries. These measures were renewed in September 2023. Current duties on Chinese companies vary, with one company subject to a duty of $187 per ton, while others facing duties from 22.26% to 76.33%. Current duties on Taiwanese exports range between 22.26% and 52.57%.
On February 24, 2023, Mexico issued a final determination imposing antidumping duties applicable to products sold by Vietnamese companies, of up to 10.84%. On September 14, 2023, Mexico imposed an antidumping duty of 2.06% to Maruichi Sun Steel, the only Vietnamese company not previously covered by the order. In May 2025, Mexico initiated a revision of the measure for changed circumstances due to the growth of imports.
•Reinforcing bars: Since 1995, imports of reinforcing bars from Brazil are subject to an antidumping duty of 57.69%. Subsequent sunset reviews determined the continuation of the antidumping duty for additional five-year periods. On December 23, 2021, under the latest sunset review, this measure was extended until August 2025. The measure is currently under sunset review.
•Wire rod: Since September 2000, imports of wire rod from Ukraine are subject to an antidumping duty. The measure has been extended four times in June 2006, March 2012, September 2016 and December 2021 until September 2025. The current duty is 41%. The measure is currently under sunset review.
On July 28, 2016, the Mexican government imposed an antidumping duty of US$0.49 per kilogram for five years, extended for an additional five-year period on January 19, 2023
•Welded Tubes: On December 7, 2016, the Mexican government initiated an antidumping investigation on from China. On March 8, 2018, Mexico imposed final antidumping duties of between $356 and $618 per ton on imports of welded tubes of circular, square or rectangular cross section from China. On April 30, 2024, the Mexican government decided to extend the measure without amendments until March 2028.
On October 7, 2015, the Mexican Government issued a decree imposing temporary tariffs on steel products applicable to imports from countries with whom Mexico had no trade agreement in place. The tariff schedule was amended in November 2022, August 2023, April 2024 and January 2026. Current import tariffs are in a range between 35% and 50%, applicable on several steel products including all steel family products except semi-finished steel. In April 2024, Mexico increased information requirements on steel import licenses to include information on mill and quality certificates and country where the product was melted and poured.
Exports of steel products from Mexico:
U.S. authorities have imposed a number of antidumping and countervailing measures on steel import from Mexico, thereby restricting Ternium’s exports to the U.S. The following is a description of measures currently in effect and ongoing investigations:
•Corrosion-resistant flat products: On December 19, 2025 the U.S. Department of Commerce imposed antidumping and countervailing duties on corrosion-resistant flat products (“CORE”) from 10 countries including Mexico. For further information, see “—Regulations—Trade Regulations—United States.”
•Carbon and alloy steel wire rod: Ternium Mexico's wire rod exports are subject to an antidumping duty of 4.64% pursuant to the latest administrative review on the antidumping duty order on carbon and certain alloy steel wire rod. The measure was extended for additional five years on February 24, 2026.
•Pipe and tube: During 2007, the U.S. authorities initiated an antidumping investigation of light-walled rectangular pipe and tube, or LWRPT, from various countries, including Mexico. On June 13, 2008, the authorities made a final determination of sales at less than fair value in the investigation of LWRPT from Mexico and, consequently, imposed antidumping duties. The measure has been reviewed five times, in February 2011, May 2014, March 2018, April 2019 and August 2020. As a result of the 2023-2024 administrative review, a preliminary margin of 9.66% has been imposed on Ternium Mexico’s exports. The measure is currently under sunset review.
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On September 13, 2016, the U.S. authorities issued an antidumping duty order on imports of Heavy-Walled Rectangular Pipes and Tubes, or HWRPT, from 3 countries, including Mexico. For further information, see “—Regulations—Trade Regulations—United States.”.
•Welded pipes: Since 1992, pursuant to an antidumping duty order on circular welded non-alloy steel pipe -or standard pipe- from various countries, including Mexico, standard pipes manufactured by Hylsamex and Grupo Imsa were subject to antidumping duties. In 2007, such measures were extended for five more years. In August 2009, U.S. authorities published the final results of a changed circumstances review, concluding that Ternium Mexico is the successor-in-interest to Hylsamex for purposes of determining antidumping duty liability. In accordance with the latest administrative review, the applicable duty for Ternium Mexico is 24.17%. The measure has since been extended three more times, in July 2012, February 2018 and January 2024.
•Reinforced bars: On November 6, 2014, U.S. authorities made a final determination on reinforced bar imports from Mexico, imposing antidumping duties between 20.58% and 66.70%. The measure has been reviewed two times. As a result of the 2017-2018 administrative review, the U.S. Government imposed duties of 7.12% for Deacero, 1.46% for Grupo Simec and 5.54% for other Mexican producers, including Ternium Mexico. The measure was renewed on October 22, 2020 for five more years. The measure is currently under sunset review.
In addition, U.S. authorities have imposed tariffs under Section 232 of the Trade Expansion Act of 1962. For additional information on the Trump’s administration trade actions, see “—Regulations—Trade Regulations—United States.”
Trade agreements:
Mexico has signed trade agreements with several countries or trade blocs aimed at liberalizing trade between them:
NAFTA was signed among Canada, Mexico and the United States and came into effect on January 1, 1994. NAFTA provided for the progressive elimination over a 10-year period of duties on steel products traded between or among Mexico, the United States and Canada, among other things. As a result, zero tariffs applied to steel products traded within NAFTA countries. However, steel imports in the United States from Mexico and Canada are currently subject to tariffs under Section 232 and, if they do not comply with USMCA preferential rules of origin, subject to tariffs through the IEEPA. For additional information on the Trump’s administration trade actions, see “—Trade Regulations—United States.”
NAFTA was subsequently replaced by the United States-Mexico-Canada Agreement, or USMCA, which became effective in July 2020. The United States, Mexico and Canada agreed to modify the definition of "North American steel" (with such amendment becoming effective in July 2027), for purposes of vehicles being awarded preferential treatment under USMCA, restricting the defined term to steel melted and poured within the three countries.
The USMCA is scheduled for its first joint review on July 1, 2026, allowing the three member countries to assess the agreement and propose revisions. The review signals the beginning of a 10-year countdown to the USMCA’s expiration in 2036, unless the parties agree to extend the agreement. For a discussion of risks relating to changes in the USMCA, see Item 3. “Key Information—D. Risk Factors—Certain Regulatory Risks and Litigation Risks— Changes in existing trade arrangements between Mexico and the U.S. and controversies or disputes between USMCA member countries could adversely impact Ternium’s results of operations and net results.”
The Mexican-European Free Trade Agreement, or MEFTA, became effective on July 1, 2000. MEFTA provided for the phase-out and eventual elimination of Mexican and European duties on all industrial goods, including finished steel products. The EU eliminated all import duties on Mexican industrial goods, including finished steel products, as of January 1, 2003, while Mexico eliminated all import duties on European industrial goods, including finished steel products, as of January 1, 2007. During April 2018, the EU and Mexico concluded negotiations to bring the MEFTA up to date. The amended agreement, which has not yet come into force, does not provide for changes in steel trade conditions. Following BREXIT, Mexico and the United Kingdom reached a Trade Continuation Agreement, published on June 1, 2021, effective retroactively from January 1, 2021.
The Economic Partnership Agreement between Japan and Mexico came into force on April 1, 2015. The agreement provides for a phase-out and eventual elimination of Mexican and Japanese duties on all industrial goods within a ten-year period. Beginning on April 1, 2015, all duties on steel products were eliminated. Until March 31, 2015, an import duty of 3% was applicable to Japanese steel imports.
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Mexico and Argentina signed an Economic Complementation Agreement, known as ACE 6 for its initials in Spanish, in November 2003, whereby reciprocal tariff preferences are currently granted. In 2006, Mexico and Argentina modified the ACE 6 Agreement, reducing to zero import duties on imports of certain steel products from the other country. Zero import duties included exports from Mexico to Argentina and vice versa for up to 90,000 tons per year of slabs, 60,000 tons per year of cold rolled coils and 30,000 tons per year of corrosion resistant coils, including hot dip galvanized and pre-painted sheets.
The Comprehensive and Progressive Agreement for Trans-Pacific Partnership, or CPTPP, was signed by Mexico together with Australia, Brunei, Canada, Chile, Japan, Malaysia, New Zealand, Peru, Singapore and Vietnam, becoming effective in December 2018. The agreement is in force for all its members. On July 16, 2023, the United Kingdom officially joined CPTPP. Its accession protocol has been ratified by all countries but for Canada.
Mexico has also entered into trade agreements with Colombia, Chile, Bolivia, Nicaragua, Costa Rica, Uruguay and the European Free Trade Association, an intergovernmental organization set up by Liechtenstein, Norway, Iceland and Switzerland, among others.
Brazil
Imports of steel products in Brazil:
The Brazilian government has imposed certain antidumping measures on imports of steel products that are similar to the ones produced by Usiminas. The following is a description of measures currently in effect and ongoing investigations:
• Plates: In 2013, the Brazilian government imposed an anti-dumping measure on imports of plates originating in China, South Korea and Ukraine. Specific rates apply, ranging from $52 to $212 per ton. The measure was renewed in 2019 and in September 2025 for an additional five years. The duty applicable to imports from China was raised from $212 to $679 per ton.
• Hot-rolled products: On December 26, 2025, the Brazilian government issued a positive preliminary antidumping determination on Chinese imports. No preliminary duties were applied. Preliminary dumping margins, subject to verification, were $278 per ton for Baosteel and $294 per ton for Hebei Yanshan.
• Cold-rolled products: On February 13, 2026, the Brazilian government imposed anti-dumping duties on imports from China for a period of five years. Duties range from $323 to $670 per ton.
• Coated products: On February 18, 2026, the Brazilian government imposed anti-dumping duties on imports from China for a period of five years. Duties are between $285 and $710 per ton.
• Pre-painted steel products: On February 2, 2026, the Brazilian government imposed anti-dumping duties on imports of pre-painted steel from China and India. Duties are between $289 and $545 per ton.
• Metallic coating steel (tin plate) products: On August 29, 2025, the Brazilian government imposed anti-dumping duties on imports of metallic coating steel from China. Duties are between $284 and $499 per ton.
On April 23, 2024, the Brazilian government established a one-year quota system on steel imports under which certain products exceeding established quotas are subject to a 25% tariff. The measure was renewed in May 2025 until June 2026. In addition, on February 26, 2026, the Brazilian government increased tariffs on imports of nine steel products from a range between 10.8 and 12.6% to 25%.
Exports of steel products from Brazil:
The following is a description of antidumping and countervailing measures currently in effect and ongoing investigations:
•Corrosion-resistant flat products: On December 19, 2025, the U.S. Department of Commerce imposed antidumping and countervailing duties on corrosion-resistant flat products (“CORE”) from 10 countries including Brazil. For further information, see “—Regulations—Trade Regulations—United States.”
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•Hot-rolled flat products: In September 2019, the European Commission imposed antidumping duties on hot-rolled coils from Brazil, Iran and Russia. On December 12, 2023, the measure was extended for five years. The rate applicable to Usiminas is EUR63 per ton.
In addition, U.S. authorities have imposed tariffs, including on imports from Brazil, under Section 232 of the Trade Expansion Act of 1962. For additional information on Trump’s administration trade actions, see “—Regulations—Trade Regulations—United States.”
Trade agreements:
Brazil has signed free trade agreements with several countries or trade blocs aimed at liberalizing trade between them, including the following:
In early 1991, Brazil entered, together with Argentina, Uruguay and Paraguay, into the Treaty of Asunción, creating the Mercado Común del Sur (Southern Common Market, or "Mercosur"), a common market organization that aimed to bring about the free movement of goods, capital, services and people among its member states. In 2004, the Mercosur members entered into the Protocol of Ouro Preto, creating a customs union among them. On January 1, 2013, Venezuela became a full member of Mercosur but was suspended in December 2016. Over time, Mercosur has eliminated or significantly reduced import duties, tariffs and other trade barriers among member states. Since January 1, 2000, zero tariffs apply to steel products traded among them.
Applicable tariffs on steel imports from non-member countries to Mercosur member countries are between 2% and 14%. However, every six months Mercosur members may exempt from tariffs a limited number of products imported from non-member countries. As previously discussed, Brazil has established a quota system on steel imports and increased tariffs on imports of certain steel products. Uruguay has exempted certain steel products, including cold-rolled sheets, galvanized flat steel products and certain steel coils. A National List of Exceptions (LNE) framework allows Argentina and Brazil to maintain up to 150 tariff lines on their respective exception lists, until December 31, 2028.
In 2004, Mercosur and the Comunidad Andina de Naciones (Andean Community, or "CAN"), currently including Bolivia, Colombia, Ecuador and Peru, signed a free trade agreement aimed at reducing and eventually eliminating tariffs on steel products traded among member countries. Mercosur entered into a trade agreement with Chile in 2005. As a result, all tariffs on steel products traded between Mercosur and Chile have been eliminated. In addition, Mercosur and Singapore signed a free trade agreement in 2023, which has been ratified by Paraguay and Uruguay while Argentina and Brazil have yet to complete the ratification process.
On September 16, 2025, Mercosur and EFTA signed a free trade agreement. In addition, on January 17, 2026, Mercosur signed a free trade agreement with the EU. The agreement is expected to be provisionally applied in Argentina and Uruguay as of May 1, 2026, while Brazil and Paraguay have yet to complete the ratification process.
There are trade agreements initiatives with other countries in the early stage, such as Canada, United Arab Emirates, South Korea, Vietnam and Indonesia, with little progress.
Argentina
Imports of steel products in Argentina:
In the past, the Argentine government imposed various antidumping measures on imports of certain flat steel products that compete directly with Ternium’s sales in Argentina. After several subsequent revisions of such cases, there are currently no measures in place.
Exports of steel products:
U.S. authorities have imposed tariffs, including on imports from Argentina, under Section 232 of the Trade Expansion Act of 1962. For additional information on Trump’s administration trade actions, see “—Regulations —Trade Regulations—United States.”
Trade agreements:
Argentina is a member of Mercosur. For further information on this agreement, see “—Regulations—Trade Regulations—Brazil.” In November 2003, Argentina and Mexico signed the ACE 6. For further information, see “—Regulations—Trade Regulations—Mexico.”
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Colombia
Imports of steel products to Colombia:
The Colombian government has imposed certain antidumping and safeguard measures on imports of steel products. The following antidumping measures are currently in effect:
•Steel profiles for drywall: On October 29, 2021, the Colombian government imposed antidumping duties of 37.88% on imports from China, for a three-year period, starting November 3, 2021. In October 17, 2025, the Colombian government extended the measure for five years.
•Galvanized and galvalume flat sheet and tiles: On January 22, 2025, the Colombian government imposed antidumping duties on imports from China, consisting of an ad valorem tariff of 41.74% on sheets and 94.64% on tiles for five years.
•Wire rod galvanized strand and concrete strand: On November 16, 2018, the Colombian government imposed antidumping duties of 15% on imports from China. On December 20, 2024, through an administrative review, the Colombian government replaced the duties with a FOB base price of $3.36 per kilogram. On July 3, 2025, the Colombian government extended the measure for five years.
•Wire Rod: On October 18, 2024, the Colombian government adopted a safeguard measure consisting of a tariff of 30% on imports of wire rod from countries with which Colombia does not have trade agreements. The measure is set to expire in October 2026.
•Reinforced bars: On October 3, 2024, the Colombian government adopted a safeguard measure consisting of a preliminary tariff of 14.5% on imports of corrugated iron or steel bars for concrete reinforcement from Andean Community member countries exceeding certain quota. On February 26, 2025, the General Secretary of the Andean Community rejected Colombia’s request to implement the measure and ordered its suspension. Subsequently, the authority rejected Colombia’s reconsideration request.
Effective February 25, 2026, in response to Ecuador’s measures against Colombia imports, Colombia imposed a 30% tariff on Ecuadorian products spanning 73 tariff lines, including steel wire and structures. In addition, Colombia has published a draft decree for comments, pursuant to which import tariffs on Ecuadorian products would be raised to 50%, incorporating additional tariff lines including steel products such as profiles and sections.
Exports of steel products:
U.S. authorities have imposed tariffs, including on imports from Colombia, under Section 232 of the Trade Expansion Act of 1962. For additional information on Trump’s administration trade actions, see “—Regulations —Trade Regulations—United States.”
On February 1, 2026, Ecuador imposed a 30% tariff on Colombian products based on national security grounds, with certain exceptions for products used in the energy sector. On March 1, 2026, Ecuador raised the tariff to 50%.
Trade agreements:
Most steel imports to Colombia from countries with whom Colombia does not have a free trade agreement in place are subject to import tariffs of between 5% and 10%.
Colombia has entered into free trade agreements with several countries or trade blocs aimed at liberalizing trade between them.
CAN is a trading bloc, currently including Bolivia, Colombia, Ecuador and Peru, established during 1993 and approved in 1994 for the purpose of promoting trade relations among its members and between CAN and the rest of the world. The treaty formalized a customs union among CAN’s member states. Over time, CAN has eliminated or significantly reduced import duties, tariffs and other trade barriers among member states. In particular, zero tariffs have applied to steel products imported from other member states since January 1, 2000. CAN and Mercosur have signed a free trade agreement. For further information, see “—Regulations—Trade Regulations—Argentina.”
During June 1994, Colombia and Mexico signed a free trade agreement. For further information on this agreement, see “—Regulations—Trade Regulations—Mexico.”
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On August 9, 2007, Colombia, El Salvador, Guatemala and Honduras established the Triángulo Norte (North Triangle or “T”), a free trade agreement. Members of the TN signed multilateral agreements related to funds transfers and local and most favored nation statuses, and signed bilateral agreements aimed at reducing trade duties. Colombia’s free trade agreement with Guatemala started on November 12, 2009; with El Salvador on February 1, 2010; and with Honduras on March 27, 2010. Under TN, zero tariffs apply to several steel products imported from other member states.
Colombia’s free trade agreement with the United States became effective in October 2011. Under this agreement, steel import tariffs from Colombia to the United States were eliminated and steel import tariffs from the United States to Colombia decreased gradually from a range of between 5% and 10% in 2011 to 0% in 2021. In particular, wire rods import tariffs were reduced to 0% beginning in 2012, and rebar import tariffs decreased gradually and were eliminated in 2021. However, U.S. authorities have imposed tariffs, including on imports from Colombia, under Section 232 of the Trade Expansion Act of 1962. For additional information on Trump’s administration trade actions, see “—Regulations —Trade Regulations—United States.”
In addition, Colombia has signed free trade agreements with Chile, EFTA, Canada, the EU, South Korea, Costa Rica, Israel and the U.K., in effect since May 2009, July 2011, August 2011, August 2013, July 2016, August 2016, August 2020 and June 2022, respectively. Colombia has also signed free trade agreements with Panama, United Arab Emirates and Singapore, which are not yet effective. Colombia is currently negotiating free trade agreements with Japan and Turkey.
United States
U.S. authorities have imposed a number of measures on imports of steel products and on manufactured products containing steel, including antidumping and countervailing duties, tariffs under Section 232 of the Trade Expansion Act of 1962 and under Section 301 of the Trade Act of 1974. Prior tariffs under the International Emergency Economic Powers Act (IEEPA) were terminated following a U.S. Supreme Court ruling stating that IEEPA does not authorize the president to impose tariffs absent clear congressional authorization. In replacement of tariffs under IEEPA, on February 20, 2026, President Trump imposed a temporary import duty under section 122 of the U.S. Trade Act of 1974, consisting of a 10% ad valorem import duty on all articles imported into the United States. For additional information on Trump’s administration trade actions, see Item 3. “Key Information—D. Risk Factors—Certain Regulatory Risks and Litigation Risks— Changes in existing trade arrangements between Mexico and the United States and controversies or disputes between USMCA member countries could adversely impact Ternium’s results of operations and net results.”
Below is a description of relevant measures currently in effect in the United States:
Antidumping and countervailing duties on steel imports:
•Hot-rolled products: In July 1999, the U.S. authorities imposed antidumping duties on hot-rolled products from Russia, currently of up to 184.56%. The measure has been extended twice for five years each, in October 2016 and December 2021.
During November 2001, the U.S. government imposed antidumping and countervailing duties on certain hot-rolled carbon steel flat products from China, India, Taiwan, Thailand, Russia, Indonesia and Ukraine. Current antidumping duties range between 12.34% and 90.83% for China, 36.53% and 44.40% for India, 47.86% for Indonesia, 20.28% and 29.14% for Taiwan, 4.41% and 20.30% for Thailand and 90.33% for Ukraine, with rates depending on the exporting company. Current countervailing duties range between 336.62% and 360.23% for India and are set at 10.21% for Indonesia and 2.38% for Thailand. These measures were confirmed in October 2025 for five more years.
On October 3, 2016, the U.S. government issued antidumping and countervailing duty orders against several countries for a five-year period. Antidumping duties were imposed at the following rates: 29.58% for Australia; between 33.14% and 34.28% for Brazil; between 4.99% and 7.51% for Japan; between 4.61% and 9.49% for Korea; 3.73% for the Netherlands; between 4.15% and 6.77% for Turkey; and 33.06% for the United Kingdom. Countervailing duties were imposed on imports as follows: between 29.07% and 30.51% for Brazil; and between 0% and 9.49% for Korea. With the exception of Brazil, the measure was extended for five years on November 25, 2022.
•Cold-rolled products: On July 14, 2016, the U.S. government imposed antidumping duties on cold-rolled steel products, of 265.79% for China and 71.35% for Japan, and countervailing duties of 256.44% for China.
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On September 20, 2016, the U.S. government imposed countervailing duties on cold-rolled steel products of between 11.09% and 11.31% from Brazil, 10% from India and between 3.89% and 59.72% from Korea. In addition, on September 20, 2016, the U.S. government imposed antidumping duties on cold-rolled products of between 19.58% and 35.43% from Brazil, 6.78% from India, 7.60% from Korea, and between 5.40% and 25.17% from the United Kingdom. Following affirmative circumvention determinations on imports from Vietnam, the U.S. government imposed the same measures imposed on Chinese imports, and in December 2019 the same measures imposed on Korean imports. With the exception of Brazil, these measures have been extended for five years on August 9, 2022.
•Corrosion-resistant flat products: On July 25, 2016, the U.S. government imposed countervailing duties of 39.05% to 241.07% on imports from China, of 8% to 29.49% on imports from India, of a de minimis to 38.51% on imports from Italy, and of a de minimis to 1.19% on imports from Korea. In addition, on July 25, 2016, the U.S. government imposed antidumping duties on corrosion-resistant flat products of 209.97% from China, between 3.05% and 4.43% from India, 12.63% and 92.12% from Italy, 8.75% and 47.80% from Korea, and 10.34% from Taiwan. These measures were subject to many circumvention inquiries. Currently, imports of corrosion-resistant flat products from Costa Rica, Malaysia, Vietnam and the United Arab Emirates from Chinese hot-rolled coils and/or cold-rolled coils are subject to antidumping and countervailing duties; and imports of corrosion-resistant flat products from Vietnam with Korean and Taiwanese hot-rolled coils and/or cold-rolled coils are subject to antidumping and countervailing duties. These measures have been extended for five years on August 3, 2022.
On December 19, 2025, the U.S. government imposed antidumping duties of 19.10% on imports from Australia, of 22% to 191.26% on imports from Brazil, of 5.59 to 50.25% on imports from Canada, of 1.07 to 24.09% on imports from Mexico, of 22.64% on imports from Netherlands, of 19.21% on imports from South Africa, of 10.85 to 67.81% on imports from Taiwan, of 6.48 to 10.49% on imports from Turkey, of 7.20 to 16.38% on imports from United Arab Emirates and of 87.07 to 162.96% on imports from Vietnam. Simultaneously, it imposed countervailing duties of 4.39% on imports from Usiminas and 15.99% on imports from other Brazilian companies, of 0% on imports from Galvasid and 13.26% on imports from other Mexican companies including Ternium Mexico, of 1.14% to 34.55% on imports from Canada and of 0.30% to 257.83% on imports from Vietnam.
•Pipe and tube: On September 13, 2016, the U.S. authorities issued an antidumping duty order on imports of Heavy-Walled Rectangular Pipes and Tubes, or HWRPT, from Korea, Turkey and Mexico. As a result of the 2018-2019 administrative review, Ternium Mexico’s current margin is 2.51%. The measure was extended for five years in April 2022.
•Wire rod: On October 29, 2002, the U.S. government imposed antidumping duties to wire rod imports from Brazil (from 74.35% to 94.73%), Indonesia (4.05%), Moldova (369.10%) and Trinidad and Tobago (11.40%), and countervailing duties to Brazilian wire rod imports of between 2.31% and 6.74%. These measures were renewed for five years on August 27, 2020 and on February 24, 2026.
On January 8, 2015, the U.S. government imposed antidumping duties (between 106.19% and 110.25%) and countervailing duties (between 178.46% and 193.31%) on wire rod from China, with rates depending on the exporting company. These measures were renewed on December 29, 2025.
On January 24, 2018, the U.S. government imposed antidumping duties on wire rod from Russia (between 436.80% and 756.93%), Belarus (280.02%) and the United Arab Emirates (84.10%). On March 14, 2018, the U.S. government imposed antidumping duties on wire rod from South Africa (between 135.46% and 142.26%) and Ukraine (between 34.98% and 44.03%).
On March 19, 2018, the U.S. Department of Commerce published its final antidumping and countervailing determinations on imports of wire rod from Italy (antidumping duties of between 12.41% and 18.89% and countervailing duties of between 4.16% and 44.18%), South Korea (antidumping duties of 41.10%), Spain (antidumping duties of between 11.08% and 32.64%), Turkey (antidumping duties of between 4.74% and 7.94% and countervailing duties of between 3.81% and 3.86%) and the United Kingdom (antidumping duties of 147.63%). Following a sunset review, in August 2023 these measures were extended for five more years.
U.S. authorities have imposed a number of measures on steel product imports from Mexico, including carbon and alloy steel wire rod, pipe and tube, and welded pipes. For further information, see “—Regulations—Trade Regulations—Mexico.”
Section 232 tariffs on steel imports:
In April 2017, the U.S. government initiated an investigation under Section 232 of the U.S. Trade Expansion Act. The investigation analyzed the effects of imports of steel products on national security. Based on the result of such
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investigation and on the resulting Commerce Secretary recommendations, on March 8, 2018, the U.S. president imposed a 25% tariff on steel imports, which entered into force on March 23, 2018, followed by negotiated country-specific exemptions and quota arrangements. Australia, Canada and Mexico were exempted from the tariff (though subject to a continuous monitoring system of their trade flows). Argentina, Brazil and South Korea were also exempted from the measure, subject to quota system agreements covering steel imports from those countries. In 2022, the United States shifted the 25% tariff applicable to the EU to a Tariff Rate Quota (TRQ) system for steel products melted and poured in this region, and Japan and the United Kingdom entered into similar systems. However, on February 10, 2025, the Trump administration announced, through a presidential proclamation, the reinstatement of the 25% tariff on all steel imports and, on June 3, 2025, the Trump administration raised the tariff to 50%. As a result, all previously exempted or quota-managed countries became subject to the full 50% tariff on their steel exports to the United States.
Presidential proclamation on imports of automobiles and automobile parts:
Effective from April 3, 2025, the U.S. government imposed a 25% tariff under Section 232 on all imported automobiles produced outside the U.S. Effective from May 3, 2025, this tariff also applies to key auto parts such as engines, transmissions, powertrain parts and electrical components. However, vehicles and parts that comply with the USMCA are subject to this tariff on their non-U.S. specific content, and, in the case of auto parts, only when the government establishes a process to exempt U.S. content from tariffs.
Effective June 30, 2025, up to a defined quota, passenger vehicles originating in the U.K. are exempt from the Section 232 tariff but subject to a 7.5% tariff plus a 2.5% general duty. In addition, certain auto parts are subject to a reduced 10% combined duty rate.
Effective from August 1, 2025, automobiles and auto parts originating from the EU are subject to a Section 232 tariff of 15% less the applicable most-favored-nation tariff.
Effective from September 16, 2025, vehicles and parts originating from Japan are also subject to a Section 232 tariff of 15% less the applicable most-favored-nation tariff.
Insurance
Our subsidiaries carry insurance policies covering accidental loss or physical damage to its property and equipment (including machinery breakdown and business interruption arising from an insured event), general liability (including third party, employer, product, sudden and accidental pollution and port liability in the ports operated by Ternium) and other insurance, including marine cargo, construction all risk, life and workers’ compensation and automobile insurance. These insurance policies have coverage, limits and conditions, that we believe are customary in the steel products industry and in line with legal and domestic market requirements. Nevertheless, the limits, deductibles and/or self-insured retentions of these insurance policies may not be sufficient to recover all losses suffered from such events. In addition, some particular events may not be covered under these insurance policies.
Disclosure Pursuant to Section 13(r) of the Exchange Act
The Iran Threat Reduction and Syria Human Rights Act of 2012 added a new paragraph (r) in Section 13 of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), which requires a reporting issuer to provide disclosure if the issuer or any of its affiliates knowingly engaged in certain enumerated activities relating to Iran, including activities involving the Government of Iran. Ternium did not engage in any Iran related activity during the year ended December 31, 2025. However, Ternium S.A. is providing the following disclosure pursuant to Section 13(r) of the Exchange Act with respect to Iran related activity reported by its affiliates.
Tenaris
Tenaris is also controlled by San Faustin and, accordingly, it is deemed an “affiliate” of Ternium S.A., as such term is defined in Exchange Act Rule 12b-2. In response to our inquiry, Tenaris provided the disclosure included below.
In July 2015, the Islamic Republic of Iran entered into the Joint Comprehensive Plan of Action (“JCPOA”) with China, France, Germany, Russia, the United Kingdom and the United States, which resulted in the partial lifting in January 2016 of certain sanctions and restrictions against Iran, including most U.S. secondary sanctions against such country. On May 8, 2018, the United States announced that it would cease participation in the JCPOA and would begin re-imposing nuclear-related sanctions against Iran after a wind-down period. Following the U.S. withdrawal from the JCPOA, the EU updated Council Regulation (EC) No. 2271/96 of 22 November 1996 (the “EU Blocking Statute”), to expand its scope to cover the re-imposed U.S. nuclear-related sanctions. The EU Blocking Statute aims to counteract the effects of the U.S. secondary sanctions.
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Tenaris ceased all deliveries of products and services to Iran by the end of October 2018, that is, during the wind-down period and before the full reinstatement of U.S. secondary sanctions on November 5, 2018. Tenaris did not, directly or indirectly, deliver any goods or services to Iran or Iranian companies during 2024 and does not intend to explore any commercial opportunities in Iran, nor does it intend to participate in tender offers by, or issue offers to provide products or services to, Iranian companies or their subsidiaries.
As of December 31, 2022, Tenaris’s subsidiary, Tenaris Global Services S.A. maintains an open balance for an advance made by Toos Payvand Co. for approximately EUR 0.04 million (approximately $0.04 million) for goods that remained undelivered following the reinstatement of U.S. secondary sanctions.
All revenue and profit derived from Tenaris’s sales to Iran was recorded in the fiscal year in which such sales were performed and, therefore, no revenue and profit has been reported in connection with commercial activities related to Iran for the year ended December 31, 2025.
Tenaris has procedures in place designed to ensure that its activities comply with all applicable U.S. and other international export control and economic sanctions laws and regulations.
Other Affiliates
Except for Tenaris, no other affiliates of Ternium S.A. reported any Iran related activity for the year ended December 31, 2025.
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C. Organizational Structure
Below is a simplified diagram of Ternium’s corporate structure as of February 27, 2026.
Ternium - Luxembourg
-----4 Ternium Mexico - Mexico 3------
71.3% 28.7%
-----4 Ternium Argentina - Argentina
62.6%
-----4 Usiminas 4.8%
32.8% 3------
-----4 Ternium Brasil - Brazil
100%
-----4 Ternium Colombia - Colombia
100%
-----4 Ternium del Atlántico - Colombia
100%
-----4 Tenigal - Mexico
51%
-----4 Ternium Internacional Guatemala - Guatemala 3------ ---------
99.8% 0.2%
-----4 Ternium USA - USA
100%
For details of the companies whose financial statements have been consolidated and accounted for interest, see note 2 to the consolidated financial statements included in this annual report.
Subsidiaries
Ternium operates entirely through subsidiaries. For a complete list of its subsidiaries and a description of its investments in other companies, see note 2 to the consolidated financial statements included in this annual report.
Ternium Mexico. Ternium Mexico is a leading flat and long steel manufacturer in Mexico, with total annual finished steel production capacity of approximately 11.0 million tons. Ternium Mexico’s subsidiaries operate all of Ternium’s mining and steel production facilities in Mexico, except for Tenigal’s facilities. Ternium Mexico and its subsidiaries produce steel products mainly for the construction and industrial sectors.
Ternium Argentina. Ternium Argentina is the main integrated manufacturer of flat steel products in Argentina with total annual finished steel production capacity of approximately 3.0 million tons. The shareholders of Ternium Argentina as of February 27, 2026 are set out in the following table, together with the share percentage owned by each such shareholder as of that date:
Ternium Argentina’s Shareholders Shares (million) Percentage
Ternium 2,826.5 62.6 %
ANSeS 1,175.8 26.0 %
Public 514.8 11.4 %
Total shares issued and outstanding 4,517.1 100.0 %
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Ternium Brasil. Ternium Brasil is a high-end steel slab producer in Brazil, with annual production capacity of approximately 5.0 million tons. Ternium Brasil produces steel slabs mainly for Ternium’s operations in Mexico and Argentina, and for Usiminas.
Ternium Colombia. Ternium Colombia is a leading long and flat steel products processor and distributor in Colombia and a scrap-based long steel manufacturer, with total annual finished steel production capacity of approximately 540,000 tons.
Ternium del Atlantico. Ternium del Atlántico is a manufacturer of steel bars and coils serving the Colombian construction sector with total annual finished steel production capacity of approximately 520,000 tons.
Tenigal. Tenigal is a manufacturer of hot-dip galvanized and galvannealed steel sheets serving the Mexican automotive industry with total annual finished steel production capacity of approximately 480,000 tons. Ternium and NSC hold 51% and 49% participations in Tenigal, respectively.
Ternium Guatemala. Ternium Guatemala and its subsidiaries operate all of Ternium’s steel processing facilities in Guatemala, El Salvador, Nicaragua and Costa Rica. Ternium Guatemala and its subsidiaries produce hot-dip galvanized steel sheets and other value-added finished steel products mainly for the construction and industrial sectors. Ternium Guatemala has total annual finished steel production capacity of 110,000 tons.
Ternium USA. Ternium USA operates Ternium’s steel processing activities in the United States and produces galvanized and color coated sheets in its Shreveport unit in Louisiana, United States. Ternium USA has total annual finished steel production capacity of 260,000 tons.
Usiminas. Usiminas is one of the main producers of flat steel products in Brazil, with total annual finished steel production capacity of approximately 6.9 million tons. Usiminas operates mining and steel production facilities in Brazil. The shareholders of Usiminas as of February 27, 2026, are set out in the following table, together with the share percentage owned by each such shareholder as of that date:
Usiminas’ Shareholders Ordinary shares1 Preferred shares2 Total shares
In million Percentage In million Percentage In million Percentage
Ternium (T/T Group) 453.4 64.5 % 8.5 1.6 % 461.9 37.5 %
Confab (T/T Group) 47.5 6.8 % 1.3 0.2 % 48.8 4.0 %
Previdência Usiminas 34.1 4.9 % — — 34.1 2.8 %
Public 167.7 23.9 % 518.4 98.1 % 686.1 55.7 %
Total issued and outstanding 702.7 100.0 % 528.2 100.0 % 1,230.9 100.0 %
1 Each ordinary share of Usiminas entitles its holder to one vote on resolutions at general shareholders’ meetings.
2 Usiminas preferred shares entitle holders to dividends that are 10% higher than those paid on ordinary shares. Preferred shares carry no general voting rights on resolutions at general shareholders’ meetings but, pursuant to Brazilian Corporations Law No. 6,404/76, holders of preferred shares may, by separate vote, elect one member to the board of directors (subject to applicable statutory conditions, including minimum ownership and holding-period requirements) and, as a class, one member to the fiscal council.
In July 2023, we increased our investment in Usiminas by acquiring a share of the participation held by Nippon Steel Corporation in the Usiminas’ control group. As a result of this transaction, Ternium’s holdings of Usiminas’ control group shares increased to 51.5%. A new shareholders’ agreement was entered into as a result of the transaction, and we began to fully consolidate Usiminas in July 2023.
On February 10, 2026, Ternium Investments acquired from NSC Group their remainder participation in the Usiminas control group, totaling 153.1 million ordinary shares, increasing Ternium’s participation in the Usiminas control group to 83.1%. As a result, the T/T group currently holds an aggregate participation of 92.9% in Usiminas’ control group, with Previdência Usiminas holding the remainder 7.1%.
Pursuant to the Usiminas shareholders agreement, Ternium Investments has the right to nominate a majority of the members of Usiminas’ board of directors, the CEO and all other members of Usiminas’ board of officers.
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Usiminas’ Control Group Ordinary shares
In million Percentage
Ternium (T/T Group) 402.0 83.1 %
Confab (T/T Group) 47.5 9.8 %
Previdência Usiminas 34.1 7.1 %
Total Control Group shares 483.6 100.0 %
For information on the acquisition of the additional participation in Usiminas, see note 3 “Acquisition of business - increase of the participation in Usiminas control group and new governance structure of Usiminas” to our consolidated financial statements included in this annual report.
Other Investments
Techgen. Techgen is a Mexican joint venture company owned by 48% by Ternium, 30% by Tecpetrol and 22% by Tenaris. Techgen operates a natural gas-fired combined cycle electric power plant in the Pesquería area of the State of Nuevo León, Mexico. Ternium and Tenaris currently contract 78% and 22%, respectively, of Techgen’s power capacity of approximately 900 megawatts. As a result, Ternium is securing the supply of electricity to its existing and future facilities in Mexico and sells unused energy to the Mexican market. For further information on the company’s commitments under the Techgen project, see note 25(ii)(e), (g), (l) and (m) to the consolidated financial statements included in this annual report.
Unigal Usiminas Ltda. Unigal Usiminas is a joint venture company owned 70% by Usiminas and 30% by NSC. Located in Ipatinga, Minas Gerais, Brazil, it produces hot-dipped galvanized steel coils for the automotive and home appliance industries, and the construction sector. The control of Unigal is shared between the partners, as provided for in the shareholders’ agreement.
MRS Logística S.A. MRS Logística is the concessionary of the Southeastern Federal Railroad Network in the states of Minas Gerais, Rio de Janeiro and São Paulo, Brazil. Shareholders of MRS Logística include Usiminas (11.48% participation) and other Brazilian iron ore and steel producers.
D. Property, Plants and Equipment
For further information, see “—B. Business Overview—Production Facilities and Processes” and “—B. Business Overview—Capital Expenditure Program.”