6-K 1 MainDocument.htm 6-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

 

Form 6-K

 

 

Report of Foreign Private Issuer

 

Pursuant to Rule 13a-16 Or 15d-16 Of

 

The Securities Exchange Act Of 1934

 

For the month of May 2022

 

Commission File Number: 001-14950

 

ULTRAPAR HOLDINGS INC.

(Translation of Registrant’s Name into English)

 

Brigadeiro Luis Antonio Avenue, 1343, 9th Floor

São Paulo, SP, Brazil 01317-910

(Address of Principal Executive Offices)

 

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

 

Form 20-F ____X____                                                         Form 40-F ________

 

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

 

Yes ________                                                                       No ____X____

 

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

 

Yes ________                                                                       No ____X____

 



 



 


 

(Convenience Translation into English from the Original Previously Issued in Portuguese)

 

 

Ultrapar Participações S.A.

 

 

Individual and Consolidated

Interim Financial Information as of

and for the Quarter Ended March 31, 2022

and Report on Review of

Interim Financial Information

 

 

 

 

Delitte Touche Tohmatsu Auditores Independentes Ltda.

 

 



(Convenience Translation into English from the Original Previously Issued in Portuguese)

To the Shareholders, Board of Directors and Management of

Ultrapar Participações S.A.

Introduction

We have reviewed the accompanying individual and consolidated interim financial information of Ultrapar Participações S.A. (“Company”), identified as Parent and Consolidated, included in the Interim Financial Information Form (ITR), for the quarter ended March 31, 2022, which comprises the balance sheet as at March 31, 2022and the related statements of profit and loss, of comprehensive income, of changes in equity and of cash flows for the three-month period then ended, including the explanatory notes.

Management is responsible for the preparation of this individual and consolidated interim financial information in accordance with technical pronouncement CPC 21(R1) and international standard IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), as well as for the presentation of such information in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM), applicable to the preparation of Interim Financial Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of review

We conducted our review in accordance with Brazilian and international standards on review of interim financial information (NBC TR 2410 and ISRE 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the standards on auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.  

Conclusion on the individual and consolidated interim financial information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual and consolidated interim financial information has not been prepared, in all material respects, in accordance with technical pronouncement CPC 21 (R1) and international standard IAS 34 applicable to the preparation of ITR and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM).


 

Other matters

Statements of value added

The interim financial information referred to above includes the individual and consolidated statements of value added (DVA) for the three-month period ended March 31, 2022, prepared under the responsibility of the Company’s Management and presented as supplemental information for international standard IAS 34 purposes. These statements were subject to the review procedures performed together with the review of the ITR to reach a conclusion on whether they are reconciled with the interim financial information and the accounting records, as applicable, and if their form and content are consistent with the criteria set forth in technical pronouncement CPC 09 - Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that these statements of value added were not prepared, in all material respects, in accordance with the criteria defined in such standard and consistently with the individual and consolidated interim financial information taken as a whole.

Corresponding Figures

The corresponding figures for the quarter ended March 31, 2021, presented for purposes of comparison, were previously reviewed by other independent auditors, who issued an unmodified report, dated May 11, 2022. The corresponding figures as of December 31, 2021, presented for purposes of comparison, were previously audited by other independent auditors, who issued an unmodified report, dated February 23, 2022.

The accompanying interim financial information has been translated into English for the convenience of readers outside Brazil.   

São Paulo, May 11, 2022



DELOITTE TOUCHE TOHMATSU Daniel Corrêa de Sá
Auditores Independentes Ltda. Engagement Partner


 

 

Ultrapar Participações S.A. and Subsidiaries 

As of March 31, 2022 and December 31, 2021

(In thousands of Brazilian Reais)

 

 

 

Parent

 

Consolidated

 

Note

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

5.a

17,277

 

21,533

 

2,252,526

 

2,280,074

Financial investments and derivative financial instruments

5.b

86,786

 

142,065

 

936,573

 

1,804,122

Trade receivables

6.a

 

 

3,888,441

 

3,375,246

Reseller financing

6.b

 

 

580,129

 

582,562

Inventories

7

 

 

4,242,281

 

3,918,772

Recoverable taxes

8.a

12,641

 

862

 

1,044,039

 

1,061,227

Recoverable income and social contribution taxes

8.b

51,338

 

56,499

 

257,517

 

291,833

Dividends receivable

 

213

 

146,490

 

147

 

147

Other receivables

 

90,279

 

105,513

 

51,480

 

56,205

Prepaid expenses

11

10,306

 

7,548

 

148,984

 

98,024

Contractual assets with customers - exclusivity rights

12

 

 

573,704

 

555,052

 

 

268,840

 

480,510

 

13,975,821

 

14,023,264

Assets held for sale

4

3,102,246

 

2,681,730

 

9,101,138

 

11,000,917

Total current assets

 

3,371,086

 

3,162,240

 

23,076,959

 

25,024,181










Non-current assets

 

 

 

 

 

 

 

 

Financial investments and derivative financial instruments

5.b

 

 

557,280

 

379,277

Trade receivables

6.a

 

 

73,170

 

63,749

Reseller financing

6.b

 

 

419,102

 

415,472

Related parties

9.a

400,000

 

406,787

 

490

 

490

Deferred income and social contribution taxes

10.a

76,999

 

72,402

 

608,473

 

571,755

Recoverable taxes

8.a

74

 

 

1,063,021

 

1,046,798

Recoverable income  and social contribution taxes

8.b

23,487

 

23,483

 

141,874

 

155,358

Escrow deposits

23.a

18

 

18

 

845,601

 

871,261

Indemnification asset - business combination

23.c

 

 

120,223

 

120,991

Other receivables

 

 

 

32,709

 

29,748

Prepaid expenses

11

2,414

 

1,748

 

66,916

 

71,368

Contractual assets with customers - exclusivity rights

12

 

 

1,570,144

 

1,524,174

 

 

502,992

 

504,438

 

5,499,003

 

5,250,441










Investments in subsidiaries, joint ventures and associates

13

8,286,371

 

8,266,396

 

94,368

 

78,593

Right-of-use assets, net

14

33,708

 

35,304

 

1,765,002

 

1,651,295

Property, plant and equipment, net

15

10,587

 

16,006

 

5,564,286

 

5,534,591

Intangible assets, net

16

252,167

 

252,585

 

1,660,773

 

1,471,256

 

 

9,085,825

 

9,074,729

 

14,583,432

 

13,986,176

Total assets

 

12,456,911

 

12,236,969

 

37,660,391

 

39,010,357

 

The accompanying notes are an integral part of the interim financial information.



Ultrapar Participações S.A. and Subsidiaries

Statements of Financial Position

As of March 31, 2022 and December 31, 2021

(In thousands of Brazilian Reais)

 

 

 

Parent

 

Consolidated


Note

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Liabilities







Current liabilities

 

 

 

 

 

 

 

 

Loans, financing and derivative financial instruments

17

 

 

985,714

 

618,327

Debentures

17

1,738,129

 

39,333

 

4,012,591

 

2,247,724

Trade payables

18.a

25,206

 

26,882

 

2,876,622

 

3,670,895

Trade payables - reverse factoring

18.b

 

 

2,447,569

 

2,119,059

Salaries and related charges

19

38,335

 

55,477

 

267,579

 

330,103

Taxes payable

20

734

 

1,096

 

251,830

 

229,176

Dividends payable

 

8,573

 

193,564

 

19,266

 

202,860

Income and social contribution taxes payable

 

 

 

79,595

 

196,348

Post-employment benefits

21.b

237

 

237

 

21,126

 

21,082

Provision for asset retirement obligation

22

 

 

5,684

 

4,632

Provision for tax, civil and labor risks

23.a

 

 

34,801

 

119,942

Leases payable

14

6,259

 

6,129

 

208,001

 

188,832

Other payables

 

1,421

 

8,612

 

271,820

 

144,204

Deferred revenue

24

 

 

3,747

 

5,625

 

 

1,818,894

 

331,330

 

11,485,945

 

10,098,809

Liabilities directly associated with assets held for sale

4

 

 

2,010,360

 

2,541,421

   Total current liabilities

 

1,818,894

 

331,330

 

13,496,305

 

12,640,230

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

 

Loans, financing and derivative financial instruments

17

 

 

7,521,845

 

8,672,547

Debentures

17

 

1,724,866

 

3,159,101

 

4,839,045

Related parties

9.a

7,397

 

4,674

 

3,510

 

3,534

Deferred income and social contribution taxes

10.a

 

 

290

 

282

Post-employment benefits

21.b

2,081

 

2,000

 

193,918

 

194,637

Provision for asset retirement obligation

22

 

 

52,154

 

52,079

Provision for tax, civil and labor risks

23.a; 23.c

250

 

250

 

843,800

 

812,243

Leases payable

14

31,376

 

32,893

 

1,246,485

 

1,159,479

Subscription warrants - indemnification

25

49,161

 

51,296

 

49,161

 

51,296

Provision for liabilities of joint ventures

13.a; 13.b

48

 

14,199

 

79

 

Other payables

 

5,465

 

8,540

 

106,424

 

115,745

   Total non-current liabilities

 

95,778

 

1,838,718

 

13,176,767

 

15,900,887

 

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

Share capital

26.a

5,171,752

 

5,171,752

 

5,171,752

 

5,171,752

Equity instrument granted

26.b

38,830

 

34,043

 

38,830

 

34,043

Capital reserve

 

597,132

 

596,481

 

597,132

 

596,481

Treasury shares

26.c

(488,425)

 

(488,425)

 

(488,425)

 

(488,425)

Revaluation reserve on subsidiaries

 

4,108

 

4,154

 

4,108

 

4,154

Profit reserves

 

4,866,409

 

4,866,409

 

4,866,409

 

4,866,409

Retained earnings

 

452,177

 

 

452,177

 

Accumulated other comprehensive income

 

(187,745)

 

(422,138)

 

(187,745)

 

(422,138)

Cumulative  translation adjustments

 

88,001

 

304,645

 

88,001

 

304,645

Equity attributable to:

 

 

 

 

 

 

 

 

  Shareholders of the Company

 

10,542,239

 

10,066,921

 

10,542,239

 

10,066,921

  Non-controlling interests in subsidiaries

 

 

 

445,080

 

402,319

Total equity

 

10,542,239

 

10,066,921

 

10,987,319

 

10,469,240

   Total liabilities and equity

 

12,456,911

 

12,236,969

 

37,660,391

 

39,010,357

 

The accompanying notes are an integral part of the interim financial information. 


 

Ultrapar Participações S.A. and Subsidiaries

For the periods ended March 31, 2022 and 2021

(In thousands of Brazilian Reais, except earnings per thousand shares)

 

 

 

 

Parent

 

Consolidated 

 

Note

 

03/31/2022

 

03/31/2021

 

03/31/2022

 

03/31/2021

Continuing operations

 

 

 

 

Re-presented

 

 

 

Re-presented

Net revenue from sales and services

27

 

 

 

31,503,291

 

22,029,756

Cost of products and services sold

28

 

 

 

(30,033,612)

 

(20,789,205)

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

 

 

1,469,679

 

1,240,551

 

 

 

 

 

 

 

 

 

 

Operating income (expenses)

 

 

 

 

 

 

 

 

 

Selling and marketing

28

 

 

 

(488,271)

 

(412,280)

Allowance for expected credit losses

 

 

 

 

(14,517)

 

(3,714)

General and administrative

28

 

(6,442)

 

 

(338,202)

 

(317,556)

Gain (loss) on disposal of property, plant, equipment and intangibles

29

 

(20)

 

1

 

25,074

 

8,447

Other operating income

30

 

18

 

 

64,543

 

52,578

Other operating expenses

30

 

(10)

 

(3,014)

 

(166,863)

 

(65,027)

 

 

 

 

 

 

 

 

 

 

Operating income (loss) before financial result and share of profit (loss) of subsidiaries, joint ventures and associates

 

 

(6,454)

 

(3,013)

 

551,443

 

502,999

Share of profit (loss) of subsidiaries, joint ventures and associates

13

 

129,977

 

196,831

 

13,500

 

(12,137)

Income before financial result and income and social contribution taxes

 

 

123,523

 

193,818

 

564,943

 

490,862

Financial income

31

 

18,062

 

18,399

 

81,344

 

59,773

Financial expenses

31

 

(47,091)

 

(24,442)

 

(506,197)

 

(249,769)

    Financial result, net

31

 

(29,029)

 

(6,043)

 

(424,853)

 

(189,996)

Income before income and social contribution taxes

 

 

94,494

 

187,775

 

140,090

 

300,866

Income and social contribution taxes

 

 

 

 

 

 

 

 

 

Current

10.b; 10.c

 

8,814

 

 

(78,474)

 

(102,787)

Deferred

10.b

 

4,597

 

(2,834)

 

55,217

 

(7,871)

 

 

 

13,411

 

(2,834)

 

(23,257)

 

(110,658)

Net income from continuing operations

 

 

107,905

 

184,941

 

116,833

 

190,208

Discontinued operations

 

 

 

 

 

 

 

 

 

Net income (loss) from discontinued operations

4

 

344,347

 

(52,778)

 

344,347

 

(52,778)

Net income for the period

 

 

452,252

 

132,163

 

461,180

 

137,430

Income attributable to:

 

 

 

 

 

 

 

 

 

  Shareholders of Ultrapar

 

 

452,252

 

132,163

 

452,252

 

132,163

  Non-controlling interests in subsidiaries

 

 

 

 

8,928

 

5,267











Earnings per share from continuing operations (based on weighted average number of shares outstanding) – R$

 

 

 

 

 

 

 

 

 

Basic

32

 

0.0989

 

0.1700

 

0.0989

 

0.1700

Diluted

32

 

0.0984

 

0.1691

 

0.0984

 

0.1691

Earnings per share from discontinued operations (based on weighted average number of shares outstanding) – R$

 

 

 

 

 

 

 

 

 

Basic

32

 

0.3156

 

(0.0485)

 

0.3156

 

(0.0485)

Diluted

32

 

0.3139

 

(0.0482)

 

0.3139

 

(0.0482)

Total earnings per share (based on weighted average number of shares outstanding) – R$

 

 

 

 

 

 

 

 

 

Basic

32

 

0.4146

 

0.1215

 

0.4146

 

0.1215

Diluted

32

 

0.4123

 

0.1208

 

0.4123

 

0.1208

 

The accompanying notes are an integral part of the interim quarterly information. 


 

Ultrapar Participações S.A. and Subsidiaries

For the periods ended March 31, 2022 and 2021

(In thousands of Brazilian Reais)

 

 

 


Parent

 

Consolidated

 

 


03/31/2022

 

03/31/2021

 

03/31/2022

 

03/31/2021

 

Note


 

 

Re-presented

 

 

 

Re-presented

Net income for the period

 


452,252

 

132,163

 

461,180

 

137,430

Items that will be subsequently reclassified to profit or loss:

 


 

 

 

 

 

 

 

Fair value adjustments of financial instruments, net of taxes

 


27

 

(117)

 

27

 

(117)

Fair value adjustments of  financial instruments of subsidiaries and joint ventures, net of taxes

13.a


234,366

 

(119,809)

 

234,470

 

(119,809)

Translation adjustments and hedge of net investments in foreign operations, net of taxes

13.a


(216,644)

 

87,848

 

(216,644)

 

87,848

Total comprehensive income for the period

 


470,001

 

100,085

 

479,033

 

105,352

    Total comprehensive income for the period attributable to shareholders of Ultrapar

 


470,001

 

100,085

 

470,001

 

100,085

    Total comprehensive income for the period attributable to non-controlling interest in subsidiaries

 


 

 

9,032

 

5,267

  

The accompanying notes are an integral part of the interim financial information. 


 

Ultrapar Participações S.A. and Subsidiaries

Periods ended March 31, 2022 and 2021

(In thousands of Brazilian Reais, except dividends per share) 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit reserve

 

 

 

 

 

 

 

 

 

Equity attributable to:

 

 

 

Note

Share capital

 

Equity instrument granted

 

Capital reserve

 

Treasury shares

 

Revaluation reserve on subsidiaries

 

Legal reserve

 

Investments statutory reserve

 

Accumulated other comprehensive income

 

Cumulative translation adjustments (i)

 

Retained earnings

 

Additional dividends to the minimum mandatory dividends

 

Shareholders of the Company

 

Non-controlling interests in subsidiaries

 

Total equity

Balance as of December 31, 2021

 

5,171,752

 

34,043

 

596,481

 

(488,425)

 

4,154

 

792,533

 

4,073,876

 

(422,138)

 

304,645

 

 

 

10,066,921

 

402,319

 

10,469,240

Net income for the period

 

 

 

 

 

 

 

 

 

 

452,252

 

 

452,252

 

8,928

 

461,180

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value adjustments of financial instruments, net of income taxes

13

 

 

 

 

 

 

 

234,393

 

 

 

 

234,393

 

104

 

234,497

Currency translation of foreign subsidiaries, net of  the effect of net investments hedge, net of income taxes

13

 

 

 

 

 

 

 

 

(216,644)

 

 

 

(216,644)

 

 

(216,644)

Total comprehensive income for the period

 

 

 

 

 

 

 

 

234,393

 

(216,644)

 

452,252

 

 

470,001

 

9,032

 

479,033

Issuance of shares related to the subscription warrants - indemnification

 

 

 

651

 

 

 

 

 

 

 

 

 

651

 

 

651

Equity instrument granted 

26.b

 

1,305

 

 

 

 

 

 

 

 

 

 

1,305

 

 

1,305

Equity instrument granted of subsidiaries

13; 26.b

 

3,482

 

 

 

 

 

 

 

 

 

 

3,482

 

 

3,482

Realization of revaluation reserve of subsidiaries

 

 

 

 

 

(46)

 

 

 

 

 

46

 

 

 

 

Shareholder transaction - changes of investments

 

 

 

 

 

 

 

 

 

 

(121)

 

 

(121)

 

121

 

Capital increase attributable to non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

35,046

 

35,046

Dividends attributable to non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,438)

 

(1,438)

Balance as of March 31, 2022

 

5,171,752

 

38,830

 

597,132

 

(488,425)

 

4,108

 

792,533

 

4,073,876

 

(187,745)

 

88,001

 

452,177

 

 

10,542,239

 

445,080

 

10,987,319

(i) Cumulative translation adjustments from discontinued operation.

The accompanying notes are an integral part of the interim financial information.



Ultrapar Participações S.A. and Subsidiaries

Statements of Changes in Equity

For the periods ended March 31, 2022 and 2021

(In thousands of Brazilian Reais, except dividends per share)
 

 

 

 

 

 

 

 

 

 

 

 

 

Profit reserve

 

 

 

 

 

 

 

 

 

Equity attributable to:

 

 

 

Note

Share capital

 

Equity instrument granted

 

Capital reserve

 

Treasury shares

 

Revaluation reserve on subsidiaries

 

Legal reserve

 

Investments statutory reserve

 

Accumulated other comprehensive income (i)

 

Cumulative translation adjustments

 

Retained earnings

 

Additional dividends to the minimum mandatory dividends

 

Shareholders of the Company

 

Non-controlling interests in subsidiaries

 

Total equity

Balance as of December 31, 2020

 

5,171,752

 

22,404

 

594,049

 

(489,068)

 

4,337

 

750,010

 

3,658,265

 

(464,990)

 

231,596

 

 

55,391

 

9,533,746

 

376,519

 

9,910,265

Net income for the period

 

 

 

 

 

 

 

 

 

 

132,163

 

 

132,163

 

5,267

 

137,430

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value adjustments of financial instruments, net of income taxes

13

 

 

 

 

 

 

 

(119,926)

 

 

 

 

(119,926)

 

 

(119,926)

Currency translation of foreign subsidiaries and the effect of net investments hedge, net of income taxes

13

 

 

 

 

 

 

 

 

87,848

 

 

 

87,848

 

 

87,848

Total comprehensive income for the period

 

 

 

 

 

 

 

 

(119,926)

 

87,848

 

132,163

 

 

100,085

 

5,267

 

105,352

Issuance of shares related to the subscription warrants - indemnification

 

 

 

1,371

 

 

 

 

 

 

 

 

 

1,371

 

 

1,371

Equity instrument granted

26.b

 

1,617

 

 

 

 

 

 

 

 

 

 

1,617

 

 

1,617

Equity instrument granted of subsidiaries

13; 26.b

 

1,954

 

 

 

 

 

 

 

 

 

 

1,954

 

 

1,954

Realization of revaluation reserve of subsidiaries

 

 

 

 

 

(46)

 

 

 

 

 

46

 

 

 

 

Shareholder transaction - changes of investments

 

 

 

 

 

 

 

 

 

 

79

 

 

79

 

 

79

Dividends attributable to non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,606)

 

(2,606)

Approval of additional dividends by the Shareholders’ Meeting

 

 

 

 

 

 

 

 

 

 

 

(55,391)

 

(55,391)

 

 

(55,391)

Balance as of March 31, 2021

 

5,171,752

 

25,975

 

595,420

 

(489,068)

 

4,291

 

750,010

 

3,658,265

 

(584,916)

 

319,444

 

132,288

 

 

9,583,461

 

379,180

 

9,962,641


(i) Cumulative translation adjustments from discontinued operation.


The accompanying notes are an integral part of this interim financial information. 


 

Ultrapar Participações S.A. and Subsidiaries

Periods ended March 31, 2022 and 2021

(In thousands of Brazilian Reais)

 

 

 


    Parent   

 

Consolidated

 

Note


03/31/2022

 

03/31/2021

 

03/31/2022

 

03/31/2021

 

 


 

 

Re-presented

 

 

 

Re-presented

Cash flows from operating activities from continuing operations

 


 

 

 

 

 

 

 

Net income from continuing operations

 


107,905

 

184,941

 

116,833

 

190,208

Adjustments to reconcile net income to cash provided by operating activities from continuing operations

 


 

 

 

 

 

 

 

Share of (loss) profit of subsidiaries, joint ventures and associates

13


(129,977)

 

(196,831)

 

(13,500)

 

12,137

Amortization of contractual assets with customers – exclusive rights and right-of-use

12; 14


1,696

 

1,503

 

158,179

 

112,573

Depreciation and amortization

15; 16


461

 

1,453

 

177,459

 

158,952

Interest and foreign exchange rate variations

 


28,160

 

8,620

 

181,909

 

218,093

Current and deferred income and social contribution taxes

10.b


(13,411)

 

2,834

 

23,257

 

110,658

Gain (loss) on disposal of property, plant and equipment and intangible assets

29


20

 

(1)

 

(25,074)

 

(8,447)

Equity instrument granted 

 


1,306

 

1,617

 

3,917

 

3,007

Provision of decarbonization  - CBIO

30


 

 

126,306

 

32,640

Other provisions and adjustments

 


2,620

 

1,471

 

(10,983)

 

(5,273)

 

 


(1,220)

 

5,607

 

738,303

 

824,548

(Increase) decrease in assets

 


 

 

 

 

 

 

 

Trade receivables and reseller financing

6


 

 

(513,131)

 

(355,324)

Inventories

7


 

 

(324,268)

 

(453,151)

Recoverable taxes

8


2,119

 

3,481

 

(60,672)

 

(122,765)

Dividends received from subsidiaries, joint ventures and associates

 


206,277

 

479,726

 

 

Other assets

 


11,811

 

(35,511)

 

(14,441)

 

(49,760)

Increase (decrease) in liabilities

 


 

 

 

 

 

 

 

Trade payables and trade payables - reverse factoring

18


(1,676)

 

12,449

 

(519,589)

 

196,299

Salaries and related charges

19


(17,142)

 

(11,224)

 

(62,524)

 

(36,661)

Taxes payable

20


(362)

 

(204)

 

22,654

 

54,740

    Other liabilities

 


(10,418)

 

6,349

 

(39,709)

 

(28,286)

Acquisition of CBIO

16


 

 

(201,853)

 

(20,825)

Payments of contractual assets with customers - exclusivity rights

12


 

 

(124,747)

 

(35,881)

Income and social contribution taxes paid

 


 

 

(85,789)

 

(80,935)

Net cash provided by (used in) operating activities from continuing operations

 


189,389

 

460,673

 

(1,185,766)

 

(108,001)

Net cash provided by operating activities from discontinued operations

 


 

 

2,693

 

236,425

Net cash provided by (used in) operating activities

 


189,389

 

460,673

 

(1,183,073)

 

128,424

 

 

Ultrapar Participações S.A. and Subsidiaries

Statement of Cash Flows - Indirect Method

Periods ended March 31, 2022 and 2021

(In thousands of Brazilian Reais)

 

 

 


    Parent   

 

Consolidated

 

 


03/31/2022

 

03/31/2021

 

03/31/2022

 

03/31/2021

 

 


 

 

Re-presented

 

 

 

Re-presented

Cash flows from investing activities

 


 

 

 

 

 

 

 

Financial investments, net of redemptions

5.b


77,301

 

(295,637)

 

888,623

 

1,630,744

Acquisition of property, plant and equipment and intangible assets

15; 16


(60)

 

(11,709)

 

(210,491)

 

(235,986)

Proceeds from disposal of investments and assets

 


 

 

33,005

 

19,764

Capital increase in subsidiary and joint ventures

13


(15,708)

 

(12,640)

 

(3,000)

 

(15,000)

Proceeds from loans from discontinued operations

 


-

 

-

 

996,296

 

-











Net cash provided by (used in) investing activities from continuing operations

 


61,533

 

(319,986)

 

1,704,433

 

1,399,522

Net cash provided by investing activities from discontinued operations

 


 

 

231,524

 

47,873

Net cash provided by (used in) investing activities

 


61,533

 

(319,986)

 

1,935,957

 

1,447,395

Cash flows from financing activities

 


 

 

 

 

 

 

 

Loans and debentures

 


 

 

 

 

 

 

 

Proceeds

17


 

 

 

449,471

Repayments

17


 

 

(4,653)

 

(89)

Interest paid

17


(70,758)

 

(16,623)

 

(233,102)

 

(45,154)

Payments of lease

 


 

 

 

 

 

 

 

Principal

14


(2,272)

 

(2,033)

 

(104,623)

 

(93,782)

Interest paid

14


(32)

 

(29)

 

(2,246)

 

(1,961)

Dividends paid

 


(184,991)

 

(477,353)

 

(185,423)

 

(477,440)

Capital increase made by non-controlling interests and redemption of shares

 


-

 

-

 

21,527

 

Related parties

 


2,875

 

353,459

 

24

 

(5,133)

Net cash used in financing activities from continuing operations

 


(255,178)

 

(142,579)

 

(508,496)

 

(174,088)

Net cash used in financing activities from discontinued operations

 


 

 

(153,908)

 

(144,635)

Net cash used in financing activities

 


(255,178)

 

(142,579)

 

(662,404)

 

(318,723)

Effect of exchange rate changes on cash and cash equivalents in foreign currency - continuing operations

 


 

 

(37,720)

 

10,914

Effect of exchange rate changes on cash and cash equivalents in foreign currency - discontinued operations

 


 

 

(19,315)

 

3,699

Increase (decrease) in cash and cash equivalents - continuing operations (i)

 


(4,256)

 

(1,892)

 

(27,549)

 

1,271,709

Increase in cash and cash equivalents - discontinued operations

 


 

 

60,994

 

Cash and cash equivalents at the beginning of the period – continuing operations

5.a


21,533

 

948,649

 

2,280,075

 

2,661,494

Cash and cash equivalents at the beginning of the perioddiscontinued operations

 


-

 

-

 

387,980

 

-

Cash and cash equivalents at the end of the period – continuing operations

5.a


17,277

 

946,757

 

2,252,526

 

3,933,203

Cash and cash equivalents at the end of the period - discontinued operations

 


 

 

448,974

 

Non-cash transactions:

 


 

 

 

 

 

 

 

Addition on right-of-use assets and leases payable

14.a


 

1,328

 

187,848

 

43,364

Addition on contractual assets with customers - exclusivity rights

12


 

 

53,826

 

72,226

Reversal fund - private pension

21.a


 

 

3,107

 

-

Issuance of shares related to the subscription warrants - indemnification - Extrafarma acquisition

25


651

 

1,819

 

651

 

1,371

 

(i) As of March 31, 2021, the balances correspond to continuing and discontinued operations.


The accompanying notes are an integral part of the interim financial information. 


 

Ultrapar Participações S.A. and Subsidiaries

Periods ended March 31, 2022 and 2021

(In thousands of Brazilian Reais, except percentages)

 

 

 


Parent

 

Consolidated

 

Note


03/31/2022

 

%

 

03/31/2021

 

%

 

03/31/2022

 

%

 

03/31/2021

 

%

 

 


 

 

 

 

Re-presented

 

 

 

 

 

 

 

Re-presented

 

 

Revenue

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross revenue from sales and services, except rents and royalties

27


 

 

 

 

 

 

32,767,046

 

 

 

23,136,955

 

 

Rebates, discounts and returns

27


 

 

 

 

 

 

(340,866)

 

 

 

(323,055)

 

 

Reversion (loss) allowance for expected credit losses

6


 

 

 

 

 

 

(14,517)

 

 

 

(3,714)

 

 

Amortization of contractual assets with customers - exclusivity rights

12


 

 

 

 

 

 

(88,751)

 

 

 

(48,214)

 

 

Gain (loss) on disposal of assets and other operating income, net

29; 30


(12)

 

 

 

(3,013)

 

 

 

(77,246)

 

 

 

(4,006)

 

 

 

 


(12)

 

 

 

(3,013)

 

 

 

32,245,666

 

 

 

22,757,966

 

 

Materials purchased from third parties

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Raw materials used

 


 

 

 

 

 

 

(398,630)

 

 

 

(416,449)

 

 

Cost of sales

 


 

 

 

 

 

 

(29,609,206)

 

 

 

(20,733,714)

 

 

Materials, energy, third-party services and other

 


51,391

 

 

 

45,530

 

 

 

(591,897)

 

 

 

(439,806)

 

 

Provision for losses of assets

 


18

 

 

 

 

 

 

2,280

 

 

 

3,036

 

 

 

 


51,409

 

 

 

45,530

 

 

 

(30,597,453)

 

 

 

(21,586,933)

 

 

Gross value added

 


51,397

 

 

 

42,517

 

 

 

1,648,213

 

 

 

1,171,033

 

 



















Retentions

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization of intangible assets and right-of-use assets

14.a; 15; 16


(7,592)

 

 

 

(2,956)

 

 

 

(246,887)

 

 

 

(223,310)

 

 

Net value added produced by the Company

 


43,805

 

 

 

39,561

 

 

 

1,401,326

 

 

 

947,723

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Value added received in transfer

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of profit (loss) of subsidiaries, joint ventures and associates

13


129,977

 

 

 

196,831

 

 

 

13,500

 

 

 

(12,137)

 

 

Rents and royalties

27


 

 

 

 

 

 

29,646

 

 

 

27,354

 

 

Financial income

31


18,062

 

 

 

18,399

 

 

 

81,344

 

 

 

59,773

 

 

 

 


148,039

 

 

 

215,230

 

 

 

124,490

 

 

 

74,990

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Value added from continuing operations available for distribution

 


191,844

 

 

 

254,791

 

 

 

1,525,816

 

 

 

1,022,713

 

 

Value added from discontinued operations available for distribution

 


279,356

 

 

 

(52,778)

 

 

 

689,894

 

 

 

455,912

 

 

Total value added available for distribution

 


471,200

 

 

 

202,013

 

 

 

2,215,710

 

 

 

1,478,625

 

 

Distribution of value added

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel and charges

 


40,098

 

9

 

33,768

 

17

 

357,990

 

16

 

326,533

 

22

Taxes, fees, and contributions

 


(5,382)

 

(1)

 

9,878

 

5

 

579,029

 

27

 

309,910

 

21

Financial expenses and rents

 


49,223

 

10

 

26,204

 

13

 

471,964

 

21

 

196,062

 

13

Retained earnings

 


107,905

 

23

 

184,941

 

91

 

116,833

 

5

 

190,208

 

13

Value added from continuing operations distributed

 


191,844

 

41

 

254,791

 

126

 

1,525,816

 

69

 

1,022,713

 

69

Value added from discontinued operations distributed

 


279,356

 

59

 

(52,778)

 

(26)

 

689,894

 

31

 

455,912

 

31

Value added distributed

 


471,200

 

100

 

202,013

 

100

 

2,215,710

 

100

 

1,478,625

 

100

 

The accompanying notes are an integral part of the interim financial information.

Ultrapar Participações S.A. and Subsidiaries

(In thousands of Brazilian Reais, unless otherwise stated)

1 Operations

 

Ultrapar Participações S.A. (“Ultrapar” or “Company”) is a publicly-traded company headquartered at the Brigadeiro Luís Antônio Avenue, 1343 in the city of São Paulo – SP, Brazil, listed on B3 S.A. Brasil, Bolsa, Balcão (“B3”), in the Novo Mercado listing segment under the ticker “UGPA3” and on the New York Stock Exchange (“NYSE”) in the form of level III American Depositary Receipts (“ADRs”) under the ticker “UGP”.

 

The Company engages in the investment of its own capital in services, commercial and industrial activities, through the subscription or acquisition of shares of other companies. Through its subsidiaries, it operates in the segments of liquefied petroleum gas – LPG distribution (“Ultragaz”), fuel distribution and related businesses (“Ipiranga”) and storage services for liquid bulk (“Ultracargo”). The information about segments is disclosed in Note 33. The activities related to the production and marketing of chemical products (“Oxiteno”) and retail distribution of pharmaceutical, hygiene, beauty, and skincare products (“Extrafarma”) are presented as discontinued operations (see Note 4).

 

This interim financial information was authorized for issuance by the Board of Directors on May 11, 2022.

 

a. Principles of consolidation and investments in subsidiaries

 

a.1 Principles of consolidation

 

In the preparation of the consolidated interim financial information the investments of one company in another, balances of asset and liability accounts, revenues transactions, costs and expenses were eliminated, as well as the effects of transactions conducted between the companies. Non-controlling interests in subsidiaries are presented within consolidated equity and net income.

 

Consolidation of a subsidiary begins when the Company obtains direct or indirect control over an entity and ceases when the company loses control. Income and expenses of a subsidiary acquired are included in the consolidated statements of profit or loss and of comprehensive income from the date the Company gains the control. Income and expenses of a subsidiary, in which the Company loses control, are included in the consolidated statement of profit or loss and comprehensive income until the date the Company loses control.

 

When necessary adjustments are made to the interim financial information of subsidiaries to bring their accounting policies into line with the Company’s accounting policies. 

 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

  

a.2. Investments in subsidiaries
 

The consolidated interim financial information includes the following direct and indirect subsidiaries:

 

 

 

 

 

 

% interest in the share capital

 

 

 

 

 

03/31/2022

 

12/31/2021

 

 

 

 

 

Control

 

Control

 


Location

Segment

 

Direct

 

Indirect

 

Direct

 

Indirect

Ipiranga Produtos de Petróleo S.A.


Brazil

Ipiranga

 

100

 

-

 

100

 

-

am/pm Comestíveis Ltda.


Brazil

Ipiranga

 

-

 

100

 

-

 

100

Icorban - Correspondente Bancário Ltda.


Brazil

Ipiranga

 

-

 

100

 

-

 

100

Ipiranga Trading Limited


British Virgin Islands

Ipiranga

 

-

 

100

 

-

 

100

Tropical Transportes Ipiranga Ltda.


Brazil

Ipiranga

 

-

 

100

 

-

 

100

Ipiranga Imobiliária Ltda.


Brazil

Ipiranga

 

-

 

100

 

-

 

100

Ipiranga Logística Ltda.


Brazil

Ipiranga

 

-

 

100

 

-

 

100

Oil Trading Importadora e Exportadora Ltda.


Brazil

Ipiranga

 

-

 

100

 

-

 

100

Iconic Lubrificantes S.A.


Brazil

Ipiranga

 

-

 

56

 

-

 

56

Integra Frotas Ltda.


Brazil

Ipiranga

 

-

 

100

 

-

 

100

Companhia Ultragaz S.A.


Brazil

Ultragaz

 

-

 

99

 

-

 

99

Ultragaz Comercial Ltda.

 

Brazil

Ultragaz

 

-

 

100

 

-

 

100

Nova Paraná Distribuidora de Gás Ltda. (1)

 

Brazil

Ultragaz

 

-

 

100

 

-

 

100

    Utingás Armazenadora S.A.


Brazil

Ultragaz

 

-

 

57

 

-

 

57

Bahiana Distribuidora de Gás Ltda.


Brazil

Ultragaz

 

-

 

100

 

-

 

100

LPG International Inc.


Cayman Islands

Ultragaz

 

-

 

100

 

-

 

100

Imaven Imóveis Ltda.


Brazil

Others

 

-

 

100

 

-

 

100

Imifarma Produtos Farmacêuticos e Cosméticos S.A. (2)


Brazil

Extrafarma

 

-

 

100

 

-

 

100

UVC Investimentos Ltda.


Brazil

Others

 

-

 

99

 

-

 

99

Centro de Conveniências Millennium Ltda. and subsidiaries


Brazil

Others

 

100

 

-

 

100

 

-

Oxiteno S.A. Indústria e Comércio (3)


Brazil

Oxiteno

 

100

 

-

 

100

 

-

Oxiteno Argentina Sociedad de Responsabilidad Ltda.


Argentina

Oxiteno

 

-

 

100

 

-

 

100

Oleoquímica Indústria e Comércio de Produtos Químicos Ltda.


Brazil

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno Uruguay S.A.


Uruguay

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno México S.A. de C.V.


Mexico

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno Servicios Corporativos S.A. de C.V.

 

Mexico

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno Servicios Industriales S.A. de C.V.

 

Mexico

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno USA LLC

 

United States

Oxiteno

 

-

 

100

 

-

 

100

Global Petroleum Products Trading Corp. (4)


British Virgin Islands

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno Europe SPRL


Belgium

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno Colombia S.A.S.


Colombia

Oxiteno

 

-

 

100

 

-

 

100

Oxiteno Shanghai LTD.


China

Oxiteno

 

-

 

100

 

-

 

100

Empresa Carioca de Produtos Químicos S.A.


Brazil

Oxiteno

 

-

 

100

 

-

 

100

Ultracargo - Operações Logísticas e Participações Ltda.


Brazil

Ultracargo

 

100

 

-

 

100

 

-

Ultracargo Logística S.A. (5)


Brazil

Ultracargo

 

-

 

99

 

-

 

99

TEAS – Terminal Exportador de Álcool de Santos Ltda.

 

Brazil

Ultracargo

 

-

 

100

 

-

 

100

Tequimar Vila do Conde Logística Portuária S.A.

 

Brazil

Ultracargo

 

-

 

100

 

-

 

100

Ultrapar International S.A.


Luxembourg

Others

 

100

 

-

 

100

 

-

SERMA - Ass. dos usuários equip. proc. de dados


Brazil

Others

 

-

 

100

 

-

 

100

UVC - Fundo de investimento em participações multiestratégia investimento no exterior


Brazil

Others

 

100

 

-

 

100

 

-

Eaí Clube Automobilista S.A.


Brazil

Others

 

100

 

-

 

100

 

-


The percentages in the table above are rounded.


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information  

(In thousands of Brazilian Reais, unless otherwise stated)

 

(1) Non-operating company in closing phase.
(2) On May 18, 2021, the Company announced the signing of an agreement for the sale of all shares of Extrafarma to Pague Menos. As of December 31, 2021, the Company reclassified the subsidiary's balances to “assets and liabilities held for sale”. For more information see note 4.c.1.
(3) On August 16, 2021, the Company announced the signing of an agreement for the sale of its interest in Oxiteno S.A. to Indorama. As of December 31, 2021, the Company reclassified the subsidiary’s balances to “assets and liabilities held for sale”. On April 1, 2022, the transaction was consummated. For more details, see notes 4.c.1 and 36.a.
(4) On January 27, 2022, the subsidiary Global Petroleum Products Trading Corp (“GPPT”) was dissolved.
(5) In April 2021, the name of subsidiary Terminal Químico de Aratu S.A - Tequimar was changed to Ultracargo Logística S.A. (“Ultracargo Logística”).


  1. Main events that occurred in the period

 

b.1 Clarifications on the impacts of the military conflicts between Russia and Ukraine

 

On February 24, 2022, there was a full-scale military invasion of Ukraine by Russian troops. Since then, global markets have experienced volatility and disruption following the escalation of geopolitical tensions and the onset of the military conflict between these countries. While the duration and the impact of the ongoing military conflict is highly unpredictable, the conflict in Ukraine has and may lead to market disruptions and significant volatility in commodity prices, including crude oil, which may affect the prices of petroleum-base fuel and the demand in the markets in which we operate. Furthermore, the governments of the United States and other countries have imposed economic sanctions on Russia, including politicians and corporate and banking entities. These sanctions, or even the threat of further sanctions, may lead Russia to take countermeasures or retaliatory actions, which may lead to further disruptions in the market and an increase in crude oil prices globally, which may negatively impact our business and operations.

 

In addition, any new global financial crisis could have a negative impact on our borrowing cost and on our ability to obtain future borrowings. Disruptions in the financial markets could also lead to a reduction in available commercial credit due to liquidity concerns of the counterparties. If we experience a decrease in demand for our products or an increase in the default rate on our receivables, or if we are unable to obtain borrowings, our business, financial condition and results of operations could be adversely affected.   

 

b.2 Approval of Oxiteno S.A. share purchase and sale agreement by CADE

 

On August 16, 2021, the Company announced the signing of a share purchase agreement for the sale of all shares of Oxiteno S.A. – Indústria e Comércio (“Oxiteno S.A.”) to Indorama Ventures PLC (“Indorama”). On March 7, 2022, the Administrative Council for Economic Defense (“CADE”) approved the transaction without restrictions. On April 1, 2022, the transaction was closed. The initial payment of US$ 1,150 million (equivalent to R$ 5,448 million)(1), adjusted for variations in working capital and net debt position of US$ 176 million (equivalent to R$ 834 million)(1), resulted in a total initial payment of US$ 1,326 (equivalent to R$ 6,282 million)(1), made on April 1, 2022. The final payment of US$ 150 million will be made in April 2024. This amount is still subject to final adjustments to working capital and net debt.  The Company held a 100% interest in Oxiteno S.A.

 

(1) Amount converted into reais at the exchange rate on the closing date of the transaction (US$ 1.00 to R$ 4.7372). 

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

2 Basis of preparation and presentation of the interim financial information

 

The parent's individual and consolidated interim financial information ("quarterly information") was prepared in accordance with the International Accounting Standard ("IAS") 34 - Interim Financial Reporting issued by the International Accounting Standards Board ("IASB"), and in accordance with the pronouncement CPC 21 (R1) - Interim Financial Reporting, issued by the Brazilian Accounting Pronouncements Committee (“CPC”), and presented in accordance with the rules issued by the Securities and Exchange Commission of Brazil (“CVM”).

 

All relevant specific information of the interim financial information, and only this information, was presented and corresponds to that used by the Company’s and its subsidiaries’ Management.

 

The presentation currency of the Company’s interim financial information is the Brazilian Real, which is the Company’s functional currency, unless otherwise stated.

 

The preparation of the interim financial information requires management to make judgments, use estimates and adopt assumptions in the application of accounting policies that affect the presented amounts of income, expenses, assets and liabilities, including contingent liabilities. The uncertainty related to these judgments, assumptions and estimates could lead to results that require a significant adjustment to the carrying amount of certain assets and liabilities in future years.

 

The Company reviews its judgments, estimates and assumptions on an ongoing basis, as disclosed in the financial statements for the year ended December 31, 2021. No material changes were observed in such judgments, estimates and assumptions in relation to those disclosed as of December 31, 2021.

 

The interim financial information has been prepared on a historical cost basis, except for the following material items recognized in the statements of financial position:


(i) derivative and non-derivative financial instruments measured at fair value;
(ii) share-based payments and employee benefits measured at fair value;
(iii) deemed cost of property, plant and equipment. 

 

The main accounting policies applied in the preparation of this interim financial information are set out in Note 3. The interim financial information was prepared considering the going concern assumption. 


 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

3. Summary of significant accounting policies

 

This interim financial information was prepared using information from Ultrapar and its subsidiaries on the same base date, as well as consistent accounting policies and practices. This interim financial information should be read together with the individual and consolidated financial statements of the Company for the year ended December 31, 2021 since its objective is to provide an update of the significant activities, events and circumstances in relation to those individual and consolidated financial statements. Therefore, this interim financial information focuses on new activities, events and circumstances and does not duplicate previously disclosed information, except when Management considers it relevant to maintain a certain information. 

 

The accounting policies have been consistently applied to all consolidated companies and are consistent with those used in the parent. There have been no changes with respect to such policies and methods for calculating estimates, except for the new accounting policies presented in note 3.a.

 

  1. New accounting policies and changes in accounting policies adopted

 

The new standards and interpretations issued, up to the issuance of the Company's individual and consolidated interim financial information, are described below. The Company and its subsidiaries intend to adopt these new standards, amendments and interpretations, if applicable, when they become effective and do not expect to have a material impact arising from their application in its individual and consolidated interim financial information. 

 

a.1 Accounting policies adopted

The following new standards, amendments and interpretations to IFRS issued by the IASB and effective on 1º January, 2022 do not have significant impact on the interim financial information for the three-month period ended March 31, 2022:

 

Changes to the IFRS 3 - Reference to the Conceptual Framework

Changes to the IAS 16 - Property, Plant and Equipment - Proceeds Before Intended Use


Changes to the IAS 37 - Onerous Contracts - Cost of Fulfilling a Contract


Annual Improvements to the IFRSs Cycle 2018 - 2020 - Changes to IFRS 1 - First-time Adoption of International Financial Reporting Standards, IFRS 9 – Financial Instruments and IFRS 16 - Leases


Lease Concessions Related to Covid-19 after June 30, 2021 - Changes to IFRS 16

  


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

a.2 Accounting policies not adopted

 

The following new standards, amendments and interpretations to IFRSs issued by the IASB were not adopted because are not effective in the three-month period ended March 31, 2022, and the Company does not wait to have significant impact on the future financial statements and/or interim financial information:

 

Reform of Reference Interest Rates - Level 2 - Changes to the standards IFRS 9, IAS 39, IFRS 7, IFRS 4 e IFRS 16

Changes to the IFRS 10 - Consolidated Financial Statements and IAS 28 (changes) - Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

Changes to the IAS 1 - Classification of Liabilities as Current or Non-current


Changes to the IAS 1 and IFRS Practice Statement - Disclosure of Accounting Policies


Changes to the IAS 8 - Definition of Accounting Estimantes


Changes to the IAS 12 - Deferred Tax Related to Assets and Liabilities Arising From a Single Transaction

 

In order to be prepared for the transition of the IBORs, the Company is monitoring the pronouncements of the authorities, as well as the measures that have been adopted, aiming at the adaptation of the financial instruments to the new benchmarks. In June 2017, the Company, through the subsidiary IPP, contracted a financing with maturity date in June 2022, with the current notional amount of USD 50 million linked to LIBOR, with quarterly interest flows and principal amortization at the end of the operation. At the time of debt raising, a swap transaction with a notional value and cash flow identical to that of raising was closed with the same financial institution, through which the IPP became active in LIBOR, at an interest rate equivalent to the debt and liability rate in floating rate Reais (see notes 17 and 34.g), these being the only operations linked to LIBOR. In view of the short-term maturity as well as the debt, the swap and the fact that both have the same cash flow and financial institution, the Company understands that there are not currently impacts from the LIBOR change on its operations.  

 

4. Assets and liabilities of subsidiaries held for sale and discontinued operations

 

The divestments of Oxiteno and Extrafarma are aligned with Ultrapar's portfolio review. With a more complementary and synergistic businesses, Ultrapar concludes the rationalization phase of its portfolio and will now concentrate on developing investment opportunities in the verticals of energy and infrastructure, with increasing focus on energy transition, leveraged by its portfolio and expertise. In this context, the Company announced the contracts signing described below and, classified these transactions as assets and liabilities held for sale and discontinued operations. 

 

The Company recognized deferred taxes related to Extrafarma's impairment accounting and allocated it to discontinued operations.

  

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

a. Extrafarma share sale and purchase agreement and other agreements

 

On May 18, 2021, the Company announced the signing of an agreement for the sale of all shares of Extrafarma held by subsidiary IPP to Empreendimentos Pague Menos S.A. (“Pague Menos”). The total sale price is R$ 700 million, subject to adjustments due mainly to changes in working capital and Extrafarma's net debt position on the closing date of the transaction.

 

The transaction will be settled in three installments as follows: 50% on the closing date and 25% on each the first and the second anniversary of the closing date, monetarily updated by the Interbank Deposits Interest Rate (CDI) rate + 0.5% p.a., with a guarantee  provided by a shareholder of Pague Menos for the last two installments. The completion of this transaction is subject to usual conditions precedent in such deals, including approval by the Brazilian antitrust authority and by the general shareholders’ meeting of Pague Menos, pursuant to the terms of article 256 of the Brazilian Corporate Law, which was already held by the purchasing company. Furthermore, preemptive rights were granted to Company's shareholders who wished to acquire Extrafarma's shares, proportionally to their respective interests in the Company's share capital and for the same price per share to be paid by Pague Menos, pursuant to article 253 of the Brazilian Corporate Law. The shareholders of the Company that exercised such right will become direct shareholders of Extrafarma after closing of the transaction. The company held a general shareholders’ meeting on June 25, 2021 in which it was formalized the offering of the aforementioned preemptive rights, detailing the procedures for its exercise, as applicable. The exercise period ended on July 29, 2021 and the total exercised was less than 1% of the Company's capital.

 

On February 11, 2022, the Administrative Council for Economic Defense ("CADE") issued an order declaring the Concentration Act No. 08700.005053/2021-74 regarding the acquisition of Extrafarma by Pague Menos. This declaration of complexity is a regular phase within the normal manner for concentration acts whose analysis by CADE needs further investigation. The companies continue to work with CADE in a transparent manner to provide all necessary clarifications.

 

Extrafarma and Pague Menos will maintain their regular course of business, on an independent manner, until the closing date of the transaction.

 

On December 31, 2021, the Company recorded an impairment in the amount of R$ 282,169, net of the effects of deferred income and social contribution taxes, as allocated below:

 

 

Amount

Goodwill

68,273

Residual surplus value of fixed assets

160

Intangible assets arising from business combination

76,136

Property, plant and equipment

60,548

Right-of-use assets

38,957

Recoverable taxes

183,455

Impairment

427,529

Deferred income and social contribution taxes

(145,360)

Net impairment

282,169

 

In the three-month period ended March 31, 2022, the calculation of the impairment test of the assets was reassessed and no indication of additional impairment was identified.

  

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

b. Oxiteno S.A. share purchase and sale agreement

 

On August 16, 2021, the Company announced the signing of a share purchase agreement for the sale of all shares of Oxiteno S.A. to Indorama. For further information see Note 1.b.2.

 

c. Disclosure of the impacts of IFRS 5 (CPC 31) - Assets and liabilities held for sale and discontinued operations

 

The tables of assets and liabilities held for sale and discontinued operation are detailed below and include the financial position and profit or loss incurred throughout 2022 and 2021, when applicable. Eliminations refer to intercompany transactions, substantially represented by purchase and sale transactions, effects on the profit or loss of foreign debts contemplating hedging instruments, investments in associates that are not part of the sales transaction, among others.

 

c.1 The main classes of assets and liabilities classified as held for sale on March 31, 2022 are shown below: 

 

Assets

Oxiteno

 

Extrafarma

 

Eliminations (*)

 

Total

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

425,186

 

23,788

 

 

448,974

Financial investments and hedging instruments

27,915

 

 

 

27,915

Trade receivables

1,013,013

 

115,107

 

 

1,128,120

Inventories

1,654,975

 

548,620

 

 

2,203,595

Recoverable taxes

  615,500

 

83,513

 

 

699,013

Other assets

53,975

 

34,812

 

(4,124)

 

84,663

Total current assets

  3,790,564

 

805,840

 

(4,124)

 

4,592,280









Non-current assets

 

 

 

 

 

 

 

Related parties

 

1,627

 

(1,627)

 

Deferred income and social contribution taxes

493,154

 

213,581

 

 

706,735

Recoverable taxes

391,032

 

8,721

 

 

399,753

Other assets

11,846

 

3,856

 

-

 

15,702

 

  896,032

 

227,785

 

(1,627)

 

1,122,190

Investments

18,930

 

 

 

18,930

Right-of-use assets, net

29,414

 

317,062

 

 

346,476

Property, plant and equipment, net

2,640,083

 

140,389

 

 

2,780,472

Intangible assets, net

159,492

 

81,298

 

 

  240,790

Total non-current assets

3,743,951

 

766,534

 

(1,627)

 

4,508,858

Total assets held for sale

7,534,515

 

1,572,374

 

(5,751)

 

9,101,138

 

(*) Balances and transactions between the discontinued and continuing operations have been eliminated, mainly related to loans.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated) 

 

Liabilities

Oxiteno

 

Extrafarma

 

Eliminations (*)

 

Total

Current liabilities

 

 

 

 

 

 

 

Loans, financing and hedging instruments

199,295

 

 

(95,951)

 

103,344

Trade payables

864,693

 

180,240

 

(1,744)

 

1,043,189

Salaries and related charges

111,908

 

46,923

 

 

158,831

Taxes payable

64,771

 

16,091

 

 

80,862

Income and social contribution taxes payable

124,933

 

 

 

124,933

Post-employment benefits

3,311

 

 

 

3,311

Provision for tax, civil and labor risks

2,976

 

547

 

 

3,523

Leases payable

10,728

 

68,392

 

 

79,120

Other liabilities

23,246

 

10,344

 

(13,487)

 

20,103

Total current liabilities

1,405,861

 

322,537

 

(111,182)

 

1,617,216









Non-current liabilities

 

 

 

 

 

 

 

Loans, financing and hedging instruments

3,883,551

 

 

(3,883,101)

 

450

Post-employment benefits

6,194

 

302

 

 

6,496

Provision for tax, civil and labor risks

47,761

 

2,377

 

 

50,138

Leases payable

17,871

 

312,961

 

 

330,832

Other liabilities

2,822

 

2,406

 

 

5,228

Total non-current liabilities

3,958,199

 

318,046

 

(3,883,101)

 

393,144

Total equity

2,119,083

 

918,172

 

(3,037,255)

 

Total liabilities held for sale and equity

7,483,143

 

1,558,755

 

(7,031,538)

 

2,010,360

 

(*) Balances and transactions between the discontinued and continuing operations have been eliminated, mainly related to loans.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

c.2 The results for the period and cash flows from discontinued operations for the three-month period ended of March 31, 2022 are shown below:

 

 

Oxiteno

 

Extrafarma

 

Eliminations (*)

 

03/31/2022

Net revenue from sales and services

2,039,287

 

500,692

 

(7,241)

 

2,532,738

Cost of products and services sold

(1,580,000)

 

(346,315)

 

7,241

 

(1,919,074)

Gross profit

459,287

 

154,377

 

 

613,664

Operating income (expenses)

 

 

 

 

 

 

 

Selling, marketing and administrative

(201,365)

 

(170,356)

 

 

(371,721)

Other operating income, net

10,736

 

(4,307)

 

 

6,429

Operating income (loss)

268,658

 

(20,286)

 

 

248,372

Share of profit of associates

(231)

 

 

 

(231)

Operating income (loss) before finance income (expenses) and income and social contribution taxes

268,427

 

(20,286)

 

 

248,141

Financial result, net

23,153

 

(10,707)

 

54,431

 

66,877

Profit (loss) before income and social contribution taxes

291,580

 

(30,993)

 

54,431

 

315,018

Income and social contribution taxes

(16,924)

 

(231)

 

(18,507)

 

(35,662)

Effect, net cessation depreciation (i)

51,372

 

13,619

 

-

 

64,991

Profit (loss) for the period

326,028

 

(17,605)

 

35,924

 

344,347

 

(*) Elimination between continuing and discontinued operations related to the intercompany loan (PPE) between Ultrapar International and Oxiteno.


(i) As of January 1, 2022, the depreciation and amortization of assets classified as held for sale were ceased, in compliance with the item 25 of CPC 31/IFRS 5.

 

 

Oxiteno

 

Extrafarma

 

Eliminations

 

03/31/2022

Net cash provided by (used in) operating activities

(81,558)

 

(96,227)

 

180,478

 

2,693

Net cash provided by (used in) investing activities

1,436,922

 

1,205

 

(1,206,603)

 

231,524

Net cash (used in) provided by financing activities

(1,245,754)

 

65,702

 

1,026,144

 

(153,908)

Effect of exchange rate changes on cash and cash equivalents in foreign currency

(19,315)

 

 

 

(19,315)

Increase (decrease) in cash and cash equivalents

90,295

 

(29,320)

 

19

 

60,994

 

c.2.1 Share of profit (loss) of investees Oxiteno and Extrafarma, net of transactions with related parties, was re-presented as discontinued operations in the total amount of R$ 279,356 in the income statement for the three-month period ended March 31, 2022.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

c.3 The consolidated results for the period and cash flows as of March 31, 2021 that were re-presented are shown below:

 

 

03/31/2021

 

Discontinued operations

 

 

 

03/31/2021

 

Originally Presented

 

Oxiteno

 

Extrafarma

 

Eliminations

 

Total

 

Re-presented

 

A

 

 

 

 

 

 

 

B

 

(A-B)

Net revenue from sales and services

23,950,284

 

1,436,421

 

489,764

 

(5,657)

 

1,920,528

 

22,029,756

Cost of products and services sold

(22,234,378)

 

(1,104,902)

 

(345,928)

 

5,657

 

(1,445,173)

 

(20,789,205)

Gross profit

1,715,906

 

331,519

 

143,836

 

 

475,355

 

1,240,551

Operating income (expenses)

 

 

 

 

 

 

 

 

 

 

 

Selling, marketing and administrative

(1,127,203)

 

(225,400)

 

(168,253)

 

 

(393,653)

 

(733,550)

Other operating income, net

(4,349)

 

1,792

 

(2,139)

 

 

(347)

 

(4,002)

Operating income (loss)

584,354

 

107,911

 

(26,556)

 

 

81,355

 

502,999

Share of profit of associates

(12,222)

 

(85)

 

 

 

(85)

 

(12,137)

Operating income (loss) before finance income (expenses) and income and social contribution taxes

572,132

 

107,826

 

(26,556)

 

 

81,270

 

490,862

Financial result, net

(333,681)

 

(223,459)

 

(10,006)

 

89,780

 

(143,685)

 

(189,996)

Profit (loss) before income and social contribution taxes

238,451

 

(115,633)

 

(36,562)

 

89,780

 

(62,415)

 

300,866

Income and social contribution taxes

(101,021)

 

32,756

 

7,406

 

(30,525)

 

9,637

 

(110,658)

Profit (loss) for the period from continuing operations

-

 

 

 

 

-

 

190,208

Profit (loss) for the period from discontinued operations

 

-

 

-

 

-

 

(52,778)

 

(52,778)

Profit (loss) for the period

137,430

 

(82,877)

 

(29,156)

 

59,255

 

(52,778)

 

137,430

Depreciation and amortization of intangibles and of right-of-use assets (i)

332,701

 

73,910

 

37,315

 

 

111,225

 

221,476

 

(i) Balances included for a complete breakdown of segment information.  

 

 

03/31/2021

 

Discontinued operations

 

03/31/2021

 

Disclosed

 

Oxiteno

 

Extrafarma

 

Eliminations

 

Total

 

Re-presented

 

A

 

 

 

 

 

 

 

B

 

(A-B)

Net cash (used in) operating activities

128,424

 

273,718

 

(34,585)

 

(2,708)

 

236,425

 

(108,001)

Net cash (used in) provided by investing activities

1,447,395

 

56,632

 

(8,759)

 

 

47,873

 

1,399,522

Net cash (used in) provided by financing activities

(318,723)

 

(420,066)

 

2,193

 

273,238

 

(144,635)

 

(174,088)

Effect of exchange rate changes on cash and cash equivalents in foreign currency

14,613

 

3,699

 

 

 

3,699

 

10,914

Increase (decrease) in cash and cash equivalents

1,271,709

 

(86,017)

 

(41,151)

 

270,530

 

143,362

 

1,128,347

 

c.3.1.1 Share of profit (loss) of investees Oxiteno and Extrafarma, net of related parties, was re-presented as discontinued operations in the total amount of R$ (52,778) in the statement of profit or loss for 2021. 

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


5 Cash and cash equivalents, financial investments and derivative financial instruments

 

Cash equivalents and financial investments, excluding cash and bank deposits, are substantially represented by investments: (i) in Brazil, in certificates of deposit of financial institutions linked to interest rate of the DI, in repurchase agreement, financial bills, and in short-term investments funds, whose portfolio comprised of Brazilian Federal Government bonds and certificates of deposit of financial institutions; (ii) outside Brazil, in certificates of deposit of financial institutions and in short-term investments funds, whose portfolio comprised of Federal Government bonds; and (iii) in currency and interest rate hedging instruments. 

 

The financial assets were classified in Note 34.j, based on business model of financial assets of the Company and its subsidiaries.

 

Cash, cash equivalents and financial investments (consolidated) amounted to R$ 3,746,379 as of March 31, 2022 (R$ 4,463,473 as of December 31, 2021) and are  as follows:

 

a.              Cash and cash equivalents

 

Cash and cash equivalents are presented as follows:

 

 

Parent

 

Consolidated

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Cash and bank deposits

 

 

 

 

 

 

 

In local currency

2,341

 

2,554

 

243,545

 

317,907

In foreign currency

 

 

364,939

 

16,640

Financial investments considered cash equivalents

 

 

 

 

 

 

 

In local currency

 

 

 

 

 

 

 

Fixed-income securities

14,936

 

18,979

 

1,642,037

 

1,943,164

In foreign currency

 

 

 

 

 

 

 

Fixed-income securities

 

 

2,005

 

2,363

Total cash and cash equivalents

17,277

 

21,533

 

2,252,526

 

2,280,074

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information 

(In thousands of Brazilian Reais, unless otherwise stated)

 

b. Financial investments and derivative financial instruments
 

The financial investments which are not classified as cash and cash equivalents are presented as follows:

 

 

Parent

 

Consolidated

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Financial investments

 

 

 

 

 

 

 

In local currency

 

 

 

 

 

 

 

Fixed-income securities and funds

86,786

 

142,065

 

801,923

 

1,607,608

In foreign currency

 

 

 

 

 

 

 

Fixed-income securities and funds

 

 

 

103,239

Currency and interest rate hedging instruments (a)

 

 

691,930

 

472,552

Total financial investments

86,786

 

142,065

 

1,493,853

 

2,183,399

Current

86,786

 

142,065

 

936,573

 

1,804,122

Non-current

 

 

557,280

 

379,277

 

(a)  Accumulated gains, net of income tax (see Note 34.i).

 

6 Trade receivables and reseller financing (Consolidated)

 

a. Trade receivables 

 

The composition of trade receivables is as follows: 

 

 

03/31/2022

 

12/31/2021

Domestic customers

4,325,525

 

3,805,756

Domestic customers - related parties (see note 9.a.2)

61

 

57

Foreign customers

6,250

 

3,137

Foreign customers - related parties (see note 9.a.2)

4,086

 

4,400

 

4,335,922

 

3,813,350

(-) Allowance for expected credit losses

(374,311)

 

(374,355)

Total

3,961,611

 

3,438,995

Current

3,888,441

 

3,375,246

Non-current

73,170

 

63,749

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The breakdown of trade receivables, gross of allowance for expected credit losses, is as follows:

 

 

 

 

Past due

 

Total

Current

less than 30 days

31-60 days

61-90 days

91-180 days

more than 180 days

03/31/2022

4,335,922

3,502,478

166,846

29,734

100,280

50,939

485,645

12/31/2021

3,813,350

3,131,528

90,024

33,255

24,804

23,903

509,836

 

The breakdown of allowance for expected credit losses is as follows:

 

 

 

 

Past due

 

Total

Current

less than 30 days

31-60 days

61-90 days

91-180 days

more than 180 days

03/31/2022

374,311

21,479

1,808

2,791

2,166

13,307

332,760

12/31/2021

374,355

21,962

1,595

3,049

2,761

14,926

330,062

 

Movements in the allowance for expected credit losses are as follows:

 

Balance as of December 31, 2021

374,355

Additions

40,771

Reversals

(34,865)

Write-offs

(5,950)

Balance as of March 31, 2022

374,311

 

For more information on the allowance for expected credit losses, see Note 34.d.3.

 

b. Reseller financing

 

The composition of reseller financing is comprised as follows:

 

 

03/31/2022

 

12/31/2021

Reseller financing – Ipiranga

1,198,246

 

1,183,312

(-)Allowance for expected credit losses

(199,015)

 

(185,278)

 

999,231

 

998,034

Current

580,129

 

582,562

Non-current

419,102

 

415,472

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The breakdown of reseller financing, gross of allowance for expected credit losses, is as follows: 

 

 

 

 

Past due

 

Total

Current

less than 30 days

31-60 days

61-90 days

91-180 days

more than 180 days

03/31/2022

1,198,246

774,082

9,485

12,303

6,129

54,291

341,956

12/31/2021

1,183,312

770,008

19,260

24,290

14,373

26,685

328,696

  

The breakdown of the loss allowance for expected credit losses is as follows:

 

 

 

 

Past due

 

Total

Current

less than 30 days

31-60 days

61-90 days

91-180 days

more than 180 days

03/31/2022

199,015

10,926

1,347

3,676

1,603

25,008

156,455

12/31/2021

185,278

1,514

6,410

8,697

6,255

9,892

152,510

  

Movements in allowance for expected credit losses are as follows:

Balance as of December 31, 2021

185,278

Additions

34,869

Reversals

(19,325)

Write-offs

(1,807)

Balance as of March 31, 2022

199,015

 

For more information about the allowance for expected credit losses, see Note 34.d.3. 

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

7 Inventories (Consolidated)

 

The composition of inventories, net of provisions for losses, is as follows:

 

 

03/31/2022

 

12/31/2021

Fuels, lubricants and greases

3,361,497

 

3,038,061

Raw materials

332,674

 

293,242

Liquified petroleum gas (LPG)

150,282

 

146,070

Consumable materials and other items for resale

151,299

 

115,275

Purchase for future delivery (1)

223,263

 

301,992

Properties for resale

23,266

 

24,132

 

4,242,281

 

3,918,772

 

(1) Refers substantially to ethanol, biodiesel and advances for fuel acquisition. 

 

Movements in the provision for losses are as follows:

 

Balance as of December 31, 2021

13,078

Additions to net realizable value adjustment

185

Additions of obsolescence and other losses

574

Balance as of March 31, 2022

13,837

 

8 Recoverable Taxes (Consolidated)

 

a. Recoverable taxes

 

Recoverable taxes are substantially represented by credits of Tax on Goods and Services (“ICMS”, the Brazilian VAT), Contribution for Social Security Financing (“COFINS”) and Social Integration Program (“PIS”).  

 

 

03/31/2022

 

12/31/2021

ICMS (a.1)

896,744

 

893,206

PIS and COFINS (a.2) (a.3)

1,162,355

 

1,177,513

Valued-added tax (IVA) of foreign subsidiaries

 

179

Others

47,961

 

37,127

Total

2,107,060

 

2,108,025

Current

1,044,039

 

1,061,227

Non-current

1,063,021

 

1,046,798


29

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

a.1 The recoverable ICMS net of provision for losses is substantially related to the following subsidiaries and operations:

 

The subsidiaries IPP, Bahiana Distribuidora de Gás Ltda. (“Bahiana”), Cia. Ultragaz, AMPM and Iconic Lubrificantes S.A. (“Iconic”) have credits in the amount of R$ 896,744 (R$ 893,206 as of December 31, 2021) recognized, mainly of the following nature: a) transactions of inputs and outputs of products subject to taxation of the own ICMS; b) interstate outflows of oil-related products, whose ICMS was prepaid by the supplier (Petróleo Brasileiro S.A. (“Petrobras”), in the case of the subsidiaries IPP, Bahiana and Cia. Ultragaz and c) credits for refunds of the ICMS-ST (tax substitution) overpaid when the estimated calculation base is used higher than the actual operation practiced by the subsidiary IPP.

The amounts of recoverable ICMS are realized by the taxed operation itself, being a revolving credit, which means that the credits are monthly offset against the tax payable on sales and new credits are generated by the acquisition of inputs, as well as by the State's refund on tax substitution operations. Management estimates the realization of the credits classified in non-current assets within an average term of up to 5 years. 

 

a.2 The recoverable PIS and COFINS is substantially related to:

 

The balance of PIS and COFINS includes credits recorded under Laws 10,637/2002 and 10,833/2003 in the amount of R$ 573,934 (R$ 607,373 as of December 31, 2021), as well as credits in the amount of R$ 588,421 (R$ 570,140 as of December 31, 2021) arising from a favorable decision regarding the exclusion of ICMS from the PIS and COFINS calculation basis.

The credit balance of PIS and COFINS is realized through the settlement of own debts in subsequent months or with other debts managed by the Receita Federal and social security for cases that the law allows. Management estimates the realization of these credits within up to 5 years.

b. Recoverable income tax and social contribution

 

Relates to IRPJ and CSLL to be recovered by the Company and its subsidiaries, arising from the tax advances of previous years, as well as referring to lawsuits on the non-incidence of IRPJ and CSLL on the monetary variation (SELIC) in the repetition of undue payments (see Note 10.e), with management estimating the realization of these credits within up to 5 years.

 

 

 

 

 

 

03/31/2022

 

12/31/2021

IRPJ and CSLL

399,391

 

447,191

Current

257,517

 

291,833

Non-current

141,874

 

155,358

 

30

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

9 Related parties

 

a. Related parties

 

The balances and transactions between the Company and its subsidiaries with related parties are disclosed below:  

 

a.1 Parent

 

03/31/2022

 

Assets 

 

Liabilities  

 

 

 

Debentures (1)

 

Other receivables

 

Related parties

 

Other payables

 

Finance income (expenses)

Ipiranga Produtos de Petróleo S.A.

400,000

 

60,866

 

 

820

 

11,410

Cia Ultragaz S.A.

 

9,483

 

 

 

Imifarma Produtos Farmacêuticos e Cosméticos S.A.

 

5,277

 

4,522

 

404

 

Oxiteno S.A. Indústria e Comércio

 

7,755

 

 

 

Ultracargo Logística S.A.

 

2,611

 

 

16

 

Eaí Clube Automobilista S.A.

 

557

 

 

 

UVC Investimentos Ltda.

 

6

 

 

 

am/pm Comestíveis Ltda.

 

108

 

 

 

Iconic Lubrificantes S/A

 

6

 

 

 

Química da Bahia Indústria e Comércio S.A.

 

 

2,875

 

 

SERMA - Ass. dos usuários equip. proc. de dados

 

 

 

180

 

Others

 

25

 

 

1

 

Total

400,000

 

86,694

 

7,397

 

1,421

 

11,410

  

 

12/31/2021

 

03/31/2021

 

Assets 

 

Liabilities  

 

 

 

Debentures

 

Other receivables

 

Related parties

 

Other payables

 

Finance income (expenses)

Ipiranga Produtos de Petróleo S.A.

406,787

 

71,585

 

 

1,085

 

3,931

Cia Ultragaz S.A.

 

11,060

 

 

6,799

 

Imifarma Produtos Farmacêuticos e Cosméticos S.A.

 

7,025

 

4,674

 

404

 

Oxiteno S.A. Indústria e Comércio

 

3,787

 

 

2

 

Ultracargo Logística S.A.

 

2,798

 

 

 

Eaí Clube Automobilista S.A.

 

200

 

 

 

UVC Investimentos Ltda.

 

21

 

 

 

am/pm Comestíveis Ltda.

 

146

 

 

 

Iconic Lubrificantes S/A

 

11

 

 

 

SERMA - Ass. dos usuários equip. proc. de dados

 

293

 

 

322

 

Others

 

 

 

1

 

Total

406,787

 

96,926

 

4,674

 

8,613

 

3,931

  

(1) In March 2021 the subsidiary IPP made its nineth private offering in one single series of 400,000 debentures at face value of R$ 1,000.00 (thousand Brazilian Reais) each, nonconvertible into shares, unsecured, with maturity on March 31, 2024 and semiannual interest linked to DI being subscribed the total by the Company.


31

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

a.2 Consolidated

 

Balances and transactions between the Company and its subsidiaries have been eliminated in consolidation and are not disclosed in this note. The balances and transactions between the Company and its subsidiaries with other related parties are disclosed below:

 

 

03/31/2022

 

 Loans (1)

 

Commercial transactions

 

Trading transactions

 

Assets

Liabilities

 

Receivables

 

Trade payables

 

Sales and services provided

 

Purchases

Química da Bahia Indústria e Comércio S.A.

2,875

 

 

 

 

Refinaria de Petróleo Riograndense S.A.

 

 

19,335

 

 

53,888

União Vopak Armazéns Gerais Ltda.

 

61

 

 

196

 

Latitude Logística Portuária S.A.

 

 

174

 

 

Chevron (Thailand) Limited (2)

 

 

3

 

 

776

Chevron Lubricants Oils S.A. (2)

 

601

 

 

282

 

Chevron Marine Products (2)               

 

3,485

 

 

4,193

 

Chevron Oronite Brasil LTDA. (2)         

 

 

34,882

 

 

42,202

Chevron Products Company (2)               

 

 

194,167

 

 

207,629

Chevron Belgium NV (2)   

 

 

511

 

 

931

Others (1)

490

635

 

 

 

 

Total

490

3,510

 

4,147

 

249,072

 

4,671

 

305,426

(1) Loans contracted have indefinite terms and do not contain remuneration clauses. 

(2) Non-controlling shareholders of and other related parties of the Iconic.

  

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

 

12/31/2021

 

03/31/2021

 

 Loans (1)

 

Commercial transactions

 

Trading transactions

 

Assets

Liabilities

 

Receivables

 

Trade payables

 

Sales and services provided

 

Purchases

Química da Bahia Indústria e Comércio S.A.

2,875

 

 

 

 

Refinaria de Petróleo Riograndense S.A.

 

 

90,761

 

 

120,972

ConectCar Soluções de Mobilidade Eletrônica S.A.

 

 

 

340

 

38

União Vopak Armazéns Gerais Ltda.

 

57

 

 

 

Chevron (Thailand) Limited (2)            

 

204

 

 

 

Chevron Lubricants Oils S.A. (2)

 

319

 

 

 

Chevron Marine Products (2)               

 

3,663

 

 

 

Chevron Oronite Brasil LTDA. (2)        

 

 

53,378

 

 

39,215

Chevron Products Company (2)             

 

 

158,557

 

 

153,060

Chevron Belgium NV (2)         

 

 

821

 

 

1,369

Chevron Petroleum CO Colombia (2)         

 

214

 

 

 

Others (1)

490

659

 

 

 

 

Total

490

3,534

 

4,457

 

303,517

 

340

 

314,654

(1) Loans contracted have indefinite terms and do not contain remuneration clauses.

(2) Non-controlling shareholders of and other related parties of the Iconic. 

 

Purchase and sale transactions relate substantially to the purchase of raw materials, feedstock, transportation, and storage services based on similar market prices and terms negotiated between the parties, with customers and suppliers with comparable operational performance. The operations of ConectCar refer to services provided. In the opinion of the Company’s and its subsidiaries’ management, transactions with related parties are not subject to settlement risk, therefore, no provision for expected losses on accounts receivable or guarantees are recorded. Guarantees provided by the Company in loans of subsidiaries and associates are mentioned in Note 17.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

b. Key executives (Consolidated)

 

The Company’s compensation strategy combines short and long-term elements, following the principles of alignment of interests and of maintaining a competitive compensation, and is aimed at retaining key officers and remunerating them adequately according to their attributed responsibilities and the value created to the Company and its shareholders.

 

Short-term compensation is comprised of: (a) fixed monthly compensation paid with the objective of rewarding the executive’s experience, responsibility, and his/her position’s complexity, and includes salary and benefits such as medical coverage, check-up, life insurance, and others; (b) variable compensation paid annually with the objective of aligning the executive’s and the Company’s objectives, which is linked to: (i) the business performance measured through its economic value creation and (ii) the fulfillment of individual annual goals that are based on the strategic plan and are focused on expansion and operational excellence projects, people development and market positioning, among others. More details about post-employment benefits see Note 21.b.

 

The expenses for compensation of its key executives (Company’s directors and executive officers) are shown below:

 

 

03/31/2022

 

03/31/2021

Short-term compensation

13,748

 

10,729

Stock compensation

3,481

 

3,187

Post-employment benefits

686

 

617

Total

17,915

 

14,533

 

 c. Stock plan (Consolidated)

 

Since 2003 Ultrapar has adopted a stock plan in which the executive has the usufruct of shares held in treasury until the transfer of the full ownership of the shares to those eligible members of management after five to seven years from the initial concession of the rights subject to uninterrupted employment of the participant during the period. The volume of shares and the executives eligible are determined by the Board of Directors, and there is no mandatory annual grant. The total number of shares to be used in the plan is subject to the number of shares in treasury. Ultrapar’s Board of Directors members are not eligible to participate in the stock plan. The fair value of the grants was determined on the grant date based on the market value of the shares on the B3, the Brazilian Securities, Commodities and Futures Exchange and the amounts are amortized between five to seven years from the grant date.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The table below summarizes shares granted to the Company and its subsidiaries’ management:

 

Grant date

 Number of shares granted

Vesting period

Market price of shares on the grant date (in R$ per share)

Total grant costs, including taxes

 

Accumulated recognized grant costs

 

Accumulated unrecognized grant costs

03/04/2016

66,664

2023

32.72

9,025

 

(8,631)

 

394

Balance as of March 31, 2022

66,664

 

 

9,025

 

(8,631)

 

394

 

For the quarter ended March 31, 2022 the amortization in the amount of R$ 192 (reversal of R$ 683 in the period ended March 31, 2021 re-presented) was recognized as a general and administrative expense.

 

The table below summarizes the changes of number of shares granted:

 

Balance as of December 31, 2021

 

133,332

Shares vested and transferred

 

(66,668)

Balance as of March 31, 2022

 

66,664

 

In addition, on April 19, 2017, the Ordinary and Extraordinary General Shareholders’ Meeting (“OEGM”) approved a new incentive plan based on shares (“Plan”), which establishes the general terms and conditions for the concession of common shares issued by the Company and held in treasury, that may or may not involve the granting of usufruct of part of these shares for later transfer of the ownership of the shares, in periods of three to six years, to directors or employees of the Company or its subsidiaries. 

As a result of the Plan, common shares representing at most 1% of the Company's share capital may be delivered to the participants, which corresponds, at the date of approval of this Plan, to 11,128,102 common shares.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The table below summarizes the restricted and performance stock programs:

Program

Grant date

Number of shares granted

Vesting period

Market price of shares on the grant date (in R$ per share)

Total grant costs, including taxes

 

Accumulated recognized grant costs

 

Accumulated unrecognized grant costs

Restricted

October 1, 2017

-

2023

38.19

-

 

-

 

Restricted

November 8, 2017

2,340

2022

38.19

644

 

(627)

 

17

Restricted

April 4, 2018

11,100

2022 to 2023

34.35

1,448

 

(1,377)

 

71

Performance

April 4, 2018

5,550

2022 to 2023

34.35

356

 

(285)

 

71

Restricted

September 19, 2018

80,000

2024

19.58

1,020

 

(1,020)

 

Restricted

September 24, 2018

80,000

2024

18.40

3,170

 

(1,424)

 

1,746

Restricted

April 3, 2019

117,018

2022 to 2024

23.25

5,043

 

(3,947)

 

1,096

Performance

April 3, 2019

76,932

2022 to 2024

23.25

3,566

 

(2,394)

 

1,172

Restricted

September 2, 2019

320,000

2025

16.42

7,247

 

(3,120)

 

4,127

Restricted

April 1, 2020

189,195

2023 to 2025

12.53

4,498

 

(2,389)

 

2,109

Performance

April 1, 2020

189,195

2023 to 2025

12.53

4,415

 

(2,306)

 

2,109

Restricted

September 16, 2020

300,000

2026

23.03

9,530

 

(2,515)

 

7,015

Restricted

April 7, 2021

420,571

2024

20.85

16,558

 

(5,511)

 

11,047

Performance

April 7, 2021

420,571

2024

20.85

16,558

 

(5,511)

 

11,047

Restricted

September 22, 2021

1,000,000

2027

14.17

19,545

 

(1,900)

 

17,645

 

3,212,472

 

 

93,598

 

(34,326)

 

59,272

 

For the quarter ended March 31, 2022, a general and administrative expense in the amount of R$ 5,208 was recognized in relation to the Plan (R$ 3,858 for the period ended March 31, 2021 – re-presented).

 

Balance as of December 31, 2021

 

4,415,294

Cancellation of granted shares due to termination of executive employment 

 

(518,586)

Transfers of shares between discontinued operations to continuing operations

 

(684,236)

Balance as of March 31, 2022

 

3,212,472

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

10              Income and social contribution taxes

 

a. Deferred income (IRPJ) and social contribution taxes (CSLL)

 

The Company and its subsidiaries recognize deferred tax assets and liabilities, which are not subject to the statute of limitations, mainly resulting from provision for differences between cash and accrual basis, tax loss carryforwards, negative tax bases and provisions for tax, civil, and labor risks. Deferred tax assets are sustained by the continued profitability of their operations. Deferred IRPJ and CSLL are recognized under the following main categories:

 

 

Parent

 

Consolidated

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Assets - deferred income and social contribution taxes on:

 

 

 

 

 

 

 

Provision for impairment of assets

 

 

61,470

 

57,924

Provision for tax, civil and labor risks

 

 

170,221

 

188,236

Provision for post-employment benefits

788

 

760

 

74,463

 

73,335

Provision for differences between cash accrual basis (i)

 

 

11,742

 

24,754

Goodwill

 

 

1,192

 

4,825

Business combination – tax basis vs. accounting basis of goodwill

 

 

22,026

 

18,699

Provision for asset retirement obligation

 

 

17,411

 

16,991

Provision for suppliers

5,921

 

6,354

 

84,844

 

39,364

Provision for profit sharing and bonus

3,005

 

9,541

 

19,465

 

44,876

Leases payable

1,335

 

1,264

 

46,740

 

41,463

Change in fair value of subscription warrants

10,450

 

10,957

 

10,450

 

10,957

Provision for deferred revenue

 

 

14,820

 

15,643

Other provisions

85

 

85

 

3,096

 

2,769

Tax losses and negative basis for social contribution carryforwards (10.d)

55,415

 

43,441

 

211,362

 

148,345

Total

76,999

 

72,402

 

749,302

 

688,181

Offset liability balance

 

 

(140,829)

 

(116,426)

Net balance of deferred taxes assets

76,999

 

72,402

 

608,473

 

571,755

Liabilities - deferred income and social contribution taxes on:

 

 

 

 

 

 

 

Revaluation of PP&E

 

 

402

 

408

Leases payable

 

 

134

 

138

Provision for differences between cash accrual basis (i)

 

 

37,546

 

19,664

Provision for goodwill

 

 

28,676

 

28,676

Business combination - fair value of assets

 

 

65,664

 

66,079

Other provisions

 

 

8,697

 

1,743

Total

 

 

141,119

 

116,708

Offset asset balance

 

 

(140,829)

 

(116,426)

Net balance of deferred tax liabilities

 

 

290

 

282

 

(i) Refers, mainly, to the income tax on the exchange variation of the derivative hedging instruments.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

Changes in the net balance of deferred IRPJ and CSLL are as follows:

 

 

Parent

 

Consolidated

Balance as of December 31, 2021

72,402

 

571,473

Deferred IRPJ and CSLL recognized in income for the year

4,597

 

55,217

Deferred IRPJ and CSLL recognized in other comprehensive income

 

(18,507)

Balance as of March 31, 2022

76,999

 

608,183

 

b. Reconciliation of income and social contribution taxes on the income statement


IRPJ and CSLL are reconciled to the statutory tax rates as follows:



Parent

 

Consolidated

 

03/31/2022

 

03/31/2021

 

03/31/2022

 

03/31/2021

 

 

 

Re-presented (i)

 

 

 

Re-presented (i)

Income before taxes

94,494

 

187,775

 

140,095

 

300,866

Statutory tax rates - %

34

 

34

 

34

 

34

Income and social contribution taxes at the statutory tax rates

(32,128)

 

(63,844)

 

(47,632)

 

(102,294)

Adjustment to the statutory income and social contribution taxes:

 

 

 

 

 

 

 

Nondeductible expenses (ii)

(7,939)

 

(2,760)

 

(8,472)

 

(6,119)

Nontaxable revenues (iii)

9,286

 

 

11,344

 

648

Adjustment to estimated income (iv)

 

 

2,733

 

84

Unrecorded deferred income and social contribution taxes carryforwards deferred (v)

 

 

(1,348)

 

(1,711)

Share of profit (loss) of subsidiaries, joint ventures and associates

44,192

 

66,923

 

4,592

 

(4,127)

Interest on capital

 

 

1

 

1

Other adjustments

 

(3,153)

 

(467)

 

(6,196)

Income and social contribution taxes before tax incentives

13,411

 

(2,834)

 

(39,249)

 

(119,714)

Tax incentives – SUDENE (10.c)

 

 

15,992

 

9,056

Income and social contribution taxes in the income statement

13,411

 

(2,834)

 

(23,257)

 

(110,658)

Current

8,814

 

 

(78,474)

 

(102,787)

Deferred

4,597

 

(2,834)

 

55,217

 

(7,871)

Effective IRPJ and CSLL rates - %

(14,2)

 

1.5

 

16.6

 

36.8

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated) 

 

(i) For more information on the re-presentation, see Note 4.c.1.
(ii) Consist of certain expenses that cannot be deducted for tax purposes under applicable tax legislation, such as expenses with fines, donations, gifts, losses of assets, negative results of  foreign subsidiaries and certain provisions.
(iii) Consist of certain gains and income that are not taxable under applicable tax legislation, such as the reimbursement of taxes and the reversal of certain provisions, as well as recoverable of tax credits and amounts related to non-taxation of the income and social contribution taxes on the monetary movement (SELIC) in the repetition of undue tax lawsuits.
(iv) Brazilian tax law allows for an alternative method of taxation for companies that generated gross revenues of up to R$ 78 million in their previous fiscal year. Certain subsidiaries of the Company adopted this alternative form of taxation, whereby income and social contribution taxes are calculated on a basis equal to 32% of the operating revenues, as opposed to being calculated based on the effective taxable income of these subsidiaries. The adjustment to estimated income represents the difference between the taxation under this alternative method and the income and social contribution taxes that would have been paid based on the effective statutory rate applied to the taxable income of these subsidiaries.
(v) See Note 10.d.


 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

c. Tax incentives – SUDENE

 

The following subsidiaries have the benefit of income tax reduction for belonging to the sectors of the economy considered priority for the subsidized areas, under the terms of the development program of region operated by the Superintendence for the Development of the Northeast (“SUDENE”), in compliance with the current law:

 

Subsidiary

Units

Incentive - %

Expiration

Bahiana Distribuidora de Gás Ltda.

Mataripe base

75

2024

 

Caucaia base

75

2025

 

Juazeiro base

75

2026

 

Aracaju base

75

2027

 

Suape base

75

2027

Ultracargo Logística S.A.

Aratu Terminal

75

2022

 

Suape Terminal

75

2030

 

Itaqui Terminal

75

2030

 

 d. Taxes losses carryforwards

 

As of March 31, 2022, the Company and certain subsidiaries had tax loss carryforwards related to income tax (IRPJ) and negative basis of CSLL, whose annual compensatios are limited to 30% of taxable income in a given tax year, which do not expire.

 

The balances which are constituted of deferred taxes related to income tax loss carryforwards and negative basis of social contribution are as follows:

 

 

03/31/2022

 

12/31/2021

Oil Trading

86,724

 

53,839

Ultrapar (i)

55,415

 

43,441

Abastece aí

49,742

 

41,065

Tequimar Vila do Conde

13,950

 

9,861

Others

5,531

 

139

 

211,362

 

148,345

 

(i) Considers the amount of R$ 3,913 of deferred taxes recognized on the tax loss of subsidiary Ultrapar International as of March 31, 2022 (R$ 8,510 as of December 31, 2021). 

The balances which are not constituted of deferred taxes related to income tax loss carryforwards and negative basis of social contribution are as follows:

 

 

03/31/2022

 

12/31/2021

Integra Frotas

12,556

 

11,769

Millennium

3,735

 

3,174

 

16,291

 

14,943

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated) 

 

11 Prepaid expenses (Consolidated)

 

 

03/31/2022

 

12/31/2021

Rents

48,766

 

54,327

Advertising and publicity

52,556

 

28,410

Insurance premiums

35,062

 

26,917

Software maintenance

33,389

 

19,863

Employee benefits

7,902

 

8,362

IPVA and IPTU

6,648

 

1,553

Contribution - private pension fund (see Note 21.a)

21,352

 

19,831

Other prepaid expenses

10,225

 

10,129

 

215,900

 

169,392

Current

148,984

 

98,024

Non-current

66,916

 

71,368

 

12 Contractual assets with customers - exclusive rights (Consolidated)

 

Refers to exclusive rights reimbursements of Ipiranga’s agreements with reseller service stations and major customers that are recognized at the time of their occurrence and recognized as reductions of the revenue from sales and services in the statement of profit or loss according to the conditions established in the agreement, being reviewed as changes occur under the terms of the agreements. As of March 31, 2022, the contracts had a weighted average amortization term of five years. 

 

Balances and changes are shown below:

 

Balance as of December 31, 2021

2,079,226

Additions

178,573

Amortization

(88,751)

Transfer

(25,200)

Balance as of March 31, 2022

2,143,848

Current

573,704

Non-current

1,570,144

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

13 Investments in subsidiaries, joint ventures and associates, net

 

The table belows presents the positions of equity and profit (loss) for the period by company: 

 

 

 


 


 

 

Parent

 

Equity


Profit (loss) for the period


Interest in share capital - %

 

Investment

 

Profit (loss) for the period

 

 

03/31/2022


12/31/2021

 

03/31/2022


03/31/2021

Subsidiaries

 


 


 

 

 


 

 

 



Ultracargo - Operações Logísticas e Participações Ltda.

1,462,442


47,110


100

 

1,462,442


1,474,889

 

47,110


50,194

Ipiranga Produtos de Petróleo S.A. (i)

6,683,416


111,825


100

 

6,683,416


6,662,244

 

111,825


219,108

Ultrapar International S.A.

(48)


(21,774)


100

 

(48)


(14,199)

 

(21,773)


(61,629)

UVC

36,985


(1,966)


100

 

36,985


36,491

 

(1,966)


(2,041)

Centro de Conveniências Millennium Ltda. (ii)

12,730


(1,647)


100

 

12,730


9,328

 

(1,647)


(345)

Eaí Clube Automobilista S.A.

70,692


(16,406)


100

 

70,692


78,896

 

(16,406)


(9,387)

Joint ventures

 


 


 

 

 


 

 

 


 

Química da Bahia Indústria e Comércio S.A. (iii)

7,056



50

 

3,528


 


Refinaria de Petróleo Riograndense S.A.

85,752


38,111


33

 

28,473


16,622

 

12,654


751

Negative equity from joint ventures

 


 


 

 

 


 

 

 


 

Refinaria de Petróleo Riograndense S.A.

(35,823)


541


33

 

(11,895)


(12,074)

 

180


180

Total investments in the Parent

 


 


 

 

8,286,371


8,266,396

 

129,977


196,831

Total provision for negative equity of the Parent

 


 


 

 

(48)


(14,199)

 


 

The percentages in the table above are rounded.



(i) Balances are presented net of the effects of discontinued operations. For more details, see Note 4. 

(ii) Balances are accounted for under the equity method of accounting based on information as of February 28, 2022.

(iii) The Company acquired a 50% interest in Química da Bahia on February 1, 2022. Until January 31, 2022, it was an associate of Oxiteno S.A., which was reclassified to assets held for sale.



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

 

 


 


 

 

Consolidated

 

Equity


Profit (loss) for the period 


Interest in share capital - %

 

Investment

 

Profit (loss) for the period

 

 

03/31/2022


12/31/2021

 

03/31/2022


03/31/2021

Joint ventures

 


 


 

 

 


 

 

 


Re-presented

União Vopak – Armazéns Gerais Ltda (1)

15,636


(1,036)


50

 

7,818


8,336

 

(518)


476

Refinaria de Petróleo Riograndense S.A. (2)

85,752


38,111


33

 

28,473


16,622

 

12,654


751

ConectCar Soluções de Mobilidade Eletrônica S.A. (3)



 


 


(7,030)

Latitude Logística Portuária S.A (4)

20,661


708


50

 

10,331


9,978

 

354


(6,273)

Navegantes Logística Portuária S.A (4)

64,184


(2,682)


33

 

21,395


22,289

 

(894)


(544)

Nordeste Logística I S.A. (4)

13,551


2,301


33

 

4,517


2,416

 

767


(37)

Nordeste Logística II S.A. (4)

40,839


(429)


33

 

13,613


13,256

 

(143)


(42)

Nordeste Logística III S.A (4)

35,161


(40)


33

 

11,720


10,566

 

(13)


(47)

        Química da Bahia Indústria e Comércio S.A. (i) 7,056
-
50
3,528
3,528
-
-

Associates

 


 


 

 

 


 

 

 


 

Transportadora Sulbrasileira de Gás S.A.  (5)

17,295


4,483


25

 

4,324


3,204

 

1,121


439

Metalúrgica Plus S.A. (6)

(238)


(81)


33

 

(79)


(53)

 

(27)


(26)

Plenogás Distribuidora de Gás S.A. (6)

1,548


57


33

 

516


497

 

19


16

Other investments



 

28


28

 


Negative equity from joint ventures

 


 


 

 

 


 

 

 


 

Refinaria de Petróleo Riograndense S.A. (2)

(35,823)


541


33

 

(11,895)


(12,074)

 

180


180

Total investment in Consolidated

 


 


 

 

94,368


78,593

 

13,500


(12,137)

Total provision for negative equity in the Consolidated

 


 


 

 

(79)


 


 

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The percentages in the table above are rounded.

 

(i) The Company acquired a 50% interest in Química da Bahia on February 1, 2022. Until January 31, 2022, it was an associate of Oxiteno S.A., which was reclassified to assets held for sale. 


(1) The subsidiary Ultracargo Logística holds an interest in União Vopak – Armazéns Gerais Ltda. (“União Vopak”), which is primarily engaged in liquid bulk storage at the port of Paranaguá.
(2) The Company holds an interest in Refinaria de Petróleo Riograndense S.A. (“RPR”), which is primarily engaged in oil refining.
(3) The subsidiary IPP held an interest in ConectCar, which is primarily engaged in automatic payment of tolls and parking in the States of Bahia, CearáEspírito Santo, GoiásMato GrossoMato Grosso do Sul, Minas GeraisParaná, Pernambuco, Rio de Janeiro, Rio Grande do Sul, Santa Catarina, São Paulo and Distrito Federal. On June 25, 2021, the sale of ConectCar to Porto Seguro S.A., through its subsidiary Portoseg S.A. – CréditoFinanciamento e Investimento, was announced. The transactions was completed on October 1, 2021. The sale value of the 50% interest in the subsidiary IPP was R$ 165 million, and, after adjustments resulting from changes in working capital and net debt position, totaled R$ 158 million.
(4)  The subsidiary IPP participates in the port concession BEL02A at the port of Miramar, in Belém (PA), through Latitude Logística Portuária S.A. (“Latitude”); for the port of Vitória (ES), participates through Navegantes Logística Portuária S.A. (“Navegantes”); in Cabedelo (PB), has participation in Nordeste Logística I S.A. ("Nordeste Logística I"), Nordeste Logística II S.A. ("Nordeste Logística II”) and Nordeste Logística III S.A. (“Nordeste Logística III”) (see Note 35.c).
(5) The subsidiary IPP holds an interest in Transportadora Sulbrasileira de Gás S.A. (“TSB”), which is primarily engaged in natural gas transportation services.
(6)  The subsidiary Cia. Ultragaz holds an interest in Metalúrgica Plus S.A. (“Metalplus”), which is primarily engaged in the manufacture and trading of LPG containers and has interest in Plenogás Distribuidora de Gás S.A. (“Plenogás”), which is primarily engaged in the marketing of LPG. Currently, the associates have their operational activity suspended.

    

Balances and changes in investments in subsidiaries, joint ventures and associates are as follows:

 

 

Parent

 

Consolidated

 

Subsidiaries

 

Joint ventures

 

Total

 

Joint ventures

 

Associates

 

Total

Balance as of December 31, 2021

8,261,848

 

4,548

 

8,266,396

 

71,389

 

7,204

 

78,593

Share of profit (loss) of subsidiaries, joint ventures and associates

117,143

 

12,834

 

129,977

 

12,387

 

1,113

 

13,500

Dividends

(60,000)

 

 

(60,000)

 

 

 

Equity instrument granted

2,081

 

 

2,081

 

 

 

Other comprehensive income

(164)

 

(804)

 

(968)

 

(804)

 

 

(804)

Capital increase in cash

15,708

 

 

15,708

 

3,000

 

 

3,000

Shareholder transaction - changes of investments

 

3,528

 

3,528

 

 

 

Transfer to provision for negative equity

(14,247)

 

 

(14,247)

 

 

 

Transactions with discontinued operations

(56,152)

 

 

(56,152)

 

 

 

Balance as of March 31, 2022

8,266,217

 

20,106

 

8,286,323

 

85,972

 

8,317

 

94,289

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

 

Parent

 

Consolidated

 

Subsidiaries

 

Joint ventures

 

Total

 

Joint ventures

 

Associates

 

Total

Balance as of December 31, 2020

10,530,177

 

 

10,530,177

 

139,100

 

25,616

 

164,716

Share of profit (loss) of subsidiaries and joint ventures from continuing operations

828,150

 

822

 

828,972

 

(18,068)

 

434

 

(17,634)

Share of profit (loss) of subsidiaries and joint ventures from discontinued operations

65,264

 

 

65,264

 

 

48

 

48

Dividends

(692,976)

 

 

(692,976)

 

 

(998)

 

(998)

Equity instrument granted

3,631

 

 

3,631

 

 

 

Other comprehensive income

7,352

 

99

 

7,451

 

99

 

 

99

Translation adjustments of foreign subsidiaries

73,049

 

 

73,049

 

 

 

Actuarial gain of post-employment benefits of subsidiaries, net of income and social contribution taxes

29,273

 

5,723

 

34,996

 

5,723

 

 

5,723

Capital increase in cash

119,156

 

 

119,156

 

30,697

 

 

30,697

Capital decrease

 

 

 

(5,001)

 

(1,500)

 

(6,501)

Shareholder transactions  - changes of investments

 

 

 

(966)

 

 

(966)

Write-off of investment

 

 

 

(78,099)

 

 

(78,099)

Transfer to (from) provision for negative equity

(19,499)

 

(2,096)

 

(21,595)

 

(2,096)

 

 

(2,096)

Reclassification to assets held for sale (i)

(2,681,729)

 

 

(2,681,729)

 

 

(16,396)

 

(16,396)

Balance as of December 31, 2021

8,261,848

 

4,548

 

8,266,396

 

71,389

 

7,204

 

78,593

 

(i) For further information, see Note 4.c.1


14 Right-of-use assets and leases payable (Consolidated)

 

The Company and certain subsidiaries have real estate leases, substantially related to: (i) Ipiranga: fuel stations and distribution centers; (ii) Ultragaz: points of sale and bottling bases; (iii) Ultracargo: port areas and (iv) Company: offices. The Company and certain subsidiaries also have lease agreements relating to vehicles.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

  1. Right-of-use assets

 

  • Consolidated

 

Weighted average
useful life (years)


Balance as of
December 31, 2021

 

Additions and remeasurement

 

Write-offs

 

Amortization

 

Balance as of
March 31, 2022

Cost:

 


 

 

 

 

 

 

 

 

 

Real estate

10


1,793,473

 

134,337

 

(17,628)

 

 

1,910,182

Port areas

20


299,630

 

11,235

 

 

 

310,865

Vehicles

4


146,173

 

40,631

 

(21,601)

 

 

165,203

Equipment

6


16,740

 

559

 

 

 

17,299

Others

20


27,846

 

 

 

 

27,846

 

 


2,283,862

 

186,762

 

(39,229)

 

 

2,431,395

Accumulated amortization:

 


 

 

 

 

 

 

 

 

 

Real estate

 


(489,470)

 

 

15,864

 

(52,468)

 

(526,074)

Port areas

 


(23,526)

 

 

 

(3,613)

 

(27,139)

Vehicles

 


(98,867)

 

 

19,738

 

(12,333)

 

(91,462)

Equipment

 


(1,834)

 

 

 

(360)

 

(2,194)

Others

 


(18,870)

 

 

 

(654)

 

(19,524)

 

 


(632,567)

 

 

35,602

 

(69,428)

 

(666,393)

Net amount

 


1,651,295

 

186,762

 

(3,627)

 

(69,428)

 

1,765,002

 

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

b. Leases payable

 

The changes in leases payable are shown below:

 

Balance as of December 31, 2021

1,348,311

Interest accrued

29,129

Payments

(106,869)

Additions and remeasurement

187,848

Write-offs

(3,933)

Balance as of March 31, 2022

1,454,486

Current

208,001

Non-current

1,246,485

 


The future disbursements (installments) not discounted to present value are presented below:

 

03/31/2022

Up to 1 year

314,981

1 to 2 years

285,993

2 to 3 years

265,374

3 to 4 years

202,625

From 4 to 5 years

168,403

More than 5 years

1,010,090

Total

2,247,466

 

The contracts related to the leases payable are substantially indexed by the IGP-M (General Market Price Index is a measure of Brazilian inflation, calculated by the Getúlio Vargas Foundation).

 

b.1. Discount rates

 

The weighted nominal average discount rates for the lease contracts of the Company are:

 

Contracts for maturity date and discount rate

Maturity date of the contracts

Discount rates (% p.a.)

From 1 to 5 years

4.33

From 6 to 10 years

7.64

From 11 to 15 years

8.02

More than 15 years

8.83

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

c. Effects of inflation - disclosures required by the CVM in the letter SNC/SEP 02/2019

 

The effects of inflation for the quarter ended March 31, 2022 are as follows:

 

Right-of-use assets, net 

 

Nominal base

1,765,002

Inflated base

2,042,880

 

15.7%

Lease liability

 

Nominal base

1,454,486

Inflated base

1,732,363

 

19.1%



Finance expenses

 

Nominal base

29,129

Inflated base

36,584

 

25.6%



Amortization expenses

 

Nominal base

69,428

Inflated base

79,708

 

14.8%


 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information 

(In thousands of Brazilian Reais, unless otherwise stated)

 

15 Property, plant, and equipment (Consolidated)

 

Balance and changes in property, plant and equipment are as follows:

 

 

Weighted average useful life (years)


Balance as of December 31, 2021

 

Additions

 

Depreciation

 

Transfers

 

Write-offs and disposals

 

Balance as of March
31, 2022

 

Cost:

 


 

 

 

 

 

 

 

 

 

 

 

 

Land

 


610,294

 

-

 

 

-

 

(2,813)

 

607,481

 

Buildings

32


1,486,721

 

602

 

 

13,919

 

(6,703)

 

1,494,539

 

Leasehold improvements

12


1,056,179

 

8,701

 

 

20,980

 

(994)

 

1,084,866

 

Machinery and equipment

12


3,024,577

 

22,852

 

 

27,472

 

(421)

 

3,074,480

 

Automotive fuel/lubricant distribution equipment and facilities

13


3,245,586

 

17,319

 

 

1,658

 

(24,695)

 

3,239,868

 

LPG tanks and bottles

9


840,931

 

27,184

 

 

-

 

(4,338)

 

863,777

 

Vehicles

8


288,239

 

2,109

 

 

2,019

 

(134)

 

292,233

 

Furniture and fixtures

7


168,092

 

10,475

 

 

125

 

(1,968)

 

176,724

 

IT equipment

5


330,375

 

3,270

 

 

331

 

(1,202)

 

332,774

 

Construction in progress

 


452,248

 

86,551

 

 

(65,940)

 

(32)

 

472,827

 

Advances to suppliers

 


14,281

 

1,142

 

 

(564)

 

-

 

14,859

 

Imports in progress

 


181

 

-

 

 

-

 

-

 

181

 

 

 


11,517,704

 

180,205

 

 

 

(43,300)

 

11,654,609

 

 

 



Balance as of December 31, 2021

 

Additions

 

Depreciation

 

Transfers

 

Write-offs and disposals

 

Balance as of March
31, 2022

 

Accumulated depreciation:



 

 

 

 

 

 

 

 

 

 

 

 

Buildings



(585,846)

 

 

(10,332)

 

 

4,121

 

(592,057)

 

Leasehold improvements



(573,553)

 

 

(15,126)

 

 

883

 

(587,796)

 

Machinery and equipment



(1,758,401)

 

 

(43,093)

 

 

359

 

(1,801,135)

 

Automotive fuel/lubricant distribution equipment and facilities



(2,050,533)

 

 

(42,531)

 

 

23,511

 

(2,069,553)

 

LPG tanks and containers



(498,310)

 

 

(16,677)

 

 

3,128

 

(511,859)

 

Vehicles



(133,149)

 

 

(5,683)

 

 

99

 

(138,733)

 

Furniture and fixtures



(112,288)

 

 

(3,090)

 

 

1,920

 

(113,458)

 

IT equipment



(269,534)

 

 

(5,900)

 

 

1,195

 

(274,239)

 

 



(5,981,614)

 

 

(142,432)

 

 

35,216

 

(6,088,830)

 

Provision for impairment losses:



 

 

 

 

 

 

 

 

 

 

 

 

Land



(146)

 

 

 

 

 

(146)

 

Leasehold improvements



(18)

 

 

 

 

 

(18)

 

Machinery and equipment



(1,289)

 

 

 

 

 

(1,289)

 

Automotive fuel/lubricant distribuiton equipment and facilities



(46)

 

 

 

 

6

 

(40)

 

 



(1,499)

 

 

 

 

6

 

(1,493)

 

Net amount



5,534,591

 

180,205

 

(142,432)

 

 

(8,078)

 

5,564,286

 

 

Construction in progress relates substantially to expansions, renovations, constructions and upgrade of terminals, service stations and distribution bases.

 

Advances to suppliers are related, basically, to manufacturing of assets for expansion of terminals and bases and acquisition of real estate.


 

Ultrapar Participações S.A. and Subsidiaries 

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

16 Intangible assets (consolidated)

 

Balance and changes in intangible assets are as follows:

 

 

Weighted average useful life (years)


Balance as of December 31, 2021

 

Additions

 

Amortization

 

Write-offs and disposals

 

Exchange rate variation

 

Balance as of March 31, 2022

Cost:

 


 

 

 

 

 

 

 

 

 

 

 

Goodwill (a)

 


818,096

 

 

 

 

 

818,096

Software

5


1,146,980

 

34,521

 

 

(898)

 

 

1,180,603

Distribution rights

16


114,593

 

 

 

 

 

114,593

Brands

 


69,198

 

 

 

 

(10,451)

 

58,747

Trademark rights

39


114,792

 

 

 

 

 

114,792

Others

10


421

 

 

 

 

 

421

Decarbonization credits (CBIO)

 


 

201,853

 

 

 

 

201,853

 

 


2,264,080

 

236,374

 

 

(898)

 

(10,451)

 

2,489,105

Accumulated amortization:

 


 

 

 

 

 

 

 

 

 

 

 

Software

 


(679,402)

 

 

(35,283)

 

766

 

 

(713,919)

Goodwill

 


(101,027)

 

 

(257)

 

 

 

(101,284)

Trademark rights

 


(11,993)

 

 

(734)

 

 

 

(12,727)

Others

 


(402)

 

 

 

 

 

(402)

 

 


(792,824)

 

 

(36,274)

 

766

 

 

(828,332)

Net amount

 


1,471,256

 

236,374

 

(36,274)

 

(132)

 

(10,451)

 

1,660,773

 

a. Goodwill

 

The balance of the goodwill is tested annually for impairment and is represented by the following acquisitions:

 

 

Segment


03/31/2022

 

12/31/2021

Goodwill on the acquisition of:

 


 

 

 

Extrafarma

Extrafarma


661,553

 

661,553

Extrafarma - impairment (i)

Extrafarma


(661,553)

 

(661,553)

Extrafarma - net

Extrafarma


 

Ipiranga (ii)

Ipiranga


276,724

 

276,724

União Terminais

Ultracargo


211,089

 

211,089

Texaco

Ipiranga


177,759

 

177,759

Iconic (CBLSA)

Ipiranga


69,807

 

69,807

Temmar

Ultracargo


43,781

 

43,781

DNP

Ipiranga


24,736

 

24,736

Repsol

Ultragaz


13,403

 

13,403

TEAS

Ultracargo


797

 

797

 

 


818,096

 

818,096

 

(i) For further information, see Note 4.a

(ii) Including R$ 246,163 presented as goodwill at the Parent.

 

The goodwill presented above is based on the expectation of future profitability, supported by appraisal reports, after allocation of the identified assets.  In the three-month period ended March 31, 2022, the Company did not identify any event that indicated the need to carry out an impairment test of the intangible asset. 

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

17 Loans, financing, debentures and derivative financial instruments

 

a. Composition

 

  • Parent:

 

Description

03/31/2022

 

12/31/2021

 

Index/Currency

Weighted average financial charges 03/31/2022

Maturity

Brazilian Reais:

 

 

 

 

 

 

 

Debentures - 6th issuance

1,738,129

 

1,764,199

 

DI

105.3%

2023

Total

1,738,129

 

1,764,199

 

 

 

 

Current

1,738,129

 

39,333

 

 

 

 

Non-current

 

1,724,866

 

 

 

 

 

  •                   Consolidated:

 

 

03/31/2022

 

12/31/2021

 

Index/Currency

Weighted average financial charges 03/31/2022

Maturity

Foreign currency:

 

 

 

 

 

 

 

Notes in the foreign market (*)

6,722,451

 

7,821,441

 

USD

5.3% p.a.

2026 to 2029

Foreign loan (*)

609,927

 

735,438

 

USD

4.0% p.a.

2023

Foreign loan (*)

237,850

 

275,936

 

US$ + LIBOR (1)

1.0% p.a.

2022

Total in foreign currency

7,570,228

 

8,832,815

 

 

 

 

Brazilian Reais:

 

 

 

 

 

 

 

Debentures – CRA

2,113,997

 

2,063,788

 

DI

95.8%

2022 to 2023

Debentures - 6th issuance

1,738,129

 

1,764,199

 

DI

105.3%

2023

Debentures – CRA (*)

1,978,953

 

1,940,237

 

R$ + IPCA

4.7% p.a.

2024 to 2028

Debentures – Ipiranga

791,270

 

771,538

 

DI

105.0%

2022

Debentures - Ultracargo Logística e Tequimar Vila do Conde (*)

467,345

 

466,061

 

R$ + IPCA

4.1% p.a.

2028

Banco do Brasil floating rate

205,218

 

204,813

 

DI

110.9%

2022

Debentures – Ultracargo Logística (*)

81,999

 

80,946

 

R$

6.5% p.a.

2024

Bank Credit Bill

50,000

 

51,179

 

R$ + DI

2.0% p.a.

2022

Financial institutions

 

4,564

 

R$

2022

FINEP

237

 

326

 

R$ + TLP (2)

3.3% p.a.

2022 to 2023

Total in Brazilian Reais

7,427,148

 

7,347,651

 

 

 

 

Total in foreign currency and Brazilian Reais

14,997,376

 

16,180,466

 

 

 

 

Derivative financial instruments (**)

681,875

 

197,177

 

 

 

 

Total

15,679,251

 

16,377,643

 

 

 

 

Current

4,998,305

 

2,866,051

 

 

 

 

Non-current

10,680,946

 

13,511,592

 

 

 

 

 

(*) These transactions were designated for hedge accounting (see Note 34.h).

(**) Accumulated losses (see Note 34.i).



1) LIBOR = London Interbank Offered Rate.
2) TLP (Long-term Interest Rate) = set by the National Monetary Council, TLP is the basic financing cost of Banco Nacional de Desenvolvimento Econômico e Social (“BNDES”), the Brazilian Development Bank. On March 31, 2022, TLP was fixed at 6.08% p.a.


 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The changes in loans, financing, debentures and hedging instruments are shown below:

 

 

Parent

 

Consolidated

Balance as of December 31, 2021

1,764,199

 

16,377,643

Interest accrued

44,688

 

258,985

Principal payment

 

(4,653)

Interest payment

(70,758)

 

(127,497)

Monetary and exchange rate variation

 

(1,285,244)

Change in fair value

 

(24,681)

Hedge result

 

484,698

Balance as of March 31, 2022

1,738,129

 

15,679,251

 

(i) For further information, see Note 4.c.1

 

The long-term consolidated debt had the following principal maturity schedule:

 

 

Parent

 

Consolidated

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

From 1 to 2 years

 

1,724,866

 

1,251,417

 

3,092,734

From 2 to 3 years

 

 

799,459

 

774,904

From 3 to 4 years

 

 

278,928

 

270,401

From 4 to 5 years

 

 

2,594,160

 

3,056,499

More than 5 years

 

 

5,756,982

 

6,317,054

 

 

1,724,866

 

10,680,946

 

13,511,592

 

The transaction costs and issuance premiums associated with debt issuance were added to their  financial liabilities, as shown in Note 17.

 

The Company’s management entered into hedging instruments against foreign exchange and interest rate variations for a portion of its debt obligations (see Note 34.h).



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

b. Transaction costs

 

Transaction costs incurred in issuing debt were deducted from the value of the related contracted financing and are recognized as an expense according to the effective interest rate method as follows:

 

 

Effective rate of transaction costs

(% p.a.)

 

Balance as of December 31, 2021

 

Amortization

 

Balance as of March 31,
2022

Debentures

0.2

 

54,490

 

(4,394)

 

50,096

Notes in the foreign market

0.1

 

28,018

 

(1,017)

 

27,001

Banco do Brasil

0.1

 

76

 

(45)

 

31

Total

 

 

82,584

 

(5,456)

 

77,128

 

(i) See Note 3.c.1.

 

The amount to be appropriated to profit or loss in the future is as follows:

 

 

Up to 1 year

 

1 to 2 years

 

2 to 3 years

 

3 to 4 years

 

4 to 5 years

 

More than 5 years

 

Total

Debentures

13,541

 

10,221

 

6,520

 

6,026

 

5,892

 

7,896

 

50,096

Notes in the foreign market

4,126

 

4,141

 

4,133

 

4,136

 

3,645

 

6,820

 

27,001

Banco do Brasil

31

 

 

 

 

 

 

31

Total

17,698

 

14,362

 

10,653

 

10,162

 

9,537

 

14,716

 

77,128

 

c. Guarantees

 

The financing does not have collateral as of March 31, 2022 and December 31, 2021 and has guarantees and promissory notes in the amount of R$ 13,000,452 as of March 31, 2022 (R$ 14,151,506 as of December 31, 2021). 

 

The Company and its subsidiaries offer collateral in the form of letters of guarantee for commercial and legal proceedings in the amount of R$ 119,258 as of March 31, 2022 (R$ 118,231 as of December 31, 2021).

             

The subsidiary IPP issued collateral to financial institutions in connection with the amounts payable by some of their customers to such institutions (vendor financing) as follows:

 

 

IPP

 

03/31/2022

 

12/31/2021

Maximum amount of future payments related to such collateral:

790,110

 

690,347

Maturity up to

49 months

 

49 months

Fair value of collateral

10,680

 

9,923

 

If the subsidiary IPP is required to make any payment under these collateral arrangements, this subsidiary may recover the amount paid directly from its customers through commercial collection. Until March 31, 2022, the subsidiary IPP did not have losses in connection with these collateral arrangements. The fair value of collateral is recognized in current liabilities as “Other payables”, which is recognized in the statement of profit or loss as customers settle their obligations with the financial institutions.

 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information 

(In thousands of Brazilian Reais, unless otherwise stated)

 

18 Trade payables (Consolidated)

 

a. Trade payables

 

 

03/31/2022

 

12/31/2021

Domestic suppliers

2,612,748

 

3,010,912

Foreign suppliers

31,427

 

445,805

Trade payables - related parties (see Note 9.a.2)

232,447

 

214,178

 

2,876,622

 

3,670,895

 

Some Company’s subsidiaries acquire oil-based fuels and LPG from Petrobras and its subsidiaries. These suppliers control almost all the markets for these products in Brazil.

 

b. Trade payables - reverse factoring

 

 

03/31/2022

 

12/31/2021

Domestic suppliers - reverse factoring

2,259,291

 

1,948,033

Trade payables - reverse factoring - related parties (see Note 9.a.2)

16,625

 

89,339

Foreign suppliers - reverse factoring

171,653

 

81,687

 

2,447,569

 

2,119,059

 

Some subsidiaries of the Company entered into agreements with financial institutions. These agreements consist in the anticipation of the receipt of trade payables by the supplier, in which the financial institutions prepay a certain amount from the supplier and receives, on the maturity date, the amount payable by the subsidiaries of the Company. The decision to join this type of transaction is solely and exclusively of the supplier. The agreement does not substantially change the main characteristics of the commercial conditions previously established between the subsidiaries of the Company and the suppliers. The transactions are presented in operating activities in the statements of cash flow.


19 Salaries and related charges (Consolidated)


 

03/31/2022

 

12/31/2021

Provisions on salaries

140,979

 

136,938

Profit sharing, bonus and premium

57,595

 

132,390

Social charges

66,935

 

52,739

Others

2,070

 

8,036

 

267,579

 

330,103

 


20 Taxes payable (Consolidated)

 

 

 

03/31/2022

 

12/31/2021

ICMS

 

173,812

 

146,598

IPI

 

4,796

 

4,163

PIS and COFINS

 

8,746

 

13,667

ISS

 

45,956

 

45,533

Others

 

18,520

 

19,215

 

 

251,830

 

229,176

 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

21 Employee benefits and private pension plan (Consolidated)             

 

a. ULTRAPREV - Associação de Previdência Complementar

 

In February 2001, the Company’s Board of Directors approved the adoption of a defined contribution pension plan to be sponsored by the Company and its subsidiaries. Participating employees have been contributing to this plan, managed by Ultraprev - Associação de Previdência Complementar (“Ultraprev”), since August 2001. Each participating employee chooses his or her basic contribution to the plan, up to a limit of 11% of the employee’s reference salary, according to the rules of the plan. Each sponsoring company provides a matching contribution in an amount equivalent to each basic contribution. As participating employees retire, they may choose to receive either (i) a monthly sum ranging between 0.3% and 1.0% of their respective accumulated fund in Ultraprev or (ii) a fixed monthly amount, which will exhaust their respective accumulated fund over a period of 5 to 35 years. The Company and its subsidiaries do not take responsibility for guaranteeing amounts or the duration of the benefits received by the retired employee.

 

The balance of R$ 21,352 (R$ 19,831 as of December 31, 2021) regarding the reversal fund will be used to deduct normal sponsor contributions in a period of up to 93 months depending on the sponsor. The number of months is estimated according to the current amount being deducted from the contributions of the sponsor with the highest balance.

 

In the three-month period ended March 31, 2022, the subsidiaries contributed R$ 3,864 to Ultraprev (R$ 3,184 in the three-month period ended December 31, 2021).

 

The total number of participating employees as of March 31, 2022 was 4,169 active participants and 416 retired participants. In addition, Ultraprev had 23 former employees receiving benefits under the rules of a previous plan whose reserves are fully constituted.

 

b. Post-employment benefits (Consolidated)

 

The subsidiaries recognized a provision for post-employment benefits mainly related to seniority bonus, payment of Government Severance Indemnity Fund (“FGTS”), and health, dental care, and life insurance plan for eligible retirees.

 

The amounts related to such benefits were determined based on a valuation conducted by an independent actuary and reviewed by management as of March 31, 2022.

 

 

03/31/2022

 

12/31/2021

Health and dental care plan (1)

162,657

 

159,867

Indemnification of FGTS

37,198

 

38,617

Seniority bonus

3,285

 

5,570

Life insurance (1)

11,904

 

11,665

Total

215,044

 

215,719

Current

21,126

 

21,082

Non-current

193,918

 

194,637

 

(1)  Only IPP, Tropical and Iconic.

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated) 

 

22 Provision for asset retirement obligation (Consolidated)

 

This provision corresponds to the legal obligation to remove the subsidiary IPP’s underground fuel tanks located at Ipiranga-branded service stations after a certain period of use.

 

Changes in the provision for asset retirement obligation are as follows:

 

Balance as of December 31, 2021

56,711

Additions (new tanks)

80

Expenditure with tanks removed

(253)

Accretion expense

1,300

Balance as of March 31, 2022

57,838

Current

5,684

Non-current

52,154

 

23 Provisions and contingent liabilities (Consolidated)

 

a. Provision for tax, civil and labor risks

 

The Company and its subsidiaries are parties in tax, civil, environmental, regulatory, and labor disputes at the administrative and judiciary levels, which, when applicable, are backed by escrow deposits. Provisions for losses are estimated and updated by management based on the opinion of the Company’s legal department and its external legal advisors. 

 

The table below shows the breakdown of provisions by nature and its movement:

 

Provisions

Balance as of December 31, 2021

 

Additions

 

Reversals

 

Payments

 

Interest

 

Balance as of
March 31, 2022

IRPJ and CSLL (a.1)

552,172

 

889

 

 

 

8,051

 

561,112

ICMS (c)

84,155

 

74

 

(19,668)

 

(24,010)

 

891

 

41,442

Civil, environmental and regulatory claims (a.2)

108,761

 

506

 

(1,231)

 

(817)

 

3

 

107,222

Labor litigation (a.3)

95,460

 

986

 

(11,690)

 

(7,926)

 

173

 

77,003

Others

91,637

 

 

(28)

 

 

213

 

91,822

Total

932,185

 

2,455

 

(32,617)

 

(32,753)

 

9,331

 

878,601

Current

119,942

 

 

 

 

 

 

 

 

 

34,801

Non-current

812,243

 

 

 

 

 

 

 

 

 

843,800

 

Some of the provisions above involve in whole or in part, escrow deposits.

             

Balances of escrow deposits are as follows:

 

 

03/31/2022

 

12/31/2021

Tax

746,660

 

731,326

Labor

18,244

 

48,147

Civil and others

80,697

 

91,788

 

845,601

 

871,261

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

a.1 Provision for tax matters

 

On October 7, 2005, the subsidiaries Cia. Ultragaz and Bahiana filed for and obtained a preliminary injunction to recognize and offset PIS and COFINS credits on LPG purchases, against other taxes levied by the RFB, notably IRPJ and CSLL. The decision was confirmed by a trial court on May 16, 2008. Under the preliminary injunction the subsidiaries made escrow deposits for these liabilities which amounted to R$ 541,335 as of March 31, 2022 (R$ 534,830 as of December 31, 2021). On July 18, 2014, a second instance unfavorable decision was published, and the subsidiaries suspended the escrow deposits, and started to pay income taxes from that date. To revert the court decision the subsidiaries presented a writ of prevention which was dismissed on December 30, 2014 and the subsidiaries appealed this decision on February 3, 2015. Appeals were also presented to the respective higher courts Superior Court of Justice (“STJ”) and Federal Supreme Court (“STF”) whose final trial are pending. At the STJ, the issue was subject to the system of Repetitive Appeals (Repetitive Issue No. 1093) and is awaiting judgment by the Superior Court.

 

a.2  Provision for civil, environmental and regulatory claims

 

The Company and its subsidiaries maintain provisions for lawsuits and administrative proceedings, mainly derived from contracts entered into with customers and former services providers, as well as proceedings related to environmental and regulatory issues in the amount of R$ 107,222 as of March 31, 2022 (R$ 108,761 as of December 31, 2021).

 

a.3 Provision for labor matters

 

The Company and its subsidiaries maintain provisions of R$ 77,003 as of March 31, 2022 (R$ 95,460 as of December 31, 2021) for labor litigation filed by former employees and by employees of our service providers mainly contesting the non-payment of labor rights.

 

b. Contingent liabilities (possible)

 

The Company and its subsidiaries are parties in tax, civil, environmental, regulatory, and labor claims whose loss is assessed as by the Company and its subsidiaries’ legal departments, based on the opinion of its external legal advisors and, based on these assessments, these claims were not recognized in the financial statements. The estimated amount of this contingency is R$ 3,433,522 as of March 31, 2022 (R$ 3,310,603 as of December 31, 2021).

 

b.1 Contingent liabilities for tax matters and social security

 

The Company and its subsidiaries have contingent liabilities for tax matters and social security in the amount of R$ 2,372,792 as of March 31, 2022 (R$ 2,292,465 as of December 31, 2021), mainly represented by:

 

b.1.1 The subsidiary IPP and its subsidiaries have assessments invalidating the offset of excise tax (“IPI”) credits in connection with the purchase of raw materials used in the manufacturing of products which sales are not subject to IPI under the protection of tax immunity. The amount of this contingency is R$ 184,658 as of March 31, 2022 (R$ 178,422 as of December 31, 2021).


b.1.2 The subsidiary IPP and its subsidiaries have legal proceedings related to ICMS. The total amount involved in these proceedings was R$ 1,374,294 as of March 31, 2022 (R$ 1,303,383 as of December 31, 2021). Such proceedings arise mostly from the disregard of ICMS credits amounting to R$ 211,683 as of March 31, 2022 (R$ 209,611 as of December 31, 2021), of which R$ 586 (R$ 15,532 as of December 31, 2021) refer to proportional reversal requirement of ICMS credits related to the acquisition of hydrated alcohol; of alleged non-payment in the amount of R$ 187,426 as of March 31, 2022 (R$ 106,590 as of December 31, 2021); of conditioned fruition of tax incentive in the amount of R$ 184,517 as of March 31, 2022 (R$ 174,039 as of December 31, 2021); of inventory differences in the amount of R$ 328,224 as of March 31, 2022 (R$ 295,163 as of December 31, 2021); and of fiscal equilibrium fund required by States to fruition tax benefits in the amount of R$ 184,517 in March 2022 (R$ 174,039 as of December 31, 2021) and a 2% surcharge on products considered non-essential (hydrated ethanol) in the amount of R$ 226,611 (R$ 219,218 as of December 31, 2021).

 

b.1.3 The Company and its subsidiaries are parties to administrative and judicial suits involving Income Tax, Social Security Contribution, PIS and COFINS, substantially about denials of offset claims and credits disallowance which total amount is R$ 578,485 as of March 31, 2022 (R$ 578,097 as of December 31, 2021), mainly represented by:

 

b.1.3.1 The subsidiary IPP received in 2017 a tax assessment related to the IRPJ and CSLL resulting from the alleged undue amortization of the goodwill paid on acquisition of investments, in the amount of R$ 220,726 as of March 31, 2022 (R$ 218,589 as of December 31, 2021), which includes the amount of the income taxes, interest and penalty.

 

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated) 

 

b.2 Contingent liabilities for civil, environmental and regulatory claims

 

The Company and its subsidiaries have contingent liabilities for civil, environmental and regulatory claims in the amount of R$ 805,640 as of March 31, 2022 (R$ 771,695 as of December 31, 2021), mainly represented by:

 

b.2.1 The subsidiary Cia. Ultragaz is party to an administrative proceeding before CADE based on alleged anti-competitive practices in the State of Minas Gerais in 2001. The CADE entered a decision against Cia. Ultragaz and imposed a penalty of R$ 34,460 as of March 31, 2022 (R$ 34,162 as of December 31, 2021). The imposition of such administrative decision was suspended by a court order and its merit is being judicially reviewed.

 

b.2.2 Ultragaz has lawsuits totaling the amount of R$ 240,008 (R$ 233,426 as of December 31, 2021) filed by resellers seeking the declaration of nullity and termination of distribution contracts, in addition to indemnities for losses and damages.

 

b.3 Contingent liabilities for labor matters
 

The Company and its subsidiaries have contingent liabilities for labor matters in the amount of R$ 255,090 as of March 31, 2022 (R$ 246,443 as of December 31, 2021).

 

c. Lubricants operation between IPP and Chevron

 

In the process of transaction of the lubricants' operation in Brazil between Chevron and subsidiary IPP (see Note 3.c to the financial statements filed with CVM on February 20, 2019), it was agreed that each shareholder is responsible for any claims arising out of acts, facts or omissions that occurred prior to the transaction. The amounts of provisions of Chevron’s liability in the amount of R$ 18,956 (R$ 19,724 as of December 31, 2021) are reflected in the consolidation of these financial statements. Additionally, in connection with the business combination, a provision in the amount of R$ 198,900 was recognized on December 1, 2017 related to contingent liabilities, with a balance of R$ 101,267 as of March 31, 2022 (R$ 101,267 as of December 31, 2021). The amounts of provisions of Chevron’s liability recognized in the business combination will be reimbursed to subsidiary Iconic in the event of losses and an indemnification asset was hereby constituted, without the need to establish a provision for uncollectible amounts.


The value of the provision of the Chevron indemnification in the amount of R$ 18,956 refers to: (i) R$ 16,386 ICMS assessments on sales for industrial purposes, in which the STF closed the judgment of the thesis unfavorably to taxpayers; (ii) R$ 2,275 labor claims; and (iii) R$ 295 civil, regulatory and environmental claims.


 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

24 Deferred revenue (Consolidated)

 

The subsidiaries of the Company have recognized the following deferred revenue:

 

 

03/31/2022

 

12/31/2021

Am/pm and Jet Oil franchising upfront fee

23

 

420

Loyalty program “Km de Vantagens” (a)

3,724

 

5,205

Total current

3,747

 

5,625

 

a. Loyalty programs

 

The loyalty program called KM de Vantagens (www.kmdevantagens.com.br) under which registered customers are rewarded with points when they buy products in several partners, including the Ipiranga’s service station, was transferred to Abastece Aí (www.abasteceai.com. br). The subsidiary IPP remains a partner in the program, offering cashback to its customers based on the limits negotiated under the terms of the partnership, where, after the customer meet the requirements for the right to the benefit, Abastece aí immediately credits the amount to the customer's virtual wallet and charges IPP, which reimburses Abastece aí and recognizes the same amount as reduction in sales. At the end of each year, the subsidiary IPP assesses the points available to its customers with the potential to become cashback in future years and recognizes such probability as deferred income.  

 

Deferred revenue is estimated based on the fair value of the points granted, considering the value of the prizes and the expected redemption of these points.

 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

25 Subscription warrants – indemnification

 

Because of the association between the Company and Extrafarma on January 31, 2014, 7 subscription warrants – indemnification were issued, corresponding to up to 6,411,244 shares of the Company. The subscription warrants – indemnification could be exercised beginning 2020 by the former shareholders of Extrafarma and are adjusted according to the changes in the amounts of provisions for tax, civil, and labor risks and contingent liabilities related to the period prior to January 31, 2014. The subscription warrants – indemnification’s fair value is measured based on the share price of Ultrapar (UGPA3) and is reduced by the dividend yield until 2020, since the exercise is possible only from 2020, and they are not entitled to dividends while they are not converted into shares.

 

On February 24, 2021, August 11, 2021 and February 23, 2022, the Company’s Board of Directors approved the issuance of 70,939, 31,032 and 45,925, respectively, common shares within the authorized capital limit provided by the article 6 of the Bylaws, due to the partial exercise of the rights conferred by the subscription warrants issued by the Company at the time of the merger of all Extrafarma shares into the Company, approved by the Extraordinary General Meeting (“EGM”) of the Company held on January 31, 2014.

 

As set out in the association agreement between the Company and Extrafarma of January 31, 2014 and due to the unfavorable decisions on some lawsuits with triggering events prior to January 31, 2014, 578,538 shares linked to the subscription warrants – indemnification were canceled and not issued. On March 31, 2022, 3,474,269 shares were retained linked to subscription warrants – indemnification which will be issued or canceled as the final decisions on the lawsuits are determined, the maximum number of shares that can be issued in the future, total R$ 49,161 (R$ 51,296 as of December 31, 2021).

 

26 Equity 


a. Share capital

 

On March 31, 2022, the subscribed and paid-up capital stock consists of 1,115,151,608 (1,115,107,683 as of December 31, 2021) common shares with no par value and the issuance of preferred shares and participation certificates is prohibited. Each common share entitles its holder to one vote at Shareholders’ Meetings.

 

The price of the outstanding shares on B3 as of March 31, 2022 was R$ 14.15 (R$ 14.54 as of December 31, 2021).

 

As of March 31, 2022 there were 50,438,275 common shares outstanding abroad in the form of ADRs (50,374,275 shares as of December 31, 2021).

 

b. Equity instrument granted

 

The Company has a share-based incentive plan, which establishes the general terms and conditions for the concession of common shares issued by the Company held in treasury (see Note 9.c).

 

c. Treasury shares

 

The Company acquired its own shares at market prices, without capital reduction, to be held in treasury and to be subsequently disposed of or cancelled, in accordance with CVM Instructions 10, issued on February 14, 1980 and 268, issued on November 13, 1997.

 

As of March 31, 2022, the amount was of the R$ 488,425 and 24,256,989 common shares (23,756,393 as of December 31, 2021) were held in the Company's treasury, acquired at an average cost of R$ 20.14


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

27 Net revenue from sales and services (Consolidated)

 

 

03/31/2022

 

03/31/2021

 

 

 

Re-presented (i)

Gross revenue from sales:

 

 

 

Merchandise

32,510,382

 

22,926,497

Services rendered and others

284,431

 

235,835

Sales returns and discounts

(340,866)

 

(323,055)

Amortization of contractual assets (see Note 12)

(88,751)

 

(48,214)

Deferred revenue

1,879

 

1,977

 

32,367,075

 

22,793,040

Sales taxes

(863,784)

 

(763,284)

Net revenue

31,503,291

 

22,029,756

 

(i)  The amounts were re-presented to deconsolidate the balances of the discontinued operations of Extrafarma and Oxiteno. For further information, see Note 4.c.3



28 Costs and expenses by nature

 

The Company presents its costs and expenses by function in the consolidated statement of profit or loss and presents below its expenses by nature:

 

 

Parent

 

Consolidated

 

03/31/2022

 

03/31/2021

 

03/31/2022

 

03/31/2021

 

 

 

 

 

 

 

Re-presented

Raw materials and materials for use and consumption

 

 

(29,800,522)

 

(20,569,518)

Personnel expenses

(46,999)

 

(39,117)

 

(402,401)

 

(379,701)

Freight and storage

 

 

(288,703)

 

(185,994)

Depreciation and amortization

(5,896)

 

(1,453)

 

(176,979)

 

(157,117)

Amortization of right-of-use assets

(1,696)

 

(1,503)

 

(69,428)

 

(64,359)

Advertising and marketing

 

 

(20,238)

 

(24,716)

Services provided by third parties

(21,960)

 

(23,382)

 

(108,537)

 

(76,307)

Other expenses

(7,253)

 

(7,508)

 

6,723

 

(61,329)

Apportionment of SSC/Holding expenses

77,362

 

72,963

 

 

Total

(6,442)

 

 

(30,860,085)

 

(21,519,041)

Classified as:

 

 

 

 

 

 

 

Cost of products and services sold

 

 

(30,033,612)

 

(20,789,205)

Selling and marketing

 

 

(488,271)

 

(412,280)

General and administrative

(6,442)

 

 

(338,202)

 

(317,556)

 

 

 

 

 

 

 

 

Total

(6,442)

 

 

(30,860,085)

 

(21,519,041)



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

  

29 Gain (loss) on disposal of PP&E and intangibles (Consolidated)

 

The gain or loss is determined as the difference between the selling price and residual book value of the investment, PP&E, and intangible asset. For the quarter ended March 31, 2022, the gain was R$ 25,074 (gain of R$ 8,447 as of March 31, 2021).


30 Other operating income (expenses), net (Consolidated)

 

 

03/31/2022

 

03/31/2021

 

 

 

Re-presented

Other operating income:

 

 

 

Commercial partnerships (1)

6,728

 

4,866

Merchandising (2)

10,657

 

8,844

Property rental (3)

6,634

 

6,262

Revenue from miscellaneous services (administrative, commercial and IT services)

37,058

 

23,265

Contractual fine and gas voucher

3,153

 

9,341

Others

313

 

 

64,543

 

52,578

Other operating expenses:

 

 

 

Property rental (3)

(25,998)

 

(22,061)

Taxes on other operating income (4)

(9,438)

 

(6,130)

Fines for tax infractions

(1,331)

 

Decarbonization obligation (5)

(126,306)

 

(32,640)

Others

(3,790)

 

(4,196)

 

(166,863)

 

(65,027)

Other operating income (expenses), net

(102,320)

 

(12,449)

 

(1) Refers to contracts with service providers and suppliers, which establish trade agreements for convenience stores and gas stations.

 

(2) Refers to contracts with suppliers of convenience stores, which establish, among other agreements, promotional campaigns.

 

(3) Refers to Ipiranga's income and expenses with property rentals and sublease, especially for establishment of own gas stations, linked to contractual requirements for the preservation of the  brand.

 

(4) Refers substantially to ICMS, ISS, PIS and COFINS.

 

(5) Refers to the obligation adopted by RenovaBio to set decarbonization targets for its sector.



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

31 Financial result, net

 

 

Parent

 

Consolidated

 

03/31/2022

 

03/31/2021

 

03/31/2022

 

03/31/2021

 

 

 

 

 

 

 

Re-presented (i)

Finance income:

 

 

 

 

 

 

 

Interest on financial investments

15,162

 

8,992

 

41,568

 

19,542

Interest from customers

 

 

35,172

 

27,632

Changes in subscription warrants (see Note 25)

1,492

 

9,364

 

1,492

 

9,364

Selic interest on PIS/COFINS credits

1,368

 

 

1,368

 

Changes in provisions and other income

40

 

43

 

1,744

 

3,235

 

18,062

 

18,399

 

81,344

 

59,773

Finance expenses:

 

 

 

 

 

 

 

Interest on loans

 

(14,008)

 

(99,971)

 

(136,821)

Interest on debentures

(45,245)

 

(9,144)

 

(193,012)

 

(24,863)

Interest on leases payable

(817)

 

(825)

 

(29,129)

 

(27,997)

Bank charges, financial transactions tax, and other charges

(1,029)

 

(465)

 

(36,082)

 

(12,533)

Exchange variation, net of gains and losses with hedging instruments

 

 

(181,160)

 

(37,270)

Changes in provisions, net, and other expenses

 

 

33,157

 

(10,285)

 

(47,091)

 

(24,442)

 

(506,197)

 

(249,769)

Total

(29,029)

 

(6,043)

 

(424,853)

 

(189,996)

 

(i) For further details, see Note 4.c.3 



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

32 Earnings per share (Parent and Consolidated)

 

The table below presents a reconciliation of numerators and denominators used in computing earnings per share. The Company has a stock plan and subscription warrants – indemnification, as mentioned in Notes 9.c and 25, respectively.

 

 

03/31/2022

 

03/31/2021- Re-presented (ii)

 

Continuing operations

 

Discontinued operations(i)

 

Total

 

Continuing operations

 

Discontinued operations(i)

 

Total

Basic earnings per share 

 

 

 

 

 

 

 

 

 

 

 

Net income for the period of the Company

107,905

 

344,347

 

452,252

 

184,941

 

(52,778)

 

132,163

Weighted average number of shares outstanding (in thousands)

1,090,945

 

1,090,945

 

1,090,945

 

1,088,112

 

1,088,112

 

1,088,112

Basic earnings per share - R$

0.0989

 

0.3156

 

0.4146

 

0.1700

 

(0.0485)

 

0.1215

Diluted earnings per share

 

 

 

 

 

 

 

 

 

 

 

Net income for the period of the Company

107,905

 

344,347

 

452,252

 

184,941

 

(52,778)

 

132,163

Weighted average number of outstanding shares (in thousands), including dilution effects

1,096,945

 

1,096,945

 

1,096,945

 

1,093,904

 

1,093,904

 

1,093,904

Diluted earnings per share - R$

0.0984

 

0.3139

 

0.4123

 

0.1691

 

(0.0482)

 

0.1208

Weighted average number of shares (in thousands)

 

 

 

 

 

 

 

 

 

 

 

Weighted average of number of shares for basic earnings per share

 

 

 

 

1,090,945

 

 

 

 

 

1,088,112

Dilution effect

 

 

 

 

 

 

 

 

 

 

 

Subscription warrants

 

 

 

 

3,474

 

 

 

 

 

3,567

Stock plan

 

 

 

 

2,526

 

 

 

 

 

2,225

Weighted average of number of shares for diluted earnings per share

 

 

 

 

1,096,945

 

 

 

 

 

1,093,904

 

(i) For further information, see Note 4.c.2

(i) For further information, see Note 4.c.3

 

Earnings per share were adjusted retrospectively by the issuance of 2,341,416 common shares due to the partial exercise of the rights conferred by the subscription warrants disclosed in Note 25.



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

33 Segment information

 

The Company has three relevant business segments: gas distribution, fuel distribution and storage. The gas distribution segment (Ultragaz) distributes LPG to residential, commercial, and industrial consumers, especially in the South, Southeast, and Northeast regions of Brazil. The fuel distribution segment (Ipiranga) operates the distribution and marketing of gasoline, ethanol, diesel, fuel oil, kerosene, natural gas for vehicles, and lubricants and related activities throughout all the Brazilian territory. The storage segment (Ultracargo) operates liquid bulk terminals, especially in the Southeast and Northeast regions of Brazil. The segments shown in the financial statements are strategic business units supplying different products and services. Intersegment sales are at prices similar to those that would be charged to third parties.

 

a. Financial information related to segments

 

The main financial information of each of the continuing operations of the Company’s segments  is stated as follows. For information about the discontinued operations, see Note 4.c.2:

 

03/31/2022

Income

Ipiranga

Ultragaz

Ultracargo

Others (1) (2)

Subtotal

Segments

Eliminations

Total

Net revenue from sales and services

28,669,956

2,639,259

197,426

46,699

31,553,340

(50,049)

31,503,291

Transactions with third parties

28,669,942

2,638,564

148,072

46,713

31,503,291

31,503,291

Intersegment transactions

14

695

49,354

(14)

50,049

(50,049)

Cost of products and services sold

(27,629,839)

(2,323,001)

(83,718)

(47,103)

(30,083,661)

50,049

(30,033,612)

Gross profit

1,040,117

316,258

113,708

(404)

1,469,679

1,469,679

Operating income (expenses)

 

 

 

 

 

 

 

Selling and marketing

(367,427)

(116,794)

(2,259)

(1,791)

(488,271)

(488,271)

Loss allowance (reversion)  for expected credit losses

(6,589)

(6,317)

(1,611)

(14,517)

(14,517)

General and administrative

(178,931)

(54,716)

(26,592)

(77,963)

(338,202)

(338,202)

Gain (loss) on disposal of property, plant and equipment and intangibles

25,907

(732)

(96)

(5)

25,074

25,074

Other operating income, net

(110,330)

4,309

(1,252)

4,953

(102,320)

(102,320)

Operating income (loss)

402,747

142,008

81,898

(75,210)

551,443

551,443

Share of profit (loss) of subsidiaries, joint ventures and associates

1,191

(2)

(518)

12,829

13,500

13,500

Operating income before finance income (expenses), and income and social contribution taxes

403,938

142,006

81,380

(62,381)

564,943

564,943

Depreciation of PP&E and amortization of intangible assets

82,416

57,341

23,102

12,873

175,732

-

175,732

Amortization of contractual assets with customers - exclusive rights

88,389

362

88,751

88,751

Amortization of right-of-use assets

44,788

13,412

9,445

1,783

69,428

69,428

Total of depreciation and amortization

215,593

71,115

32,547

14,656

333,911

-

333,911



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

03/31/2021- Re-presented

Income

Ipiranga

Ultragaz

Ultracargo

Others (1) (2)

Subtotal

Segments

Eliminations

Total

Net revenue from sales and services

19,844,959

2,037,795

172,038

24,393

22,079,185

(49,429)

22,029,756

Transactions with third parties

19,844,927

2,036,802

127,064

20,963

22,029,756

22,029,756

Intersegment transactions

32

993

44,974

3,430

49,429

(49,429)

Cost of products and services sold

(18,947,757)

(1,811,907)

(68,764)

-

(20,828,428)

39,223

(20,789,205)

Gross profit

897,202

225,888

103,274

24,393

1,250,757

(10,206)

1,240,551

Operating income (loss)

 

 

 

 

 

 

 

Selling and marketing

(304,975)

(92,942)

(2,061)

(12,302)

(412,280)

(412,280)

Loss allowance (reversion) for expected credit losses

(473)

(3,256)

15

(3,714)

(3,714)

General and administrative

(181,704)

(50,472)

(31,688)

(63,898)

(327,762)

10,206

(317,556)

Gain (loss) on disposal of property, plant and equipment and intangibles

5,769

2,626

50

2

8,447

8,447

Other operating income, net

(19,780)

5,591

(843)

2,583

(12,449)

(12,449)

 

 

 

 

 

 

 

 

Operating income (loss)

396,039

87,435

68,747

(49,222)

502,999

502,999

Share of profit (loss) of subsidiaries, joint ventures and associates

(6,504)

(10)

476

(6,099)

(12,137)

(12,137)

Operating income before finance income (expenses) and income and social contribution taxes

389,535

87,425

69,223

(55,321)

490,862

490,862

Depreciation of PP&E and amortization of intangible assets

79,222

51,183

18,171

8,541

157,117

157,117

Amortization of contractual assets with customers - exclusive rights

47,802

412

48,214

48,214

Amortization of right-of-use assets

46,408

11,212

5,139

1,600

64,359

64,359

Total of depreciation and amortization

173,432

62,807

23,310

10,141

269,690

269,690

 

(1) Includes in the line “General and administrative” and “Revenue  on disposal of PP&E and intangibles” the amount of R$ 33,479 in 2022 (R$ 31,432 in 2021) of expenses related to Ultrapar's holding structure, including the Presidency, Financial Board, Legal Board, Board of Directors and Fiscal Council, Risk, Compliance and Audit Board and Sustainability Board.
(2) The “Others” column consists of financial income and expenses, income and social contribution taxes of the segments, the parent company Ultrapar and the subsidiaries Abastece aí, MilleniumSermaImaven Imóveis Ltda. (“Imaven”), Ultrapar International, UVC Investimentos, UVC - Fundo de investimento and equity of joint ventures of ConectCar, until September 30, 2021, and RPR.

   


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


03/31/2022

Cash flows

Ipiranga

Ultragaz

Ultracargo

Others (1) (2)

Subtotal

Segments

Eliminations

Total

Acquisition of property, plant and equipment

85,873

76,109

13,141

849

175,972

175,972

Capitalized interest and other items included in property, plant and equipment and provision for ARO

4,233

4,233

4,233

Acquisition of intangible assets

19,961

4,630

1,077

8,853

34,521

34,521

Payments of contractual assets with customers - exclusive rights

124,747

124,747

124,747

Decarbonization credits (note 16)

201,853

201,853

201,853

 

03/31/2021- Re-presented

Cash flows

Ipiranga

Ultragaz

Ultracargo

Others (1) (2)

Subtotal

Segments

Eliminations

Total

Acquisition of property, plant and equipment

43,346

75,969

90,128

477

209,920

209,920

Capitalized interest and other items included in property, plant and equipment and provision for ARO

1,233

1,233

1,233

Acquisition of intangible assets

13,324

4,071

1,094

7,577

26,066

26,066

Payments of contractual assets with customers - exclusive rights

35,881

35,881

35,881

Decarbonization credits (note 16)

20,825

20,825

20,825

 

03/31/2022

Assets

Ipiranga

Ultragaz

Ultracargo

Others (3)

Subtotal

Segments

Discontinued operations

Total

Total assets (excluding intersegment transactions)

21,272,503

3,309,378

2,694,813

1,282,559

28,559,253

9,101,138

37,660,391

 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


12/31/2021

Assets

Ipiranga

Ultragaz

Ultracargo

Others (3)

Subtotal

Segments

Discontinued operations

Total

Total assets (excluding intersegment transactions)

21,050,793

3,233,736

2,675,453

1,049,458

28,009,440

11,000,917

39,010,357

 

(3) The “Others” column comprises the parent company Ultrapar (including goodwill from certain acquisitions) and the subsidiaries Abastece Aí, Millenium, Serma, Imaven, Ultrapar International, UVC Investimentos and UVC - Fundo de investimento.


b. Geographic area information

 

The subsidiaries generate revenue from operations in Brazil, as well as from exports of products to foreign customers, as disclosed below:

 

 

03/31/2022

 

03/31/2021

 

 

 

Re-presented (i)

Net revenue from sales and services:

 

 

 

Brazil

31,469,606

 

21,998,536

Other Latin American countries

17,291

 

13,906

United States of America and Canada

11,369

 

7,673

Europe

2,285

 

7,937

Others

2,740

 

1,704

Total

31,503,291

 

22,029,756

 

(i) For further information, see Note 4.c.3


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


34 Risks and financial instruments (Consolidated)

 

a. Risk management and financial instruments - governance

 

The main risks to which the Company and its subsidiaries are exposed reflect strategic/operational and economic/financial aspects. Operational/strategic risks (including, but not limited to, demand behavior, competition, technological innovation, and material changes in the industry structure) are addressed by the Company’s management model. Economic/financial risks primarily reflect default of customers, behavior of macroeconomic variables, such as exchange and interest rates, as well as the characteristics of the financial instruments used by the Company and its subsidiaries and their counterparties. These risks are managed through control policies, specific strategies, and the establishment of limits.

 

The Company has a policy for the management of resources, financial instruments, and risks approved by its Company’s Board of Directors (“Policy”). In accordance with the Policy, the main objectives of financial management are to preserve the value and liquidity of financial assets and ensure financial resources for the development of the business, including expansions. The main financial risks considered in the Policy are market risks (currencies, interest rates and commodities), liquidity and credit. The governance of the management of financial risks follows the segregation of duties below.

 

The execution of the Policy is made by corporate financial board, through its treasury department, with the assistance of the controllership, accounting, legal and tax departments.

 

The monitoring of compliance of the Policy and possible issues is the responsibility of the Financial Risk Committee, (“Committee”), which is composed of the CFO, Treasury Director, Controller and other directors designated by the CFO and who meet quarterly. The monthly monitoring of Policy standards is responsibility of the CFO.

 

Approval of the Policy and the periodic assessment of Company exposure to financial risks are subject to the approval of the Company’s Board of Directors.

 

The Audit and Risk Committee (“CAR”) advises the Board of Directors in the assessment of controls, management and exposure of financial risks and revision of Policy. The Risk, Compliance and Audit board monitors standards compliance of the Policy and reports to the Audit and Risk Committee the risks exposure and compliance or noncompliance of the Policy.

 

b. Currency risk

 

Most transactions of the Company, through its subsidiaries, are located in Brazil and therefore, the reference currency for risk management is the Brazilian Real. Currency risk management is guided by neutrality of currency exposures and considers the risks of the Company and its subsidiaries and their exposure to changes in exchange rates. The Company considers as its main currency exposures the changes in assets and liabilities in foreign currency.

 

The Company and its subsidiaries use exchange rate hedging instruments (especially between the Brazilian Real and the U.S. dollar) available in the financial market to protect their assets, liabilities, receipts, and disbursements in foreign currency and net investments in foreign operations. Hedge is used in order to reduce the effects of exchange rates on the Company´s incomes and cash flows in Brazilian Reais within the exposure limits under its Policy. Such foreign exchange hedging instruments have amounts, periods, and rates substantially equivalent to those of assets, liabilities, receipts, and disbursements in foreign currencies to which they are related.

 

Assets and liabilities in foreign currencies are stated below, translated into Brazilian Reais:


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

b.1 Assets and liabilities in foreign currencies

 

03/31/2022

 

12/31/2021

Assets in foreign currency

 

 

 

Cash, cash equivalents and financial investments in foreign currency (except hedging instruments)

456,099

 

122,242

Foreign trade receivables, net of loss allowance for expected credit losses and advances to foreign customers

3,805

 

1,324

Other assets

101,886

 

186,548

Asset exposure from subsidiaries held for sale

2,191,577

 

3,839,194

 

2,753,367

 

4,149,308

 

 

 

 

Liabilities in foreign currency

 

 

 

Financing in foreign currency, gross of transaction costs and discount

(7,613,784)

 

(8,860,833)

Payables arising from imports, net of advances to foreign suppliers

(200,742)

 

(649,107)

Liabilities exposure of subsidiaries held for sale

(524,790)

 

(884,402)

 

(8,339,316)

 

(10,394,342)

 

 

 

 

Foreign currency hedging instruments

4,591,071

 

2,933,572

Foreign currency hedging instruments from subsidiaries held for sale

 

1,786,471

Net liability position - total

(994,878)

 

(1,524,991)

 

 

 

 

Net (liability) asset position - income statement effect

(360,369)

 

(498,604)

Net liability position - equity effect from subsidiaries held for sale

(634,509)

 

(1,026,387)



b.2 Sensitivity analysis of assets and liabilities in foreign currency

 

For the base scenario, future market curves as of March 31, 2022 were used applied on the net position of the Company exposed to the currency risk, simulating the effects of appreciation and devaluation of the Real in the income statement, impacted by the average U.S. dollar of R$ 4.9684 on March 31, 2022.

 

The table below shows the effects of exchange rate changes on the net liability position of R$ 994,878 in foreign currency as of March 31, 2022:

 

 

Risk

Base Scenario

Income statement effect

Real devaluation

(54,756)

 

Net effect

(54,756)

 

 

 

Income statement effect

Real appreciation

54,756

 

Net effect

54,756



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


c. Interest rate risk

 

The Company and its subsidiaries adopt policies for borrowing and investing financial resources and for capital cost minimization. The financial investments of the Company and its subsidiaries are primarily held in transactions linked to the DI, as set forth in Note 5. Borrowings primarily relate to financing from Banco do Brasil, as well as debentures and borrowings in foreign currency, as shown in Note 17.

 

The Company attempts to maintain most of its financial assets and liabilities at floating rates.

 

c.1 Assets and liabilities exposed to floating interest rates

 

The financial assets and liabilities exposed to floating interest rates are demonstrated below: 

 

Note

03/31/2022

 

12/31/2021

DI

 

 

 

 

Cash equivalents

5.a

1,642,037

 

1,943,164

Financial investments

5.b

801,923

 

1,607,608

Loans and debentures

17

(4,898,614)

 

(4,855,517)

Liability position of foreign exchange hedging instruments - DI

34.g

(3,474,013)

 

(2,283,625)

Liability position of fixed interest instruments + IPCA - DI

34.g

(2,362,591)

 

(2,364,583)

Net liability position in DI

 

(8,291,258)

 

(5,952,953)

TLP

 

 

 

 

Loans – TLP

17

(237)

 

(326)

Net liability position in TLP

 

(237)

 

(326)

LIBOR

 

 

 

 

Asset position of foreign exchange hedging instruments - LIBOR

34.g

236,920

 

279,047

Loans – LIBOR

17

(237,850)

 

(275,936)

Net liability position in LIBOR

 

(930)

 

3,111

Total net liability position exposed to floating interest

 

(8,292,425)

 

(5,950,168)


c.2 Sensitivity analysis of floating interest rate risk

 

For the sensitivity analysis of floating interest risks, on March 31, 2022, the Company used the market curves of the benchmark indexes (DI, TLP, LIBOR and SELIC) as a base scenario.

 

The tables below show the incremental expenses and income that would be recognized in finance income, if the market curves of floating interest at the base date were applied to the average balances of the current year, due to the effect of floating interest rate.

 

 

 

03/31/2022

Exposure to interest rate risk

Risk

Base Scenario

Interest effect on cash equivalents and financial investments

Increase in DI

10,117

Interest effect on debt in DI

Increase in DI

(31,533)

Effect on income of short positions in DI of debt hedging instruments

Increase in DI

(33,038)

Incremental expenses

 

(54,454)

Interest effect on debt in TLP

Increase in TLP

(14)

Incremental expenses

 

(14)

Interest effect on debt in LIBOR

Increase in LIBOR

799

Interest effect on debt in LIBOR

Increase in LIBOR

(799)

Incremental expenses

 



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

d. Credit risks

 

The financial instruments that would expose the Company and its subsidiaries to credit risks of the counterparty are basically represented by cash and bank deposits, financial investments, hedging instruments (see Note 5), and trade receivables (see Note 6).

 

d.1 Credit risk from financial institutions

 

Such risk results from the inability of financial institutions to comply with their financial obligations to the Company and its subsidiaries due to insolvency. The Company and its subsidiaries regularly conduct a credit analysis of the institutions with which they hold cash and cash equivalents, financial investments, and hedging instruments through various methodologies that assess liquidity, solvency, leverage, portfolio quality, etc. Cash and cash equivalents, financial investments, and hedging instruments are held only with institutions with a solid credit history, chosen for safety and soundness. The volume of cash and cash equivalents, financial investments, and hedging instruments are subject to maximum limits by each institution and, therefore, require diversification of counterparties.

 

d.2 Government credit risk

 

The Company's policy allows investments in government securities from countries classified as investment grade AAA or aaa by specialized credit rating agencies (S&P, Moody’s and Fitch) and in Brazilian government bonds. The volume of such financial investments is subject to maximum limits by each country and, therefore, requires diversification of counterparties.

 

The credit risk of financial institution and government of cash, cash equivalents and financial investments is summarized below:

 

 

Fair value

Counterparty credit rating

03/31/2022

 

12/31/2021

AAA

3,041,199

 

3,606,000

AA

663,952

 

740,879

A

41,228

 

116,594

Total

3,746,379

 

4,463,473

 

d.3 Customer credit risk

 

The credit policy establishes the analysis of the profile of each new customer, individually, regarding their financial condition. The review carried out by the subsidiaries of the Company includes the evaluation of external ratings, when available, financial statements, credit bureau information, industry information and, when necessary, bank references. Credit limits are established for each customer and reviewed periodically, in a shorter period the greater the risk, depending on the approval of the responsible area in cases of sales that exceed these limits.

 

In monitoring credit risk, customers are grouped according to their credit characteristics and depending on the business the grouping takes into account, for example, whether they are individual or corporate customers, whether they are wholesalers, resellers or final customers, considering also the geographic area.

 

The expected credit losses are calculated by the expected loss approach based on the probability of default rates. Loss rates are calculated on the basis of the average probability of a receivable amount to advance through successive stages of default until full write-off. The probability of default calculation takes into account a credit risk score for each exposure, based on data considered to be capable of foreseeing the risk of loss (external classifications, audited financial statements, cash flow projections, customer information available in the press, for example), with addition of the credit assessment based on experience.

 

Such credit risks are managed by each business unit through specific criteria for acceptance of customers and their credit rating and are additionally mitigated by the diversification of sales. No single customer or group accounts for more than 10% of total revenue.

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The subsidiaries of the Company request guarantees related to trade receivables and other receivables in specific situations to customers, but these guarantees do not influence in the calculation of risk of loss. The subsidiaries of the Company maintained the following loss allowance for expected credit losses balances on trade receivables:

 

 

03/31/2022

 

12/31/2021

Ipiranga

429,134

 

422,542

Ultragaz

141,058

 

135,565

Ultracargo

3,134

 

1,526

Total

573,326

 

559,633

 

The table below presents information about credit risk exposure, resulting from the additions of the balances of trade receivables and reseller financing:

 

 

03/31/2022

 

12/31/2021

 

Weighted average rate of losses

 

Accounting balance

 

Allowance for expected credit losses

 

Weighted average rate of losses

 

Accounting balance

 

Allowance for expected credit losses

Current

0.8%

 

4,276,560

 

32,405

 

0.6%

 

3,901,536

 

23,476

less than 30 days

1.8%

 

176,331

 

3,155

 

7.3%

 

109,284

 

8,005

31-60 days

15.4%

 

42,037

 

6,467

 

20.4%

 

57,545

 

11,746

61-90 days

3.5%

 

106,409

 

3,769

 

23.0%

 

39,177

 

9,016

91-180 days

36.4%

 

105,230

 

38,315

 

49.1%

 

50,588

 

24,818

more than 180 days

59.1%

 

827,601

 

489,215

 

57.5%

 

838,532

 

482,572

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,534,168

 

573,326

 

 

 

4,996,662

 

559,633

 

The information about loss allowance for expected credit losses balances by geographic area are as follows:

 

 

03/31/2022

 

12/31/2021

Brazil

572,883

 

559,532

United States of America and Canada

103

 

3

Other Latin American countries

194

 

15

Europe

94

 

66

Others

52

 

17

 

573,326

 

559,633

 

For more information on the loss allowance for expected credit losses, see Notes 6.a and 6.b.

 

d.4 Price risk

 

The Company and its subsidiaries are exposed to commodity price risk, due the fluctuation in prices for diesel and gasoline, among others. These products are trade on the stock exchange and are subjected to the impacts of macroeconomic and geopolitical factors outside the control of the Company and its subsidiaries.

 

To mitigate the risk of the fluctuation of diesel and gasoline prices, the Company and its subsidiaries permanently monitor the market, seeking the protection of price movements through hedge transactions for cargo purchased in the international market, used contracts of derivative for heating oil (diesel) and RBOB (gasoline) traded on the stock exchange.

 

The table below shows the positions of hedging financial instruments to hedge commodity price risk as of March 31, 2022 and December 31, 2021:

 

Derivative

 

Contract

 

Notional amount (m3)

 

Notional amount (USD thousands)

 

Fair value (R$ thousands)

 

 

Position

 

Product

 

Maturity

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Term

 

Sold

 

Heating Oil

 

Apr-22

 

203,027

 

167,255

 

199,303

 

103,148

 

90,635

 

2,269

Term

 

Sold

 

RBOB

 

Apr-22

 

11,606

 

29,413

 

9,840

 

17,112

 

849

 

(967)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

91,484

 

1,302



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


e. Liquidity risk

 

The Company and its subsidiaries’ main sources of liquidity derive from (i) cash, cash equivalents, and financial investments, (ii) cash generated from operations and (iii) financing. The Company and its subsidiaries believe that these sources are sufficient to satisfy their current funding requirements, which include, but are not limited to, working capital, capital expenditures, amortization of debt, and payment of dividends.

 

The Company and its subsidiaries periodically examine opportunities for acquisitions and investments. They consider different types of investments, either directly, through joint ventures, or through associated companies, and finance such investments using cash generated from operations, debt financing, through capital increases, or through a combination of these methods.

 

The Company and its subsidiaries believe to have sufficient working capital and sources of financing to meet their current needs. The gross indebtedness due over the next twelve months, including estimated interest on loans, totaled R$ 5,225,799 (for quantitative information, see Note 17). Furthermore, the investment plan carried out on March 31, 2022 totaled R$ 304,455. As at March 31, 2022, the Company and its subsidiaries had R$ 3,189,099 in cash, cash equivalents, and short-term financial investments (for quantitative information, see Note 5).

 

The table below presents a summary of financial liabilities and leases payable as of March 31, 2022 by the Company and its subsidiaries, listed by maturity. The amounts disclosed in this table are the contractual undiscounted cash flows, and, therefore, these amounts may be different from the amounts disclosed in the statement of financial position.

 

Financial liabilities

Total

Less than 1 year

Between 1 and 3 years

Between 3 and 5 years

More than 5 years

Loans including future contractual interest (1) (2)

18,992,306

5,225,799

3,167,358

3,936,701

6,662,448

Derivative instruments (3)

1,772,674

657,289

468,691

363,653

283,041

Trade payables

5,324,191

5,324,191

Leases payable

2,247,466

314,981

551,367

371,028

1,010,090

 

(1) To calculate the estimated interest on loans, it was estimated based on the US dollar futures contracts and on the future curves of the DI x Pre and DI x IPCA contracts, quoted on B3 on December 31, 2021, and on the future curve LIBOR (ICE – Intercontinental Exchange)
(2) Includes estimated interest payments on short-term and long-term loans until the payment date.
(3) The hedging instruments were estimated based on projected U.S. dollar futures contracts and the future curves of DI x prefixed rate and DI x IPCA contracts quoted on B3 on December 31, 2021 and on the futures curve of LIBOR (ICE - Intercontinental Exchange ) and commodities heating oil contracts quoted on the New York Mercantile Exchange (“NYMEX”) on December 31, 2021. In the table above, only the hedging instruments with negative results at the time of settlement were considered.

 

f. Capital management

 

The Company manages its capital structure based on indicators and benchmarks. The key performance indicators related to the capital structure management are the weighted average cost of capital, net debt / EBITDA, interest coverage, and indebtedness / equity ratios. Net debt is composed of cash, cash equivalents, and financial investments (see Note 5) and loans, including debentures (see Note 17). The Company can change its capital structure depending on the economic and financial conditions, in order to optimize its financial leverage and capital management. The Company seeks to improve its return on invested capital by implementing efficient working capital management and a selective investment program.

 

g. Selection and use of financial instruments

 

In selecting financial investments and hedging instruments, an analysis is conducted to estimate rates of return, risks involved, liquidity, calculation methodology for the carrying value and fair value, and a review is conducted of any documentation applicable to the financial instruments. The financial instruments used to manage the financial resources of the Company and its subsidiaries are intended to preserve value and liquidity.

 



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

The Policy contemplates the use of derivative financial instruments only to cover identified risks and in amounts consistent with the risk (limited to 100% of the identified risk). The risks identified in the Policy are described in the above sections and are subject to risk management. In accordance with the Policy, the Company and its subsidiaries can use forward contracts, swaps, options, and futures contracts to manage identified risks. Leveraged derivative instruments are not permitted. Because the use of derivative financial instruments is limited to the coverage of identified risks, the Company and its subsidiaries use the term “hedging instruments” to refer to derivative financial instruments.


The table below summarizes the gross balance of the position of hedging instruments entered by the Company and its subsidiaries. As of March 31, 2022, the Company and its subsidiaries had a provision for income tax for derivative instruments of R$ 78,641 (R$ 87,606 as of December 31, 2021):

 

Derivative designated as hedge accounting

 

 


 

 

 

 

 

 

 

 

 

 

 

 

 

Product

 

Hedged object

 

Contracted rates

 

Maturity

 

Note

 

Notional amount 1

 

Fair value

 

 

 

 

Assets


Liabilities

 

 

 

 

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Foreign exchange swap

 

Financing

 

USD + 4.65%


104.87% of DI

 

Sept-23

 

34.h.1

 

USD 125,000

 

USD 125,000

 

96,026

 

212,510

Foreign exchange swap

 

Financing

 

USD + LIBOR-3M + 1.14%


105.00% of DI

 

Jun-22

 

34.h.1

 

USD 50,000

 

USD 50,000

 

71,314

 

109,332

Interest rate swap

 

Financing

 

4.59% + IPCA


102.00% of DI

 

Sept-28

 

34.h.1

 

R$ 2,226,054

 

R$ 2,226,054

 

205,469

 

166,468

Interest rate swap

 

Financing

 

6.47%


99.94% of DI

 

Nov-24

 

34.h.1

 

R$ 90,000

 

R$ 90,000

 

(10,696)

 

(9,044)

Term

 

Firm commitments

 

BRL


Heating Oil/ RBOB

 

Apr-22

 

34.h.1

 

USD 209.143

 

USD 120.260

 

91,484

 

1,302

NDF

 

Firm commitments

 

BRL


USD

 

Apr-22

 

34.h.1

 

USD 212.418

 

USD 68.361

 

12,500

 

5,702

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

466,097

 

486,270

 

Detivative not designated as hedge accounting

 

 


 

 

 

 

 

 

 

 

 

 

 

Product

 

Hedged object

 

Contracted rates

 

Maturity

 

Notional amount 1

 

Fair value

 

 

 

 

Assets


Liabilities

 

 

 

03/31/2022

 

12/31/2021

 

03/31/2022

 

12/31/2021

Foreign exchange swap

 

Financing

 

USD + 0.00%


52.5% CDI

 

Jun-29

 

USD 300,000

 

-

 

261,645

 

-

NDF

 

Firm commitments

 

USD


BRL

 

Aug-22

 

USD 566,348

 

USD 681,846

 

(359,749)

 

3,463

Interest rate swap

 

Financing

 

USD + 5.25%


CDI – 1.49%

 

Jun-29

 

USD 300,000

 

USD 300,000

 

(279,297)

 

(126,752)

 

 

 

 

 


 

 

 

 

 

 

 

 

(377,401)

 

(123,289)

¹ Currency as indicated.

 

All transactions mentioned above were properly registered with CETIP S.A.



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

h. Hedge accounting

 

The Company and its subsidiaries use derivative and non-derivative financial instruments for hedging purposes and test, throughout the duration of the hedge, their effectiveness, as well as the changes in their fair value.

 

h.1 Fair value hedge

 

The Company and its subsidiaries designate as fair value hedges certain financial instruments used to offset the variations in interest and exchange rates, which are based on the market value of financing contracted in Brazilian Reais and U.S. dollars.

 

The foreign exchange hedging instruments designated as fair value hedge are:

 

In thousands, except the DI %

03/31/2022

 

12/31/2021

Notional amount – US$

175,000

 

175,000

Result of hedging instruments - gain/(loss) - R$

(165,975)

 

21,812

Fair value adjustment of debt - R$

7,835

 

47,064

Finance expense of the debt - R$

140,602

 

(105,059)

Average effective cost - DI %

104.9

 

104.9

 

For more information, see Note 17.

 

The interest rate hedging instruments designated as fair value hedge are:

 

In thousands, except the DI %

03/31/2022

 

12/31/2021

Notional amount – R$

2,226,054

 

2,226,054

Result of hedging instruments - gain/(loss) - R$

14,803

 

(17,922)

Fair value adjustment of debt - R$

(90,147)

 

166,374

Finance expense of the debt - R$

20,245

 

(245,710)

Average effective cost - DI %

102.0

 

102.0

 

For more information, see Note 17.

 

In thousands, except the DI %

03/31/2022

 

12/31/2021

Notional amount – R$

90,000

 

90,000

Result of hedging instruments - gain/(loss) - R$

(1,652)

 

(10,088)

Fair value adjustment of debt - R$

389

 

11,756

Finance expense of the debt - R$

(5,331)

 

(5,914)

Average effective cost - DI %

99.9

 

99.9

 

For more information, see Note 17.

 

The foreign exchange hedging instruments and commodities designated as fair value hedge are as described below and are concentrated in subsidiary IPP. The purpose of this relationship is to transform the cost of the imported product from fixed to variable until the moment of blend the fuel, as occurs with the price practiced in its sales. IPP carries out these operations with over-the-counter derivatives that are designated in a hedge accounting relationship, as a fair value hedge in an amount equivalent to the inventories of imported product.

 

In thousands

03/31/2022

 

12/31/2021

Notional amount – US$

421,561

 

188,621

Result of hedging instruments - gain/(loss) - R$

(318,664)

 

(129,670)

Fair value adjustment of inventories - R$

60,216

 

(4,352)

 

Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


h.2 Cash flow hedge

 

The Company and its subsidiaries designate, as cash flow hedge for protection against variations arising from exchange rate changes, derivative financial instruments to hedge firm commitments and non-derivative financial instruments to hedge highly probable future transactions.

 

As of March 31, 2022, the notional amount of foreign exchange hedging instruments for highly probable future transactions designated as cash flow hedge, related to notes in the foreign market totaled US$ 366,430 (US$ 386,787 as of December 31, 2021). An unrealized gain was recognized in “Other comprehensive income” in the amount of R$ 235,452 as of March 31, 2022 (gain of R$ 121,506 as of March 31, 2021), net of deferred IRPJ and CSLL. The impacts and balances of cash flow hedge are recognized at Oxiteno, and presented as “Held for sale” and “Discontinued operation”.

 

h.3 Net investment hedge in foreign entities

 

The Company and its subsidiaries designate, as net investment hedge in foreign entities, notes in the foreign market, for hedging net investment in foreign entities, to offset changes in exchange rates.

 

As of March 31, 2022 the balance of foreign exchange hedging instruments designated as net investments hedge in foreign entities, related to part of the investments made in entities that have a functional currency other than the Brazilian Real totaled US$ 95,000 (US$ 95,000 as of December 31, 2021), and a gain was recognized in “Other comprehensive income” in the amount of R$ 52,837 as of March 31, 2022 (loss of R$ 31,388 as of March 31, 2021), net of deferred income and social contribution taxes. The effects of exchange rate variation on investments and notes in the foreign market were offset in equity. The impacts and balances of net investments hedge in foreign entities are recognized at Oxiteno, and presented as “Held for sale” and “Discontinued operation”.

 

i. Gains (losses) on hedging instruments

 

The following tables summarize the values of gains (losses) recognized, which affected the equity and the statement of profit or loss of the Company and its subsidiaries:

 

 

03/31/2022

 

03/31/2021

 

12/31/2021

 

Profit or loss

 

Equity

 

Profit or loss

 

Equity

a - Currency swaps receivable in U.S. dollars (i) and (ii) in commodities

(239,124)

 

 

(115,516)

 

-

b - Interest rate swaps in R$ (iii)

(61,692)

 

 

45,740

 

-

c - Non-derivative financial instruments (iv)

(23,225)

 

(465,395)

 

(578,734)

 

(753,655)

Total

(324,041)

 

(465,395)

 

(648,510)

 

(753,655)

 

(i) Does not consider the effect of exchange rate variation of exchange swaps receivable in U.S. dollars when this effect is offset in the gain or loss of the hedged item (debt/firm commitments).
(ii) Considers the effect of designation of foreign exchange hedging. 
(iii) Considers the effect of designation of interest rate hedging in Brazilian Reais; and
(iv) Considers the results of notes in the foreign market (for more information see Note 17).




Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


j. Fair value of financial instruments

 

The fair values and the carrying amounts of the financial instruments, including foreign exchange and interest rate hedging instruments, are stated below:

 

 

 

 

03/31/2022

 

12/31/2021

 

Category

 

Carrying

 

Fair

 

Carrying

 

Fair

 

 

Note

value

 

value

 

value

 

value

Financial assets:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

 

 

 

 

Cash and banks

Measured at amortized cost

4.a

608,484

 

608,484

 

334,547

 

334,547

Fixed-income securities in local currency

Measured at fair value through other comprehensive income

4.a

1,642,037

 

1,642,037

 

1,943,164

 

1,943,164

Fixed-income securities in foreign currency

Measured at fair value through profit or loss

4.a

2,005

 

2,005

 

2,363

 

2,363

Financial investments

 

 

 

 

 

 

 

 

 

Fixed-income securities and funds in local currency

Measured at fair value through profit or loss

4.b

801,923

 

801,923

 

1,607,608

 

1,607,608

Fixed-income securities and funds in foreign currency

Measured at fair value through other comprehensive income

4.b

 

 

103,239

 

103,239

Currency and interest rate hedging and commodities instruments

Measured at fair value through profit or loss

4.b

691,930

 

691,930

 

472,552

 

472,552

Trade receivables

Measured at amortized cost

6.a

4,335,922

 

4,312,460

 

3,438,995

 

3,367,012

Reseller financing

Measured at amortized cost

6.b

999,231

 

999,218

 

998,034

 

992,359

Total

 

 

9,081,532

 

9,058,057

 

8,900,502

 

8,822,844

Financial liabilities:

 

 

 

 

 

 

 

 

 

Financing

Measured at fair value through profit or loss

17

847,777

 

847,777

 

1,011,374

 

1,011,374

Financing

Measured at amortized cost

17

6,977,906

 

7,091,400

 

8,082,323

 

8,380,088

Debentures

Measured at amortized cost

17

4,643,396

 

4,587,896

 

4,599,525

 

4,529,439

Debentures

Measured at fair value through profit or loss

17

2,528,297

 

2,528,297

 

2,487,244

 

2,487,244

Leases payable

Measured at amortized cost

14

1,454,486

 

1,454,486

 

1,348,311

 

1,348,311

Currency and interest-rate hedging and commodities instruments

Measured at fair value through profit or loss

17

681,875

 

681,876

 

197,177

 

197,177

Trade payables

Measured at amortized cost

18

5,324,191

 

5,282,560

 

5,789,954

 

5,727,724

Subscription warrants - indemnification

Measured at fair value through profit or loss

25

49,161

 

49,161

 

51,296

 

51,296

Total

 

 

22,507,089

 

22,523,453

 

23,567,204

 

23,732,653

 

 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)



The fair value of financial instruments, including foreign exchange and interest hedging instruments, was determined as described below:

 

  • The fair value of cash and bank deposit balances are identical to their carrying values.
  • Financial investments in investment funds are valued at the value of the fund unit as of the date of the financial statements, which corresponds to their fair value.
  • Financial investments in CDBs (Bank Certificates of Deposit) and similar investments offer daily liquidity through repurchase at the “yield curve” and the Company calculates their fair value through methodologies commonly used for mark to the market.
  • The fair values of trade receivables and trade payables approximate their carrying amounts and the Company calculates their fair value through methodologies commonly used in the market.
  • The subscription warrants – indemnification was measured based on the share price of Ultrapar (UGPA3) at the financial statements date and are adjusted to the Company’s dividend yield, since the exercise is only possible from 2020 onwards and they are not entitled to dividends until then. The number of shares of subscription warrants – indemnification was also adjusted according to the changes in the amounts of provision for tax, civil, and labor risks and contingent liabilities related to the period prior to January 31, 2014 (see Note 25).
  • The fair value calculation of notes in the foreign market is based on the quoted price in an active market (see Note 17).

 

The fair value of other financial investments, financing and leases payable was determined using calculation methodologies commonly used for mark-to-market reporting, which consist of calculating future cash flows associated with each instrument adopted and adjusting them to present value at the market rates as of the date of the financial statements. For some cases where there is no active market for the financial instrument, the Company and its subsidiaries can use quotes provided by the transaction counterparties.

 

The interpretation of market information on the choice of calculation methodologies for the fair value requires considerable judgment and estimates to obtain a value deemed appropriate to each situation. Consequently, the estimates presented do not necessary indicate the amounts that may be realizable.

 

Financial instruments were classified as financial assets or liabilities measured at amortized cost, except (i) all exchange rate and interest rate hedging instruments, which are measured at fair value through profit or loss, financial investments classified as measured at fair value through profit or loss and financial investments that are classified as measured at fair value through other comprehensive income (see Note 5.b), (ii) loans and financing measured at fair value through profit or loss (see Note 17), (iii) guarantees to customers that have vendor arrangements (see Note 17), which are measured at fair value through profit or loss, and (iv) subscription warrants – indemnification, which are measured at fair value through profit or loss (see Note 25). Cash, banks, trade receivables and reseller financing are classified as financial assets measured at amortized cost. Trade payables and other payables are classified as financial liabilities measured at amortized cost.



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


j.1 Fair value hierarchy of financial instruments

 

The financial instruments are classified in the following categories:

 

(a) Level 1 – prices negotiated (without adjustment) in active markets for identical assets or liabilities;

 

(b) Level 2 – inputs other than prices negotiated in active markets included in Level 1 and observable for the asset or liability, either directly (as prices) or indirectly (derived from prices).

 

The table below shows the categories of the financial assets and financial liabilities:

 

 

Category

Note

03/31/2022

 

Level 1

 

Level 2

Financial assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

 

 

Cash and bank

Measured at amortized cost

4.a

608,484

 

 

Fixed-income securities in local currency

Measured at fair value through other comprehensive income

4.a

1,642,037

 

 

1,642,037

Fixed-income securities in foreign currency

Measured at fair value through profit or loss

4.a

2,005

 

2,005

 

Financial investments

 

 

 

 

 

 

 

Fixed-income securities and funds in local currency

Measured at fair value through profit or loss

4.b

801,923

 

801,923

 

Foreign exchange, interest rate and commodity hedging instruments

Measured at fair value through profit or loss

4.b

691,930

 

 

691,930

Trade receivables

Measured at amortized cost

6.a

4,312,460

 

 

Reseller financing

Measured at amortized cost

6.b

999,218

 

 

Total

 

 

9,058,057

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

Financing

Measured at fair value through profit or loss

17

847,777

 

 

847,777

Financing

Measured at amortized cost

17

7,091,400

 

 

Debentures

Measured at amortized cost

17

4,587,896

 

 

Debentures

Measured at fair value through profit or loss

17

2,528,297

 

 

2,528,297

Leases payable

Measured at amortized cost

14

1,454,486

 

 

Currency and interest rate hedging and commodities instruments

Measured at fair value through profit or loss

17

681,876

 

 

681,876

Trade payables

Measured at amortized cost

18

(5,282,560)

 

 

Subscription warrants – indemnification(1)

Measured at fair value through profit or loss

25

49,161

 

 

49,161

Total

 

 

11,958,333

 

 

 

 

 

(1) Refers to subscription warrants issued by the Company in the Extrafarma acquisition.

 

k. Sensitivity analysis of derivative financial instruments

 

The Company and its subsidiaries use derivative financial instruments only to hedge against identified risks and in amounts consistent with the risk (limited to 100% of the identified risk). Thus, for purposes of sensitivity analysis of market risks associated with financial instruments the Company analyzes the hedging instrument and the hedged item together, as shown on the charts below.



Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

For the sensitivity analysis of foreign exchange hedging instruments as of March 31, 2022, management adopted as a base scenario the Real/U.S. dollar exchange rates at maturity of each swap, projected by U.S dollar futures contracts quoted on B3. As a reference, the exchange rate for the last maturity of foreign exchange hedging instruments is R$ 8.32 (R$ 10.25 as of December 31, 2021) in the base scenario.

 

Based on the balances of the hedging instruments and hedged items as of December 31, 2021, the exchange rates were replaced, and the changes between the new balance in Brazilian Reais and the original balance in Brazilian Reais were calculated in each of the scenarios. The table below shows the change in the values of the main derivative instruments and their hedged items, considering the changes in the exchange rate in the different scenarios:

 

03/31/2022

Risk

Base Scenario

Currency swaps receivable in U.S. dollars

 

 

(1) U.S. Dollar/Real swaps

Dollar appreciation

1,168,280

(2) Debts/Firm commitments in U.S. dollars

(1,168,266)

(1)+(2)

Net effect in result

14

 

 

 

Currency swaps payable in U.S. dollars

 

 

(3) Real/US Dollar Swaps

Dollar devaluation

68,871,966

(4) Gross margin of Ipiranga

(68,871,966)

(3)+(4)

Net effect in result

 

Cash flow hedge

 

 

(1) Cash Flow Hedge

Dollar devaluation

377,417

(2) Debt

(377,417)

(1)+(2)

Net effect in equity

 

 

 

 

 

 

Net investment hedge in foreign entities

 

 

(1) Net Investment Hedge

Dollar devaluation

187,716

(2) Debt

 

(187,716)

(1)+(2)

Net effect in equity

 

For sensitivity analysis of hedging instruments for interest rates in Brazilian Reais as of March 31, 2022, the Company used the futures curve of the DI x Pre contract quoted on B3 as of March 31, 2022 for each of the swap and debt (hedged item) maturities, to determine the base scenario.

 

Based on the scenarios of interest rates in Brazilian Reais, the Company estimated the values of its debt and hedging instruments according to the risk which is being hedged (variations in the fixed interest rates in Brazilian Reais), by projecting them to future value at the contracted rates and bringing them to present value at the interest rates of the estimated scenarios. The results are shown in the table below:

 

03/31/2022

Risk

Base Scenario

Interest rate swap (Real) - Debentures - CRA

 

 

(1) Fixed rate swap - DI

Fixed rate reduction

(19,706,148)

(2) Fixed rate debt

19,706,148

(1)+(2)

Net effect on profit or loss

 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)

 

35 Commitments (Consolidated)

a. Contracts

 

Subsidiary Ultracargo Logística has agreements with CODEBA, with Complexo Industrial Portuário Governador Eraldo Gueiros and with Empresa Maranhense de Administração Portuária, in connection with its port facilities in Aratu, Suape and Itaqui, respectively. Such agreements establish a minimum cargo movement of products, as shown below:

 

Port

Minimum movement per year

Maturity

Aratu

900,000 ton.

2022

Suape

250,000 ton.

2027

Suape

400,000 ton.

2029

Aratu

465,403 ton.

2031

Itaqui

1,222,377 m3

2049

 

If the annual movement is less than the minimum contractual movement, the subsidiary is liable to pay the difference between the effective movement and the minimum contractual movement, based on the port tariff rates in effect on the date established for payment. As of March 31, 2022, these rates were R$ 8.37 and R$ 3.05 per ton for Aratu and Suape, respectively, and R$ 0.85 per m³ for Itaqui. According to contractual conditions and tolerances, on March 31, 2022, there were no material pending issues regarding the minimum purchase limits of the contract.

 

b. Area port lease

 

On April 9, 2021, the Company, through its subsidiary Ultracargo Logística, won the auction for leasing the IQI13 area at the Itaqui port, State of Maranhão, for storage and handling of liquid bulk products, especially fuels. In the leased area, a new terminal will be built with a minimum installed capacity of 79 thousand cubic meters. The lease will have a minimum duration of 20 years according to the auction notice. For this capacity, an investment of approximately R$ 310 million is estimated, including the amount related to the grant, to be disbursed in up to six years after signing of the contract. 


Ultrapar Participações S.A. and Subsidiaries

Notes to the individual and consolidated interim financial information

(In thousands of Brazilian Reais, unless otherwise stated)


36 Events after the reporting period


  1. Conclusion of the sale of Oxiteno


On August 16, 2021, the Company announced the signing of a share purchase agreement for the sale of all shares of Oxiteno S.A. to Indorama. On March 7, 2022, Administrative Council for Economic Defense (CADE) approved the transaction without restrictions. On April 1, 2022, the transaction was closed. The initial payment of US$ 1,150 million (equivalent to R$ 5,448 million)(1), adjusted for changes in working capital and net debt position of US$ 176 million (equivalent to R$ 834 million)(1), resulted in a total initial payment of US$ 1,326 (equivalent to R$ 6,282 million)(1), made on April 1, 2022. This amount is still subject to final adjustments to working capital and net debt. The final payment of US$ 150 million will be made in April 2024. The Company held a 100% interest in Oxiteno S.A.


(1) Amount converted into reais at the exchange rate on the closing date of the transaction (US$ 1.00 to R$ 4.7372).

 

  1. Result of tender offers to repurchase notes

 

On April 7, 2022, the subsidiary Ultrapar International commenced cash tender offers to purchase bonds in the international market (“Repurchase Offers”) of up to US$ 550,003,000.00 (“Initial Aggregate Repurchase Amount”), involving (i) up to the totality of the 5.250% Senior Notes due in 2026 (“Notes 2026”); and (ii) up to the repurchase limit of Notes 2029 of the 5.250% Senior Notes due in 2029 (“Notes 2029”), both issued by Ultrapar International S.A. (“Ultrapar International”) and outstanding in the international market.

 

The Repurchase Offers together were limited to the Initial Repurchase Value Added, with Ultrapar International had the option to increase the Initial Repurchase Value Added to up to US$ 600,000,000.00 in aggregate principal amount, as described in the Offer documents repurchase. On April, 14 and 18, 2022, the parent Ultrapar International purchased US$ 114,129 (equivalent to R$ 538,210) and US$ 200 (equivalent to R$ 935), respectively, of notes in the foreign market, maturing in October 2026 and April 27, 2022 purchased US$ 485,667 (equivalent to R$ 2,436,446) of notes in the foreign market, maturing in June 2029.

 

(1) As of the closing date of the transaction, the amount converted into Reais using the exchange rate (US$ 1.00 to R$ 4.7158 on April 14, 2022; US$ 1.00 to R$ 4.6746 on April 18, 2022; US$ 1.00 to R$ 5.0167 on April 27, 2022).

 

c.  Update on Extrafarma’s sale process

 

On May 18, 2021, Ultrapar entered into a share purchase and sale agreement for the sale of all shares of Extrafarma to Pague Menos. The completion of this transaction is subject to usual conditions precedent in such deals, including the approval by CADE. On May 7, 2022, CADE’s General Superintendent’s Office recommended the approval of the transaction, contingent on the execution of a Merger Control Agreement (“Acordo em Controle de Concentrações”) between Pague Menos and CADE, whereby Pague Menos shall undertake certain remedial measures to mitigate potential competitive issues arising out of the transaction. The recommendation made by the General’s Superintendent’s Office is now subject to CADE’s Tribunal review, which shall issue a final decision on the matter.

 

d. Interest on equity

 

On May 11, 2022, the Company informed that the Board of Directors, at the meeting held today, approved the early payment of interest on equity in the amount of R$ 450,000,000.00, equivalent to R$ 0.41247 per share. With income tax withholding at a rate of 15%, net interest will be R$ 0.35060 per share, except for corporate shareholders that are proven to be immune or exempt. The payment will be made as of August 10, 2022, without remuneration or monetary adjustment, proportionally to the shareholding position of each investor.


The total amount, net of taxes withheld at source, will be deducted from the amount of the minimum mandatory dividend referring to the year of 2022.


The record date that establishes the right to receive the interest on equity will be May 23, 2022 in Brazil, and May 25, 2022 in the United States. Therefore, from May 24, 2022 onwards, the shares will be traded "ex-interest on equity" on both the São Paulo Stock Exchange (B3) and the New York Stock Exchange (NYSE).



Graphics

São Paulo, May 11, 2022Ultrapar Participações S.A. (“Company” or “Ultrapar”, B3: UGPA3 / NYSE: UGP), a company engaged in energy and infrastructure through Ipiranga, Ultragaz and Ultracargo, and retail pharmacy with Extrafarma, today announces its results for the first quarter of 2022.  

 

  Continuing operations

Net revenues

Recurring Adjusted EBITDA²

Investments

R$ 32

billion

R$ 873
million

R$ 304
million


Pro forma

view¹

Net revenues

Adjusted EBITDA²

Net income

Approved payment of interest on equity

R$ 34

billion

R$ 1,313

million

R$ 461
million

R$ 450
million

¹ Considers the sum of continuing and discontinued operations

² Accounting adjustments and non-recurring items described in the EBITDA calculation table – page 2

 

Highlights


  • EBTIDA growth in all the main businesses of the Group. 
  • Conclusion of the sale of Oxiteno in April. It should be highlighted that the subsequent cash entrance of US$ 1.3 billion will be reflected in the results and balance sheet only in the second quarter of 2022.


  • Approval of early payment of R$ 450 million in interest on equity, equivalent to R$ 0.41247/share, as a result of the mandatory dividends for the year of 2022. With income tax withholding at a rate of 15%, net interest will be R$ 0.35060/share, except for corporate shareholders that are immune or exempt.
  • Tender offers to purchase US$ 600 million in the international market in April.

 

  • Announcement of the organic investment plan for 2022, totaling R$ 1.7 billion, concentrated mainly in expansion at Ipiranga, Ultracargo and Ultragaz.
  • Hosting of Ultra Day 2022.

 

 

Graphics

 

 

Graphics

Graphics


Considerations on the financial and operational information

Ultrapar is in the process of completing the review of its businesses portfolio, seeking greater complementarity and synergies in its operations within the energy and infrastructure sectors in Brazil, through Ipiranga, Ultragaz and Ultracargo, in which it has a solid operational scale and structural competitive advantages, allowing for greater efficiency and value generation potential. The focus of the management and the reduction of leverage are additional benefits of the process. In this context, Ultrapar announced the signing of the sale agreements of Extrafarma and Oxiteno, according to the Material Notices disclosed on May 18, 2021 and August 16, 2021, respectively. The sale of Oxiteno was closed on April 1, 2022, according to the Market Announcement on this date, and the conclusion of the sale of Extrafarma is expected to happen during 2022. Thus, on December 31, 2021, Ultrapar classified these businesses as assets and liabilities held for sale and discontinued operations. To allow the comparability with previous periods, in this report, the financial information related to Ultrapar corresponds to the consolidated information (pro forma) of the Company, that is, the data considers the sum of continuing and discontinued operations unless otherwise indicated.

The financial information presented on this document were extracted from the individual and consolidated interim financial information ("quarterly information") for the three months period ended on March 21, 2022, and prepared in accordance with the pronouncement CPC 21 (R1) - Interim Financial Reporting and the International Accounting Standard IAS 34 - Interim Financial Reporting issued by the International Accounting Standards Board ("IASB"), and presented in accordance with the applicable rules for quarterly information, issued by the Brazilian Securities and Exchange Commission (“CVM”). The information on Ultragaz, Ultracargo, Oxiteno, Ipiranga and Extrafarma are presented without the elimination of intersegment transactions. Therefore, the sum of such information may not correspond to Ultrapar’s consolidated information (pro forma). Additionally, the financial and operational information presented in this discussion is subject to rounding and, consequently, the total amounts presented in the tables and charts may differ from the direct numerical sum of the amounts that precede them. Information denominated EBITDA – Earnings Before Interests, Taxes on Income and Social Contribution on Net Income, Depreciation and Amortization; Adjusted EBITDA – adjusted by the amortization of contractual assets with customers – exclusive rights and by the cash flow hedge from bonds; Recurring Adjusted EBITDA – adjusted by non-recurring items; and EBIT – Earnings Before Interest and Taxes on Income and Social Contribution on Net Income are presented in accordance to Instruction No. 527, issued by CVM on October 4, 2012. The calculation of EBITDA based on net income is shown below:

   Quarter 
     
R$ million    1Q22     1Q21     4Q21 
     
Net income             461.2           137.4           390.4
(+) Income and social contribution taxes              58.9           101.0              26.8
(+) Net financial (income) expenses             358.0           333.7             277.3
(+) Depreciation and amortization             363.1           332.7             362.7
(+) Net effect of the cessation of depreciation             (65.0)                -                    -  
           
EBITDA          1,176.1             904.8          1,057.2
     
Accounting adjustments      
(+) Amortization of contractual assets with customers - exclusive rights (Ipiranga)              88.4            47.8              82.4
(+) Amortization of contractual assets with customers - exclusive rights (Ultragaz)                0.4              0.4                0.4
(+) Cash flow hedge from bonds (Oxiteno)              48.1            43.3              47.2
   
Adjusted EBITDA          1,312.9             996.3          1,187.2
   
Adjusted EBITDA from continuing operations             898.9           760.5             948.8
Ultragaz              213.1           150.2             222.0
Ultracargo             113.9            92.5             101.2
Ipiranga             619.5           563.0             703.8
Holding, abastece aí and other companies             (50.5)           (47.9)             (82.4)
Eliminations                2.8              2.7                4.1
                 -      
Adjusted EBITDA from discontinued operations             414.1           235.7             238.5
Oxiteno             396.2           226.9             251.5
Extrafarma              20.6            11.5               (9.0)
Eliminations               (2.8)             (2.7)               (4.1)
   
Non-recurring items that affected EBITDA    
(-) Extemporaneous tax credits (Oxiteno)             (62.4)                -                    -  
(-) Capital gains ConectCar - results from disposal of assets (Ipiranga)                  -                  -             (76.5)
(-) Results from disposal of assets (Ipiranga)             (25.9)               (5.8)             (52.0)
(-) Extemporaneous tax credits (Ipiranga)                  -                    -               (42.2)
(+) Impairment (Extrafarma)                  -                    -                32.9
     
Recurring Adjusted EBITDA          1,224.6             990.5          1,049.4
     
Recurring Adjusted EBITDA from continuing operations             872.9           754.8             778.1
Ultragaz             213.1           150.2           222.0
Ultracargo             113.9            92.5           101.2
Ipiranga             593.6           557.2           533.1
Holding, abastece aí and other companies             (50.5)           (47.9)           (82.4)
Eliminations              2.8              2.7              4.1
     
Recurring Adjusted EBITDA from discontinued operations             351.7           235.7             271.3
Oxiteno           333.9           226.9           251.5
Extrafarma            20.6            11.5            23.9
Eliminations             (2.8)             (2.7)             (4.1)



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Ultrapar


Amounts in R$ million 
1Q22
1Q21
4Q21
Δ
1Q22 v 1Q21
Δ
1Q22 v 4Q21
Net revenues 
34,036 23,950 34,411 42% (1%)
Adjusted EBITDA  
1,313
996
1,187
32%
11%
Recurring Adjusted EBITDA¹
1,225
991
1,049
24%
17%
Recurring Adjusted EBITDA - Continuing operations
873
755
778
16%
12%
Recurring Adjusted EBITDA - Discontinued operations
352 236
271
49%
30%
Depreciation and amortization² 452
381
445
19%
1%
Financial result³ 
(406)
(377)
(324)
(8%)
(25%)
Net income4
461
137 390
236%
18%
Investments5
382
294
716
30% (47%)
Cash flow from operations (1,183)
128
704
n/a
n/a

¹ Non-recurring items described in the EBITDA calculation table – page 2

² Includes amortization of contractual assets with costumers exclusive rights

³ Includes the result of the cash flow hedge from bonds

4 As of 01/01/2022, the depreciation and amortization of discontinued operations was ceased, after the reclassification to current assets, in the line of assets held for sale, according to item 25 of CPC 31 / IFRS 5, with an effect of R$ 65 million in 1Q22

5 Includes R$ 32 million and R$ 29 million related to the grant of Ultracargo’s terminal in Vila do Conde in 1Q22 and 1Q21, respectively

 

Net revenues Total of R$ 34,036 million (+42%), due to the increase in net revenues in all businesses, especially Ipiranga. Compared to 4Q21, the net revenues decreased 1%, due to seasonally lower sales of Ipiranga.

Recurring Adjusted EBITDA Total of R$ 1,225 million, an increase of 24%, due to higher EBITDA of all the main businesses. Compared to 4Q21, there was an increase of 17%, mainly resulting from higher EBITDA of Oxiteno, Ipiranga and Ultracargo.

Recurring Adjusted EBITDA - Discontinued operationsTotal of R$ 352 million, 49% higher than 1Q21, resulting from (i) the increase of Oxiteno’s EBITDA, due to better margins, attenuated by higher expenses, and (ii) the increase of Extrafarma’s EBITDA, due to higher sales and the effect of the cyberattack in 1Q21. Compared to 4Q21, the recurring Adjusted EBITDA from discontinued operations increased by 30%, as a result of the increase in Oxiteno’s EBITDA, due to better margins, partially offset by seasonally lower volumes.

Depreciation and amortization Total of R$ 452 million, 19% and 1% higher in relation to 1Q21 and 4Q21, respectively, due to investments made during these periods and higher amortization of contractual assets at Ipiranga.

Results from the Holding, abastece and other companies Ultrapar recorded a negative result of R$ 50 million in the Holding, abastece aí and other companies, comprised of (i) R$ 40 million of negative EBITDA from the Holding, (ii) R$ 20 million of negative EBITDA from abastece aí, due to expenses with personnel and technology, mainly concerning information security and fraud prevention, and (iii) R$ 9 million of positive EBITDA from other companies, due to higher results from Refinaria Riograndense.

Financial result Ultrapar reported net financial expenses of R$ 406 million in 1Q22, compared to net financial expenses of R$ 377 million in 1Q21, mainly due to the higher CDI rate applied to a larger average net debt during the quarter, attenuated by the lower cost of debt as percentage of CDI and better results of mark-to-market of hedges of the bonds. Compared to 4Q21, a period during which Ultrapar recognized net financial expenses of R$ 324 million, the variation is mainly explained by the same reasons mentioned above.

Net income Total of R$ 461 million, 236% higher than 1Q21, due to higher EBITDA and the net effect of the cessation of depreciation from discontinued operations, attenuated by the increase in the net financial expenses and higher costs and expenses with depreciation and amortization. Compared to 4Q21, net income increased 18%, due to higher EBITDA and the net effect of the cessation of depreciation from discontinued operations, partially offset by higher net financial expenses.

Cash flow from operations Consumption of R$ 1,183 million in 1Q22, compared to the generation of R$ 128 million in 1Q21, mainly due to higher investments in working capital in 1Q22, especially due to significant increases in fuel and LPG prices, despite the higher EBITDA.

 

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Ultragaz



1Q22 1Q21 4Q21 Δ
1Q22 v 1Q21
Δ
1Q22 v 4Q21
Total volume (000 tons)  399 406 416
(2%) (4%)
Bottled
265
274 278
(3%)
(5%)
Bulk
134
132
139
2%
(3%)
Adjusted EBITDA (R$ million)
213
150
222
42%
(4%)
Adjusted EBITDA margin (R$/ton)
534
370
533
44%
0%

 

Operational performance The volume sold by Ultragaz in 1Q22 decreased 2% in relation to 1Q21, virtually in-line with a 3% reduction in the bottled segment, due to lower market demand impacted by prices increases. The bulk segment, on the other hand, increased 2%, due to higher sales to industrial, commercial and services segments. Compared to 4Q21, the volume sold decreased 4%, due to the typical seasonality between periods.

Net revenuesTotal of R$ 2,639 million (+30%), due to the pass through of higher LPG costs, attenuated by lower sales volume. Compared to 4Q21, net revenues decreased 2%, mainly due to lower sales volume.

Cost of goods sold Total of R$ 2,323 million (+28%), due to the readjustments of LPG costs carried out by Petrobras, resulting from the increases in the international prices of oil and derivatives, higher freight expenses, reflecting the increases in diesel prices, and production materials due to the impact of inflation. In relation to 4Q21, the cost of goods sold decreased 1%, due to lower sales volume.

Sales, general and administrative expenses Total of R$ 178 million, growth of 21% in relation to 1Q21, due to higher personnel expenses (mainly collective bargaining agreement and variable compensation, in line with the progression of results), legal process expenses and freight (increase of diesel’s prices). Compared to 4Q21, the sales, general and administrative expenses decreased 2%, due to lower marketing expenses, sales commissions and personnel, attenuated by higher legal process expenses.

Adjusted EBITDA Total of R$ 213 million (+42%), arising from pass throughs of LPG costs increases, despite lower sales volume and higher expenses.  Compared to 4Q21, Adjusted EBITDA decreased 4%, due to seasonally lower sales volume, attenuated by lower expenses.

Investments – R$ 80 million were invested in this quarter, directed mainly towards the acquisition and replacement of bottles, in equipment installed in new customers in the bulk segment and maintenance at the already existing operations.

 

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Ultracargo



1Q22 1Q21 4Q21 Δ
1Q22 v 1Q21
Δ
1Q22 v 4Q21
Installed capacity¹ (000 m³) 955 843 917 13% 4%
m³ sold (000 m³) 3,220 3,137 3,164 2% 2%
Adjusted EBITDA (R$ million)
114 93 101 23% 13%
Adjusted EBITDA margin (%)  58% 54% 54% 4 p.p. 4 p.p.

 1Monthly average

 

Operational performance Ultracargo's average installed capacity increased 13% in relation to 1Q21, as a result of the capacity expansions in Itaqui in the last twelve months and the start-up of operations in Vila do Conde terminal. The m³ sold increased 3%, with higher handling in Itaqui and the start-up of operations in Vila do Conde, attenuated by lower fuel handling in Suape. The m³ sold increased 2% compared to 4Q21, due to the start-up of operations in Vila do Conde terminal, partially offset by lower fuel handling in Santos.

Net revenuesTotal of R$ 197 million in 1Q22 (+15%), due to contractual readjustments and higher m³ sold mostly coming from Itaqui and Vila do Conde. In relation to 4Q21, net revenues increased 5%, due to contractual readjustments and the start-up of operations in Vila do Conde.

Cost of services provided Total of R$ 84 million, an increase of 22% in relation to 1Q21, due to an increase in depreciation, resulting from the capacity expansions, and the effects of inflation over personnel, inputs and materials. Compared to 4Q21, the cost of services provided increased 8%, mainly due to higher depreciation resulting from the start-up of operations in Vila do Conde.

Sales, general and administrative expenses Total of R$ 30 million (-10%), due to lower personnel and information technology expenses. Compared to 4Q21, sales, general and administrative expenses decreased 16%, as a result of lower expenses with personnel, information technology and corporate consultancy.

Adjusted EBITDA Ultracargo reached a record level EBITDA of R$ 114 million (+23%), due to capacity expansions with profitability gains, contractual readjustments and lower expenses. Compared to 4Q21, EBITDA was 13% higher, due to the same reasons mentioned above.

Investments – Investments in the period amounted to R$ 47 million, directed towards the payment of the grant on the new terminal in Vila do Conde (state of Pará) and for efficiency gain projects, maintenance and operational safety of the terminals.

 

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Ipiranga


  1Q22 1Q21 4Q21

Δ

1Q22 v 1Q21

Δ

1Q22 v 4Q21

Total volume (000 m³) 5,375 5,367 5,670 0% (5%)
Diesel 2,804 2,751 2,909 2% (4%)
Otto cycle 2,463 2,501 2,656 (2%) (7%)
Others¹ 107 115 105 (7%) 2%
Adjusted EBITDA (R$ million) 620 563 704 10% (12%)
Capital gain – ConectCar’s sale - - 76 - -
Results from disposal of assets 26 6 52 - (50%)
Extemporaneous tax credits - - 42 - -
Recurring Adjusted EBITDA (R$ million) 594 557 533 7% 11%
Recurring Adjusted EBITDA margin (R$/m³) 110 104 94 6% 17%

 ¹ Fuel oils, arla 32, kerosene, lubricants and greases

 

Operational performanceThe volume sold by Ipiranga remained stable in relative to 1Q21, with a reduction of 2% in the Otto cycle, with a greater share of gasoline at the expense of ethanol in the product mix, while diesel increased 2%. Compared to 4Q21, the volume was 5% lower, as a result of a reduction of 7% in the Otto cycle and 4% in diesel, mainly due to the typical seasonality between the periods.

Net revenues Total of R$ 28,670 million (+44%), due to the pass-throughs of higher oil derivatives and ethanol costs. Compared to 4Q21, net revenues decreased 1%, due to lower sales volumes, attenuated by higher average prices of oil derivatives.

Cost of goods sold Total of R$ 27,630 million (+46%), due to increased costs of oil derivatives and ethanol, arising from the increase in international prices, despite the stable volume. Compared to 4Q21, cost of goods sold decreased 1%, due to lower sales volume, attenuated by higher average prices of oil derivatives.

Sales, general and administrative expenses Total of R$ 553 million (+14%), resulting from higher expenses with freight (increased diesel price), provision for doubtful accounts and higher expenses with AmPm’s company-operated stores. Compared to 4Q21, the sales, general and administrative expenses decreased 22%, due to lower expenses with contingencies provisions (one-off concentration of R$ 88 million in 4Q21), besides lower marketing expenses.

Other operating results Total costs of R$ 110 million, a worsening of R$ 91 million in relation to 1Q21, due to costs with CBios in the amount of R$ 126 million in 1Q22 (R$ 94 million higher than 1Q21). Compared to 4Q21, the reduction was R$ 126 million, mainly due to higher costs with CBios of R$ 76 million and the constitution of extemporaneous tax credits from PIS/Cofins in 4Q21, in the amount of R$ 42 million.

Results from disposal of assets Total of R$ 26 million, an increase of R$ 20 million in relation to 1Q21, mainly due to higher sales of real estate assets. Compared to 4Q21, the reduction was of R$ 103 million, due to capital gain from the sale of ConectCar in the amount of R$ 76 million recorded in 4Q21 and higher results with sales of real estate assets in 4Q21.

Recurring Adjusted EBITDA Total of R$ 594 million (+7%), mainly due to margins recovery, attenuated by higher expenses. Compared to 4Q21, the EBITDA growth was 11%, due to margins recovery and lower expenses, attenuated by lower sales volume and higher expenses with CBios.

Investments – R$ 168 million were invested, directed to the expansion and maintenance of Ipiranga’s services stations and franchises network and to logistics infrastructure. Out of the total investments, R$ 76 million refers to additions to fixed and intangible assets and R$ 125 million to contractual assets with customers (exclusive rights). These amounts were reduced by the receipt of R$ 33 million of installments from the financed sale of real estate assets, net of financings granted to customers.


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Indebtedness (R$ million)

 

Ultrapar consolidated 1Q22 1Q21 4Q21
Gross debt (15,783) (18,606) (16,619)
Cash and cash equivalents 4,223 8,501 6,690
Net debt (ex-IFRS 16) (11,560) (10,105) (9,929)
Leases payable (1,864) (1,794) (1,762)
Net debt (13,424) (11,899) (11,691)
Net debt/LTM Adjusted EBITDA¹ 3.1x 3.3x 2.9x
Average cost of debt
97% DI 212% DI 97% DI
DI - 0.3% DI + 2.3% DI - 0.2%
Average cash yield (% DI) 71% 82% 81%
Average debt duration (years) 4.3 4.6 4.6

¹ LTM Adjusted EBITDA does not include Extrafarma’s impairment of R$ 428 million (R$ 395 million registered in 2Q21 and R$ 33 million in 4Q21) and capital gain from the sale of Conectar of R$ 76 milllion registered in 4Q21 for both 4Q21 and 1Q22

 

Ultrapar ended 1Q22 with net financial debt of R$ 11.6 billion, composed of a gross indebtedness of R$ 15.8 billion, and cash position of R$ 4.2 billion. Considering the leases payable (IFRS 16) of R$ 1.9 billion, the total net debt was R$ 13.4 billion (3.1x LTM Adjusted EBITDA) compared to R$ 11.7 billion on December 31, 2021 (2.9x LTM Adjusted EBITDA). The increase in the net debt in comparison to the position at the end of 4Q21 is mainly due to the consumption of operating cash in working capital in 1Q22, the payment of dividends in March 2022 and the deterioration of the financial result. The increase in financial leverage results from the increase in net debt, due to the reasons explained above, attenuated by higher LTM Adjusted EBITDA.

 

Maturity profile and debt breakdown:



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Updates on ESG themes


In March 2022, Ultrapar was awarded with the seal Women on Board (WOB), an independent initiative sponsored by UN Women, for the female representation in its Board of Directors (2021-2023). In addition, Ultrapar promoted an internal event with the Company's female leadership, with the board directors Ana Paula Vescovi and Flávia Buarque de Almeida attending.

Ultrapar’s 2021 Integrated Report was released in April 2022. It adopted the GRI and IIRC methodologies, SASB indicators, and was externally audited by KPMG (click here to access the file).

In April 2022, the proposal of global compensation to the Company's executives was approved for the year, which contemplates ESG goals for executives in their variable compensation and strengthens the governance over the long-term compensation process as it includes a malus arrangement section in the employment agreements signed with the executives.

In January 2022, Ultragaz donated more than 3 thousand basic food baskets to cities in the states of Minas Gerais and Bahia to help the victims of flood in those regions. Ultragaz also renewed its partnership with the NGOs to support various regional social projects in the areas it is operating in, strengthening its commitments towards the surrounding communities and focusing on children and teenagers. In March, Ultragaz also held three workshops with 88 selected suppliers for the CDP engagement program.

Through the Incentive to Culture Law, Ultracargo sponsored the "Planeta Água em Cena 4" project in Barcarena (state of Pará), focused on promoting environmental education with drama plays and distributing books for children about the topic. The project reached about 1.4 thousand children in schools of the region. Besides that, at the Santos terminal (state of São Paulo), Ultracargo started using a new system for vertically cleaning the tanks, saving almost one thousand liters of water per hour during the tank cleaning. Besides the decrease in water consumption, the new system no longer requires an industrial climber, eliminating the exposure of the employees to heights.

During the first quarter of 2022, Ipiranga joined other companies to sponsor the "Transporte Comercial Net Zero 2050: Caminhos para a Descarbonização do Modal Rodoviário no Brasil" study promoted by the Global Compact Network Brazil. Ipiranga also made donations to the victims of heavy rains in the southern region of Bahia, in Minas Gerais and Rio de Janeiro. The NGOs operating in the region helped distribute more than 2 thousand basic food baskets for Ipiranga.


 

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Capital markets

Ultrapar’s combined average daily financial volume on B3 and NYSE totaled R$ 121 million/day in 1Q22 (-38%). Ultrapar’s shares ended the quarter quoted at R$ 14.15 on B3, a depreciation of 3% in the quarter, while the Ibovespa stock index rose by 14%. In NYSE, Ultrapar’s shares increased 15% in 1Q22, while the Dow Jones stock index depreciated 5%. Ultrapar ended 1Q22 with a market cap of R$ 16 billion. 

Capital markets
1Q22 1Q21 4Q21
Number of shares (000)  1,115,152 1,115,077 1,115,108
Market capitalization¹ (R$ million) 15,779 23,651 16,214
B3


Average daily trading volume (000 shares) 7,231 6,859 8,425
Average daily financial volume (R$ 000) 102,384 145,258 119,084
Average share price (R$/share) 14.16 21.18 14.13
NYSE


Quantity of ADRs² (000 ADRs) 50,438 49,955 50,374
Average daily trading volume (000 ADRs) 1,299 2,282 1,526
Average daily financial volume (US$ 000) 3,531 8,733 3,850
Average share price (US$/ADRs) 2.72 3.83 2.52
Total


Average daily trading volume (000 shares) 8,531 9,141 9,951
Average daily financial volume (R$ 000)   120,690 193,310 140,623

  ¹ Calculated on the closing share price for the period

  ² 1 ADR = 1 common share


 

UGPA3 x Ibovespa performance 1Q22

(Dec 30, 2021 = 100)

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1Q22 Conference call

Ultrapar will host a conference call for analysts and investors on May 12, 2022 to comment on the Company’s performance in the first quarter of 2022 and outlook. The presentation will be available for download in the Company’s website 30 minutes prior to the conference call.

The conference call will be transmitted via webcast and held in Portuguese with simultaneous translation into English. The access link is available at ri.ultra.com.br. Please connect 10 minutes in advance.

 

Conference call in Portuguese with simultaneous translation to English

Time: 12:00 p.m. (BRT) / 11:00 a.m. (EDT)

 

 

Participants in Brazil: +55 (11) 3181-8565 or +55 (11) 4090-1621

Code: Ultraparin Portuguese
 

Replay: +55 (11) 3193-1012 (available for seven days)

Code: 3167603#

 

International participants: +1 (844) 204-8942 or +1 (412) 717-9627

Code: Ultraparin English

 

Replay: +55 (11) 3193-1012 (available for seven days)

Code: 9792937#

 

 

 

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ULTRAPAR
CONSOLIDATED BALANCE SHEET
     
    In million of Reais    MAR 22 

Continuing

operations¹ 

 Discontinued

operations¹ 

   MAR 21     DEC 21 

Continuing

operations¹ 

Discontinued

operations¹ 

     
ASSETS  
     
Cash and cash equivalents 2,701.5 2,252.5    449.0 3,933.2 2,668.1 2,280.1    388.0
Financial investments and hedging instruments    964.5    936.6      27.9   3,553.5 3,150.7 1,804.1 1,346.6
Trade receivables and reseller financing 5,596.7 4,468.6 1,128.1   4,240.8 4,987.5 3,957.8 1,029.7
Inventories 6,445.9 4,242.3 2,203.6   4,491.7 6,168.6 3,918.8 2,249.9
Recoverable taxes 2,000.6 1,301.6    699.0   1,482.7 2,049.8 1,353.1    696.8
Prepaid expenses    191.5    149.0      42.5      162.0    143.0      98.0      45.0
Contractual assets with customers - exclusive rights    573.7    573.7   -        490.9    555.1    555.1 -  
Other receivables      93.8      51.6      42.2        61.7      84.3      56.4      27.9
Total Current Assets   18,568.1 13,975.8 4,592.3   18,416.4   19,807.1 14,023.3 5,783.8
     
Financial investments and hedging instruments    557.3    557.3 -     1,014.4    871.7    379.3    492.4
Trade receivables and reseller financing    492.5    492.3       0.2      468.3    479.4    479.2       0.2
Deferred income and social contribution taxes 1,315.2    608.5    706.7   1,061.4 1,313.7    571.8    742.0
Recoverable taxes 1,604.6 1,204.9    399.8   1,730.7 1,613.8 1,202.2    411.7
Escrow deposits     853.5    845.6       7.9      950.4    879.3    871.3       8.0
Prepaid expenses      74.4      66.9       7.5        59.5      77.8      71.4       6.4
Contractual assets with customers - exclusive rights 1,570.1 1,570.1 -     1,270.6 1,524.2 1,524.2 -  
Other receivables    153.5    153.4       0.0      236.4    151.3    151.2       0.1
Investments    113.3      94.4      18.9      169.5      97.8      78.6      19.2
Right to use assets 2,111.5 1,765.0    346.5   2,125.3 2,001.3 1,651.3    350.1
Property, plant and equipment 8,344.8 5,564.3 2,780.5   8,176.1 8,476.5 5,534.6 2,941.9
Intangible assets 1,901.6 1,660.8    240.8   1,792.4 1,716.5 1,471.3    245.3
Total Non-Current Assets   19,092.3 14,583.4 4,508.9   19,054.8   19,203.3 13,986.2 5,217.1
     
TOTAL ASSETS   37,660.4 28,559.3 9,101.1   37,471.2   39,010.4 28,009.4 11,000.9
     
LIABILITIES  
     
Loans, financing and hedge derivative financial instruments 1,089.1    985.7    103.3   2,277.9    857.6    618.3    239.3
Debentures 4,012.6 4,012.6 -        971.3 2,247.7 2,247.7 -  
Trade payables 6,367.4 5,324.2 1,043.2   4,526.1 7,232.5 5,790.0 1,442.6
Salaries and related charges    426.4    267.6    158.8      384.7    552.9    330.1    222.8
Taxes payable    537.2    331.4    205.8      440.9    507.6    425.5      82.1
Leases payable    287.1    208.0      79.1      263.1    264.8    188.8      76.0
Other payables    383.4    356.4      26.9      354.6    573.8    498.3      75.5
Total Current Liabilities   13,103.2 11,485.9 1,617.2   9,218.6   12,237.1 10,098.8 2,138.3
     
Loans, financing and hedge derivative financial instruments 7,522.3 7,521.8       0.4   9,329.2 8,675.0 8,672.5       2.4
Debentures 3,159.1 3,159.1 -     6,027.8 4,839.0 4,839.0 -  
Provisions for tax, civil and labor risks    893.9    843.8      50.1      859.1    847.8    812.2      35.5
Post-employment benefits    200.4    193.9       6.5      259.0    201.7    194.6       7.1
Leases payable 1,577.3 1,246.5    330.8   1,530.7 1,497.2 1,159.5    337.7
Other payables    216.8    211.6       5.2      284.1    243.3    222.9      20.4
Total Non-Current Liabilities   13,569.9 13,176.8    393.1   18,290.0   16,304.0 15,900.9    403.1
     
TOTAL LIABILITIES   26,673.1 24,662.7 2,010.4   27,508.6   28,541.1 25,999.7 2,541.4
     
EQUITY  
     
Share capital 5,171.8 5,171.8 -     5,171.8 5,171.8 5,171.8 -  
Reserves 5,467.7 5,467.7 -     5,008.0 5,467.0 5,467.0 -  
Treasury shares   (488.4)   (488.4) -       (489.1)   (488.4)   (488.4) -  
Other    391.3    391.3 -       (107.2)    (83.5)    (83.5) -  
Non-controlling interests in subsidiaries    445.1    445.1 -        379.2    402.3    402.3 -  
Total Equity   10,987.3 10,987.3 -     9,962.6   10,469.2 10,469.2 -  
     
TOTAL LIABILITIES AND EQUITY   37,660.4 35,650.0 2,010.4   37,471.2   39,010.4 36,468.9 2,541.4
     
Cash and financial investments 4,223.3  n/a   n/a    8,501.0 6,690.4  n/a   n/a 
Loans and debentures (15,783.0)  n/a   n/a    (18,606.3) (16,619.4)  n/a   n/a 
Leases payable  (1,864.4)  n/a   n/a    (1,793.8) (1,762.0)  n/a   n/a 
Net Cash (debt)   (13,424.2)  n/a   n/a    (11,899.0)   (11,691.0)  n/a   n/a 
     
Net Cash (debt) ex-IFRS 16   (11,559.8)  n/a   n/a    (10,105.2)   (9,929.0)  n/a   n/a 

 

¹ Since the financial management is unified in the Holding, the individual view of the balance sheet of continuing and discontinued operations does not reflect the reality of the companies (assets and liabilities differ)



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ULTRAPAR
INCOME STATEMENT

  In million of Reais     1Q22 

 Continuing

operations 

 Discontinued

operations 

   1Q21 

 Continuing

operations 

 Discontinued

operations 

   4Q21 

 Continuing

operations 

 Discontinued

operations 

           
Net revenues from sales and services   34,036.0 31,503.3 2,532.7   23,950.3 22,029.8 1,920.5   34,411.2 31,904.3 2,506.8
Cost of products and services sold         (31,952.7) (30,033.6) (1,919.1)         (22,234.4) (20,789.2) (1,445.2)         (32,352.3) (30,374.2) (1,978.1)
Gross profit   2,083.3 1,469.7 613.7   1,715.9 1,240.6 475.4   2,058.9 1,530.1 528.7
Operating expenses  
Selling and marketing   (755.3) (502.8) (252.5)   (658.5) (416.0) (242.5)   (846.2) (567.5) (278.7)
General and administrative   (457.4) (338.2) (119.2)   (468.7) (317.6) (151.1)   (636.2) (483.5) (152.7)
Other operating income, net   (93.4) (102.3) 8.9   (12.4) (12.5) 0.0   21.5 18.4 3.1

Gain (loss) on disposal of property,

plant and equipment and intangibles

  22.6 25.1 (2.5)   8.1 8.4 (0.4)   125.0 126.3 (1.3)
Impairment   -   -   -     -   -   -     (32.9) -   (32.9)
Operating income (loss)   799.8 551.4 248.4   584.4 503.0 81.4   690.1 623.9 66.2
Financial result      
   Financial income   111.7 81.3 30.4   61.6 57.9 3.7   163.3 149.5 13.8
   Financial expenses   (469.7) (506.2) 36.5   (395.2) (247.9) (147.3)   (440.5) (365.3) (75.2)

Share of profit (loss) of subsidiaries,

joint ventures and associates

  13.3 13.5 (0.2)   (12.2) (12.1) (0.1)   4.4 4.5 (0.1)

Income before income and social

contribution taxes

  455.1 140.1 315.0   238.4 300.9 (62.4)   417.3 412.6 4.7

Provision for income and social

contribution taxes













   Current   (290.2) (94.5) (195.7)   (118.2) (111.8) (6.4)   (154.8) (163.7) 9.0
   Deferred   187.7 55.2 132.5   5.4 (7.9) 13.3   83.3 77.8 5.4
   Tax incentives   43.6 16.0 27.6   11.7 9.1 2.7   44.6 15.1 29.6
Net effect of the cessation of depreciation¹   65.0 -   65.0   -   -   -     -   -   -  
Net income (loss)   461.2 116.8 344.3   137.4 190.2 (52.8)   390.4 341.7 48.7
Net income attributable to:      
    Shareholders of the Company   452.3 107.9 344.3   132.2 184.9 (52.8)   380.2 331.5 48.7
    Non-controlling interests in subsidiaries   8.9 8.9 -     5.3 5.3 -     10.3 10.3 -  
Adjusted EBITDA   1,312.9 898.9 414.1   996.3 760.5 235.7   1,187.2 948.8 238.5
Non-recurring items      
Extemporaneous tax credits (Oxiteno)   (62.4) -   (62.4)   -   -   -     -   -   -  

Capital gain from the sale of ConectCar

(Ipiranga)

  -   -   -     -   -   -     (76.5) (76.5) -  
Results from disposal of assets (Ipiranga)   (25.9) (25.9) -     (5.8) (5.8) -     (52.0) (52.0) -  
Extemporaneous tax credits (Ipiranga)   -   -   -     -   -   -     (42.2) (42.2) -  
Impairment (Extrafarma)   -   -   -     -   -   -     32.9 -   32.9
Recurring Adjusted EBITDA   1,224.6 872.9 351.7   990.5 754.8 235.7   1,049.4 778.1 271.3
Depreciation and amortization²   451.8 333.9 117.9   380.9 269.7 111.2   445.5 320.3 125.2
Cash flow hedge bonds   48.1 -   48.1   43.3 -   43.3   47.2 -   47.2
Total investments³   382.5 304.5 78.0 293.8 252.9 40.9   716.1 579.7 136.3
Ratios  
Earnings per share (R$)   0.41 0.10 0.32 0.12 0.17 (0.05)   0.36 0.31 0.04
Net debt / LTM Adjusted EBITDA4   3.07  n/a   n/a    3.31  n/a   n/a    2.88  n/a   n/a 
Gross margin (%)   6.1% 4.7% 24.2% 7.2% 5.6% 24.8%   6.0% 4.8% 21.1%
Operating margin (%)   2.3% 1.8% 9.8% 2.4% 2.3% 4.2%   2.0% 2.0% 2.6%
Adjusted EBITDA margin (%)   3.9% 2.9% 16.3% 4.2% 3.5% 12.3%   3.5% 3.0% 9.5%
     Recurring Adjusted EBITDA margin (%)   3.6% 2.8% 13.9% 4.1% 3.4% 12.3% 3.0% 2.4% 10.8%
Number of employees 16,643 9,033 7,610 16,304 8,483 7,821   16,442 8,858 7,584

 

¹ As of 01/01/2022, the depreciation and amortization of discontinued operations was ceased, after the reclassification to current assets, in the line of assets held for sale, according to item 25 of CPC 31 / IFRS 5, with an effect of R$ 65 million in 1Q22
² Includes amortization with contractual assets with customers – exclusive rights
³ Includes property, plant and equipment and additions to intangible assets, contractual assets with customers (exclusive rights), initial direct costs of assets with right of use, financing of clients and rental advances (net of repayments) and acquisition of shareholdings
4 LTM adjusted EBITDA does not include impairment of Extrafarma and capital gain from the sale of ConectCar for 4Q21 and 1Q22


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ULTRAPAR
CASH FLOWS
   
    In million of Reais  

JAN - MAR

2022

 

JAN - MAR

2021

Re-presented

       
Cash flows from operating activities    
Net income - continuing operations
  116.8 190.2
Adjustments to reconcile net income to cash provided by operating activities  
Share of loss (profit) of subsidiaries, joint ventures and associates   (13.5) 12.1
Amortization of contractual assets with customers - exclusive rights and right-of-use assets   158.2 112.6
Depreciation and amortization   177.5 159.0
Interest and foreign exchange rate variations   181.9 218.1
Current and deferred income and social contribution taxes   23.3 110.7
(Gain) loss on disposal of property, plant and equipment and intangibles   (25.1) (8.4)
Equity instrument granted   3.9 3.0
Provision for decarbonization - CBios   126.3 32.6
Other provisions and adjustments   (11.0) (5.3)
     
      738.3 824.5
         
(Increase) decrease in assets  
Trade receivables and reseller financing   (513.1) (355.3)
Inventories   (324.3) (453.2)
Recoverable taxes   (60.7) (122.8)
Other assets   (14.4) (49.8)
 
Increase (decrease) in liabilities  
Trade payables   (519.6) 196.3
Salaries and related charges   (62.5) (36.7)
Tax obligations   22.7 54.7
Other liabilities   (39.7) (28.3)
 
CBios acquisition   (201.9) (20.8)
Payments of contractual assets with customers - exclusive rights   (124.7) (35.9)
Income and social contribution taxes paid   (85.8) (80.9)
 
Net cash provided by (used in) operating activities - continuing operations
  (1,185.8) (108.0)
 
Net cash provided by (used in) operating activities - discontinued operations
  2.7 236.4
 
Net cash provided by (used in) operating activities
  (1,183.1) 128.4
 
Cash flows from investing activities  
Financial investments, net of redemptions   888.6 1,630.7
Acquisition of property, plant and equipment   (210.5) (236.0)
Proceeds from disposal of investments and assets   33.0 19.8
Capital increase in joint ventures   (3.0) (15.0)
Transactions with discontinued operations   996.3 -  
 
Net cash provided by (used in) investing activities - continuing operations
  1,704.4 1,399.5
 
Net cash provided by (used in) investing activities - discontinued operations
  231.5 47.9
 
Net cash provided by (used in) investing activities
  1,936.0 1,447.4
 
Cash flows from financing activities  
Loans and debentures  
Proceeds   -   449.5
Repayments   (4.7) (0.1)
Interest paid   (233.1) (45.2)
Payments of leases¹   (106.9) (95.7)
Dividends paid   (185.4) (477.4)
Capital increase   21.5 -  
Related parties   0.0 (5.1)
 
Net cash provided by (used in) financing activities - continuing operations
  (508.5) (174.1)
 
Net cash provided by (used in) financing activities - discontinued operations
  (153.9) (144.6)
 
Net cash provided by (used in) financing activities
  (662.4) (318.7)
 
Effect of exchange rate changes on cash and cash equivalents in foreign currency - continuing operations
  (37.7) 10.9
 
Effect of exchange rate changes on cash and cash equivalents in foreign currency - discontinued operations
  (19.3) 3.7
 
Effect of exchange rate changes on cash and cash equivalents in foreign currency
  (57.0) 14.6
 
Increase (decrease) in cash and cash equivalents - continuing operations
  (27.5) 1,128.3
 
Increase (decrease) in cash and cash equivalents - descontinued operations
  61.0 143.4
 
Increase (decrease) in cash and cash equivalents
  33.4 1,271.7
 
Cash and cash equivalents at the beginning of the period
  2,668.1 2,661.5
 
Cash and cash equivalents at the end of the period - continuing operations
  2,252.5 3,933.2
 
Cash and cash equivalents at the end of the period - descontinued operations
  449.0 -  
 
Cash and cash equivalents at the end of the period
  2,701.5 3,933.2
 
Transactions without cash effect:  
 
Addition on right to use assets and leases payable   187.8 43.4
Addition on contractual assets with costumers - exclusive rights   53.8 72.2
Reversion fund - private pension   3.1 -  
Issuance of shares related to the subscription warrants - indemnification - Extrafarma acquisition    0.7 1.4

 

¹ Includes R$ 32 million and R$ 29 million related to the grant of Ultracargo's terminal in Vila do Conde in 1Q22 and 1Q21, respectively 

 

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ULTRAGAZ
CONSOLIDATED BALANCE SHEET
       
    In million of Reais    MAR 22   MAR 21     DEC 21 
     
OPERATING ASSETS
Trade receivables   540.0 398.5   493.8
Non-current trade receivables   29.2 32.0   31.7
Inventories   192.3 158.4   184.8
Taxes   97.5 87.1   87.6
Escrow deposits   208.5 220.3   217.4
Other   81.7 81.9   71.1
Right to use assets   114.2 105.2   92.2
Property, plant and equipment / Intangibles   1,227.4 1,084.2   1,205.3
TOTAL OPERATING ASSETS   2,490.7 2,167.7   2,383.9
           
OPERATING LIABILITIES
Suppliers   174.2 101.5   154.4
Salaries and related charges   78.0 68.7   87.2
Taxes   18.5 16.0   15.9
Judicial provisions   122.9 129.3   122.2
Leases payable   152.0 144.7   130.3
Other   55.7 68.6   44.9
TOTAL OPERATING LIABILITIES   601.4 528.8   554.9
       
       
CONSOLIDATED INCOME STATEMENT
           
     
     In million of Reais     1Q22     1Q21     4Q21 
       
Net revenues   2,639.3   2,037.8   2,681.7
Cost of products sold   (2,323.0) (1,811.9)   (2,346.3)
Gross profit   316.3   225.9   335.4
Operating expenses    
      Selling   (123.1) (96.2)   (129.9)
      General and administrative   (54.7) (50.5)   (51.3)
Other operating income   4.3 5.6   0.7
Gain (loss) on disposal of property, plant and equipment and intangibles   (0.7) 2.6   (0.4)
Operating income (loss)   142.0   87.4   154.4
Share of profit of subsidiaries, joint ventures and associates   (0.0) 0.0   (0.1)
Adjusted EBITDA   213.1   150.2   222.0
Depreciation and amortization¹   71.1 62.8   67.8
Ratios
   Gross margin (R$/ton)   793 557   805
   Operating margin (R$/ton)   356 216   371
   Adjusted EBITDA margin (R$/ton)   534 370   533
   




Number of employees 3,421 3,445 3,387


¹ Includes amortization with contractual assets with customers - exclusive rights


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ULTRACARGO
CONSOLIDATED BALANCE SHEET
       
    In million of Reais    MAR 22     MAR 21     DEC 21 
   
OPERATING ASSETS
Trade receivables   15.2 30.4   18.3
Inventories   9.0 7.9   8.8
Taxes   15.3 25.6   15.8
Other   20.3 30.8   20.3
Right to use assets   581.2 472.7   491.1
Property, plant and equipment / Intangibles / Investments   1,699.8 1,535.9   1,710.4
TOTAL OPERATING ASSETS   2,340.8   2,103.3   2,264.8
   
OPERATING LIABILITIES
Suppliers   33.0 43.5   42.1
Salaries and related charges   34.8 34.2   45.9
Taxes   7.2 8.9   7.8
Judicial provisions   10.0 10.2   9.5
Leases payable   505.4 416.7   442.7
Other¹   54.1 69.0   56.7
TOTAL OPERATING LIABILITIES   644.5   582.5   604.6
   
¹ Includes the long term obligations with clients account
CONSOLIDATED INCOME STATEMENT
     
     In million of Reais     1Q22     1Q21     4Q21 
     
Net revenues   197.4   172.0   187.4
Cost of services provided   (83.7) (68.8)   (77.7)
Gross profit   113.7   103.3   109.7
Operating expenses    
      Selling   (3.9) (2.0)   (2.9)
      General and administrative   (26.6) (31.7)   (33.2)
Other operating income   (1.3) (0.8)   (0.2)
Gain (loss) on disposal of property, plant and equipment and intangibles   (0.1) 0.1   (1.8)
Operating income (loss)   81.9   68.7   71.7
 




Share of profit of subsidiaries, joint ventures and associates   (0.5) 0.5   (0.1)
 




Adjusted EBITDA   113.9   92.5   101.2
 




Depreciation and amortization   32.5 23.3   29.6
 




Ratios
   
   Gross margin (%)   57.6% 60.0%   58.6%
   Operating margin (%)   41.5% 40.0%   38.3%
  Adjusted EBITDA margin (%)   57.7% 53.8%   54.0%
   
Number of employees 853 917 870


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OXITENO
CONSOLIDATED BALANCE SHEET
   
    In million of Reais    MAR 22     MAR 21     DEC 21 
   
OPERATING ASSETS
Trade receivables   1,013.2 869.5   994.2
Inventories   1,655.0 1,238.5   1,671.7
Taxes   774.5 693.4   655.1
Other   65.6 148.1   62.1
Right to use assets   26.4 43.6   31.9
Property, plant and equipment / Intangibles / Investments   2,740.9 2,979.8   2,967.3
TOTAL OPERATING ASSETS   6,275.6   5,972.9   6,382.3
     
OPERATING LIABILITIES
Suppliers   864.7 984.9   1,219.0
Salaries and related charges   111.9 111.9   176.9
Taxes   64.8 50.3   54.0
Judicial provisions   50.7 33.4   36.1
Leases payable   28.6 48.7   34.5
Other   35.5 56.1   84.1
TOTAL OPERATING LIABILITIES   1,156.2   1,285.2   1,604.6
           
CONSOLIDATED INCOME STATEMENT
     
     In million of Reais     1Q22     1Q21     4Q21 
     
Net revenues   2,039.3   1,436.4   2,012.5
Cost of products sold   (1,580.0) (1,104.9)   (1,631.4)
Gross profit   459.3   331.5   381.1
   
Operating expenses        
      Selling   (105.7) (100.7)   (133.1)
      General and administrative   (93.0) (122.8)   (131.4)
Other operating income   10.3 1.5   4.1
Gain (loss) on disposal of property, plant and equipment and intangibles   0.4 0.3   (1.1)
   
Operating income (loss)   271.3   109.8   119.8
Share of profit of subsidiaries, joint ventures and associates   (0.2) (0.1)   (0.1)
Adjusted EBITDA   396.2   226.9   251.5
Non-recurring items    
Extemporaneous tax credits   (62.4) -     -  
Recurring Adjusted EBITDA   333.9   226.9   251.5
Depreciation and amortization   77.1 73.9   84.6
Cash flow hedge from bonds   48.1 43.3   47.2
   
Ratios
   
   Gross margin (US$/ton)   497 335   357
   Operating margin (US$/ton)   293 111   112
   Adjusted EBITDA margin (US$/ton)   428 229   236
   Recurring Adjusted EBITDA margin (US$/ton)   361 229   236
Number of employees 1,870 1,873 1,871


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IPIRANGA
CONSOLIDATED BALANCE SHEET
   
    In million of Reais    MAR 22   MAR 21     DEC 21 
   
OPERATING ASSETS
Trade receivables   3,922.1 2,903.6   3,453.5
Non-current trade receivables   463.1 436.0   447.5
Inventories   4,039.4 2,580.4   3,725.1
Taxes   1,979.5 1,495.9   2,001.3
Contractual assets with customers - exclusive rights   2,140.1 1,756.2   2,075.1
Other   491.4 508.3   485.2
Right to use assets   1,035.5 1,090.0   1,032.2
Property, plant and equipment / Intangibles / Investments   3,978.6 3,572.2   3,765.0
     
TOTAL OPERATING ASSETS   18,049.6 14,342.6   16,984.9
   
OPERATING LIABILITIES
Suppliers   5,031.6 3,162.0   5,513.9
Salaries and related charges   111.1 92.8   134.8
Post-employment benefits   207.6 265.0   208.5
Taxes   219.1 242.6   198.0
Judicial provisions   298.9 301.2   358.8
Leases payable   759.0 754.6   735.8
Other   392.9 323.6   292.1
TOTAL OPERATING LIABILITIES   7,020.2 5,141.8   7,442.1
   
CONSOLIDATED INCOME STATEMENT
     
     In million of Reais     1Q22     1Q21     4Q21 
     
Net revenues   28,670.0   19,845.0   29,060.1
Cost of products and services sold         (27,629.8)       (18,947.8)         (28,003.6)
Gross profit   1,040.1   897.2   1,056.5
Operating expenses    
      Selling   (374.0) (305.4)   (404.4)
      General and administrative   (178.9) (181.7)   (301.7)
Other operating income   (110.3) (19.8)   15.5
Gain (loss) on disposal of property, plant and equipment and intangibles   25.9 5.8   128.4
Operating income (loss)   402.7   396.0   494.3
Share of profit of subsidiaries, joint ventures and associates   1.2 (6.5)   0.4
Adjusted EBITDA   619.5   563.0   703.8
Non-recurring items    
Capital gain from the sale of ConectCar   -   -     (76.5)
Results from disposal of assets   (25.9) (5.8)   (52.0)
Extemporaneous tax credits   -   -     (42.2)
Recurring Adjusted EBITDA   593.6   557.2   533.1
Depreciation and amortization¹   215.6 173.4   209.1
   
Ratios
     
   Gross margin (R$/m³)   194 167   186
   Operating margin (R$/m³)   75 74   87
   Adjusted EBITDA margin (R$/m³)   115 105   124
   Recurring Adjusted EBITDA margin (R$/m³)   110 104   94
           
Number of service stations 7,131 7,107 7,104
Number of employees 4,064 3,626 4,008


¹ Includes amortization with contractual assets with customers - exclusive rights


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EXTRAFARMA

BALANCE SHEET

         
    In million of Reais    MAR 22     MAR 21     DEC 21 
     
OPERATING ASSETS
Trade receivables   115.1 40.7   35.7
Inventories   548.6 506.6   578.2
Taxes   89.8 241.4   77.6
Other   38.7 28.2   30.3
Right to use assets   317.1 378.2   318.2
Property, plant and equipment / Intangibles   221.7 476.5   239.8
TOTAL OPERATING ASSETS   1,330.9   1,671.6   1,279.8
   
OPERATING LIABILITIES
Suppliers   180.2 184.7   225.5
Salaries and related charges   46.9 42.4   45.8
Taxes   16.1 19.7   15.7
Judicial provisions   2.9 9.6   2.9
Leases payable   381.4 390.5   379.2
Other   13.1 17.8   15.6
TOTAL OPERATING LIABILITIES   640.6   664.6   684.8
   
INCOME STATEMENT
     
     In million of Reais     1Q22     1Q21     4Q21 
     
Gross revenues   529.0   517.2   527.7
Sales returns, discounts and taxes   (28.3) (27.4)   (27.9)
Net revenues   500.7   489.8   499.8
Cost of products and services sold   (346.3) (345.9)   (352.2)
Gross profit   154.4   143.8   147.6
Operating expenses   (169.1) (167.5)   (161.5)
Other operating income   (1.4) (1.5)   (1.0)
Gain (loss) on disposal of property, plant and equipment and intangibles   (2.9) (0.6)   (0.2)
Impairment   -   -     (32.9)
Operating income (loss)   (19.0)   (25.8)   (48.1)
     
EBITDA   20.6   11.5   (9.0)
Non-recurring items    
Impairment   -   -     32.9
Recurring Adjusted EBITDA   20.6   11.5   23.9
Depreciation and amortization   39.6 37.3   39.1
Ratios¹
   Gross margin (%)   29.2% 27.8% 28.0%
   Operating margin (%)   (3.6%) (5.0%) (9.1%)
   EBITDA margin (%)   3.9% 2.2% (1.7%)
   Recurring Adjusted EBITDA margin (%)   3.9% 2.2% 4.5%
             
Number of stores 399 402 399
             
Number of employees 5,740 5,948 5,713


¹ Calculated based on gross revenues 


   

ULTRAPAR PARTICIPAÇÕES S.A.

 

Publicly Traded Company

 

CNPJ Nr. 33.256.439/0001-39

NIRE 35.300.109.724

 

 

Date, Hour and Place:

May 11, 2022, at 2:30 p.m., at the Company’s headquarters, located at Brigadeiro Luís Antônio Avenue, Nr. 1.343, 9th floor, in the City and State of São Paulo, also contemplating participation through Microsoft Teams.

 

Members in attendance:

(i) Members of the Board of Directors undersigned; (ii) Secretary of the Board of Directors, Mr. André Brickmann Areno; (iii) Chief Executive Officer, Mr. Marcos Marinho Lutz; (iv) Chief Financial and Investor Relations Officer, Mr. Rodrigo de Almeida Pizzinatto; (v) other executive officers of the Company, namely, Mrs. Décio de Sampaio Amaral, Marcelo Pereira Malta de Araújo and Tabajara Bertelli Costa; and (vi) in relation to item 1 below, the President of the Fiscal Council, Mr. Flávio Cesar Maia Luz, the directors of Ipiranga Produtos de Petróleo S.A., Mr. Carlos Frederico Resende and Ms. Cristiane Silva Leite and Chief Executive Officer of Imifarma Produtos Farmacêuticos e Cosméticos S.A., Mr. Marcelo Bazzali.

 

Matters discussed and resolutions:

 

  1. After having analyzed and discussed the performance of the Company in the first quarter of the current fiscal year, the respective financial statements were approved.

 


  1. The members of the Board of Directors approved the fees proposal of Deloitte Touche Tohmatsu Auditores Independentes Ltda. to provide auditing services for the 2022 financial statements, as proposed by the Executive Board and the Company's Audit and Risks Committee.

 

  1. “Ad referendum” of the Annual General Shareholders' Meeting that will approve the accounts and the report of the management for this year, and in accordance with the provisions of Law No. 9,249/95 and subsequent amendments, the members of the Board approved, pursuant to article 28, “k”, and article 54, § 2nd, of the Company’s Bylaws, the proposal for payment of interest on equity, in the gross amount of R$ 450,000,000.00 (four hundred and fifty million Reais), corresponding to R$ 0.41247 per share, excluding treasury shares. The total amount, net of withholding taxes, will be deducted from the amount of the minimum mandatory dividend, referring to the year 2022.

 

The payment will be made as of August 10, 2022, proportionally to the shareholding position of each investor, with withholding of income tax, except for corporate shareholders that are proven to be immune or exempt, each shareholder being entitled to the net amount of R$ 0.35060 per share.


The record dates for the payment of the interest on equity will be May 23, 2022 in Brazil and May 25, 2022 in the United States of America. The Company’s shares will be traded “ex-interest on equity” on B3 S.A. – Brasil, Bolsa e Balcão and on the New York Stock Exchange from and including May 24, 2022 onwards.

 


  1. The Directors approved, pursuant article 28, item “p” of the Company’s Bylaws, the 11th (eleventh) issuance, by Ipiranga Produtos de Petróleo S.A. (“Ipiranga orIssuer”), wholly-owned subsidiary of the Company, of debentures, non-convertible into shares, unsecured, with additional personal guarantee, in a single series for private placement to VERT Companhia Securitizadora (“Debentureholder” orSecuritization Company”, “IssuanceandDebentures”, respectively), with the following characteristics and main conditions, that will be detailed and regulated in the Indenture (as defined below):

 

(a)Total Amount of the Issuance and Quantity of Debentures: Initially, 1,200,000 (one million and two hundred thousand) Debentures will be issued all with unit par value of R$ 1,000.00 (one thousand Reais), on the date of issue, as defined in the Indenture (“Issuance Date). The amount of Debentures may be reduced, observing the Minimum Amount (as defined below), within the limit of the final demand of the respective Certificates of Agribusiness Receivables (“CRA”) to which the Debentures will be linked, without the need for a General Meeting of Debenture Holders or a new corporate approval by the Issuer and/or the Guarantor, provided that such change is duly formalized before the date of payment, upon the execution of an amendment to the Indenture and compliance with the formalities described therein. The total amount of the Issuance is up to R$ 1,200,000,000.00 (one billion and two hundred million Reais), on the Issuance Date (as defined below), and such amount may be reduced, subject to the Minimum Amount, subject to the Indenture (“Total Issuance Amount”). The amount of Debentures and the Total Issuance Amount may be reduced, considering the Bookbuilding Procedure (as defined below), with the consequent cancellation of unpaid Debentures. Such reduction in the amount of Debentures and the Total Issuance Amount, as applicable, will be formalized by means of an amendment to the Indenture, without the need for additional corporate resolution by the Issuer, approval by the General Meeting of Debenture Holders and/or approval by the General Meeting of CRA Holders, to formalize the number of Debentures effectively subscribed and paid, observing the provisions of the Indenture and the Securitization Term and, also observing the minimum amount equivalent to R$ 1,000,000,000.00 (one billion Reais), corresponding to 1,000,000 (one million) Debentures (“Minimum Amount”);

 

(b)Binding to the Issuance of CRA: After the subscription of the Debentures, considering the fiduciary regime stablished by the Securitization Company, all amounts due to the Securitization Company as a consequence of the Debentures shall be bound to the single series of the 72nd (seventy-second) issuance of CRA of the Securitization Company, in the scope of securitization of credits of the agribusiness, as provided by Law No. 11,076, of December 30, 2004, Law No. 9,514, of November 20, 1997, as amended, Provisional Measure No. 1,103, of March 15, 2022, while in force (“MP 1,103”), CVM Instruction 400, CVM Instruction 600 or in CVM Resolution 60, of December 23, 2022, (“CVM Resolution 60”) and in terms of the “Securitization Term of Credit Rights of Agribusiness for the issuance of Real Estate Receivable of Agribusiness of the single series of the 72nd Issuance of VERT Companhia Securitizadora Backed by Credits of Agribusiness Due by Ipiranga Produtos de Petróleo S.A." to be entered into between the Securitization Company and Pentágono S.A. Distribuidora de Títulos e Valores Mobiliários (“CRA Trustee” and “Securitization Term”, respectively);

 


(c)Unit Par Value: The unit par value of the Debentures will be of R$ 1,000.00 (one thousand Reais) in the Issuance Date (“Unit Par Value);

 

(d)Adjustment of the Unit Par Value: The Unit Par Value of the Debentures or their balance, as the case may be, shall be monetarily adjusted every month, exponentially and pro rata temporis for Business Days, as of the first Date of Payment (as defined below) (inclusive) until the date of actual payment, by the accumulated variation of the Broad National Consumer Price Index, calculated and published by the Brazilian Institute of Geography and Statistics (“IPCA”), as per calculation provided in the Indenture (“Monetary Adjustment”), being the product of the Monetary Adjustment automatically incorporated into the Unit Par Value or balance of the Unit Par Value of the Debentures, as the case may be, automatically (“Adjusted Unit Par Value”);

 

(e)Amortization of the Debentures: The Adjusted Unit Par Value of the Debentures will be redeemed by the Issuer, in three consecutive installments, at the end of the 8th (eighth), 9th (ninth) and 10th (tenth) year counted from the Issuance Date, according to the percentages and dates provided in the table in Exhibit I of the Indenture, except for the events of early maturity of the Debentures, redemption resulting from the Early Redemption Offer and Optional Early Redemption, pursuant to the Indenture;

 

(f)Term and Maturity Date: The maturity date of the Debentures will be defined in the Indenture (“Maturity Date”), except for the events of early maturity of the Debentures, redemption resulting from the Early Redemption Offer (provided that the entirety of the Debentures is redeemed) and Optional Early Redemption, pursuant to the Indenture;

 


(g)Compensation of the Debentures: On the Adjusted Unit Par Value of the Debentures, there will be remunerative interest equivalent to a certain percentage per year, based on 252 (two hundred and fifty-two) Business Days, to be defined in the procedure for collecting investment intentions to be conducted by the Coordinators, in the terms of article 23, paragraphs 1 and 2, and articles 44 and 45 of the CVM Instruction 400 (“Bookbuilding Procedure”), and, in any case, limited to (i) internal rate of return of the IPCA+ Treasury Public Bond with semiannual interest (NTN-B), maturing in 2030, published by ANBIMA on its page on the World Wide Web (www.anbima.com.br), to be determined at the closing of the Business Day immediately prior to the date of completion of the Bookbuilding Procedure, exponentially increased by a surcharge of 0.40% (point forty percent) per year, based on 252 (two hundred and fifty-two) Business Days; or (ii) 5.80% (five point eighty percent) per year, based on 252 (two hundred and fifty-two) Business Days, between items (i) and (ii) whichever is greater on the Business Day immediately prior to the Bookbuilding Procedure Date, calculated exponentially and cumulatively pro rata temporis for elapsed Business Days ("Compensation of the Debentures"), during each Capitalization Period (as defined below), in accordance with the formula provided for in the Indenture;

 

(h)Payment of the Compensation of the Debentures: The Compensation of the Debentures shall be done semiannually, according to the table to be inserted in Exhibit I to the Indenture;

 

(i)Default Charges: Without prejudice of the Monetary Adjustment and the Compensation of the Debentures, upon payment delay of any pecuniary obligations related to the Debentures, the overdue and unpaid debts shall be increased by interest on arrears of one percent (1%) per month, calculated pro rata temporis, from the date of default to the effective payment date, as well as a non-compensatory fine of two percent (2%) on the amount due, regardless of any warning, notice, notification or judicial or extrajudicial notifications (“Default Charges”); and

 


(j)Other characteristics: will be defined in the Indenture

 

4.1.The Board of Directors authorized the provision of guarantee, by the Company, in relation to the current and future, main and ancillary obligations, including, but not limited to, Compensation of the Debentures and Default Charges, to be undertaken by Ipiranga under the Issuance (“Guarantee”), which shall be valid in all its terms until the full payment of the secured obligations (under the Indenture). The Guarantee shall be irrevocably and irreversibly provided, and the Company undertakes the condition of guarantor and main payer, jointly and severally liable with Ipiranga, for the full payment on time of the total debt amount represented by the Debentures, plus the relevant compensation and applicable Default Charges, as well as the other pecuniary obligations provided in the Indenture. The Guarantee may be executed and demanded by the holder of the Debentures, on a judicial or extrajudicial basis, whenever necessary to ensure the full settlement of the secured obligations. The Company expressly waives the benefits of order, rights and powers of exemption of any nature provided for in articles 333, sole paragraph, 364, 366, 827, 830, 834, 835, 837, 838 and 839 of Law No. 10,406, of January 10 of 2002, as amended ("Civil Code"), and in articles 130 and 794, caput, of Law 13,105, of March 16, 2015, as amended ("Civil Procedure Code").

 

4.2.The Company's Board of Executive Officers and the Board of Executive Officers of Ipiranga are hereby authorized to take any measures or formalities necessary and/or convenient to the implementation of the Issuance of the Debentures, the provision of Guarantee and/or the issue of the CRA, including, but not limited to: (a) negotiation of terms and conditions and execution of the “Instrument of Deed of the 11th (Eleventh) Issuance of Debentures, Non-convertible into Shares, in a Single Series, Unsecured, with Personal Guarantee, for Private Placement, of Ipiranga Produtos de Petróleo S.A.” (“Indenture”), the “Agreement for the Coordination, Placement and Public Distribution of Certificates of Agribusiness Receivables, under the Firm Placement Guarantee Regime, of the single Series of the 72nd Issuance of VERT Companhia Securitizadora Backed by Agribusiness Credits due by Ipiranga Produtos de Petróleo S.A.”, to be entered into between the Company, the Guarantor, the Securitization Company, Banco Itaú BBA S.A. (“Itaú BBA” or “Lead Coordinator”), Banco Santander (Brazil) S.A. (“Santander”), XP Investimentos Corretora de Câmbio, Títulos e Valores Mobiliários S.A. (“XP Investimentos”), Banco BTG Pactual S.A. (“BTG Pactual”) and UBS Brasil Corretora de Câmbio, Títulos e Valores Mobiliários S.A., (“UBS BB”, and, together with the Lead Coordinator, Santander, XP Investimentos and BTG Pactual, “Coordinators” and "Distribution Agreement", respectively) and its amendments; (b) negotiation of terms and conditions of the Guarantee, including regarding the waivers of certain legal rights of the Company, set forth in the draft of the indenture filed with the CVM on March 18, 2021; and (c) other ancillary acts, such as hedging, hiring or remunerating all service providers for the Issuance and/or the issue of CRA, including, but not limited to, Securitization Company, trustee, custodian, bookkeeper, rating agency, settling Bank, legal counsel, separate equity accountant, market maker and separate equity auditor.

 


4.3.The Directors ratified all acts already practiced in the name of Ipiranga and of the Company related to the resolutions above.  

 

 

Notes: The resolutions 1 to 3 were approved, with no amendments or qualifications, by all the Board members present. Ms. Ana Paula Vitali Janes Vescovi declared herself conflicted to vote on resolution 4, having been absent from this part of the meeting and not participating in the discussions on the topic.

 

There being no further matters to discuss, the meeting was concluded, and these minutes were written, read, passed, and signed by all Directors present. Signatures: Pedro Wongtschowski Chairman; Frederico Pinheiro Fleury Curado Vice-ChairmanAna Paula Vitali Janes Vescovi; Flávia Buarque de Almeida; Jorge Marques de Toledo Camargo; José Galló; José Luiz Alquéres; José Mauricio Pereira Coelho; Otávio Lopes Castello Branco Neto, in the capacity of Board members; and André Brickmann Areno, in the capacity of secretary of the Board of Directors.

 

I declare that this is a faithful copy of the minutes drawn up in the proper book

 

 

André Brickmann Areno

Secretary of the Board of Directors

 

 

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ULTRAPAR PARTICIPAÇÕES S.A.

 

 

Interest on equity

 

São Paulo, May 11, 2022 – Ultrapar Participações S.A. (B3: UGPA3; NYSE: UGP) informs that the Board of Directors, at the meeting held today, approved the early payment of interest on equity in the amount of R$ 450,000,000.00, equivalent to R$ 0.41247 per share. With income tax withholding at a rate of 15%, net interest will be R$ 0.35060 per share, except for corporate shareholders that are proven to be immune or exempt. The payment will be made as of August 10, 2022, without remuneration or monetary adjustment, proportionally to the shareholding position of each investor.

 

The total amount, net of taxes withheld at source, will be deducted from the amount of the minimum mandatory dividend referring to the year of 2022.  

 

The record date that establishes the right to receive the interest on equity will be May 23, 2022 in Brazil, and May 25, 2022 in the United States. Therefore, from May 24, 2022 onwards, the shares will be traded "ex-interest on equity" on both the São Paulo Stock Exchange (B3) and the New York Stock Exchange (NYSE).

 

 

Rodrigo de Almeida Pizzinatto

Chief Financial and Investor Relations Officer

Ultrapar Participações S.A.

 


 


SIGNATURES

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

Date: May 11, 2022                                                       


ULTRAPAR HOLDING INC.

By: /s/ Rodrigo de Almeida Pizzinatto


Name: Rodrigo de Almeida Pizzinatto


Title: Chief Financial and Investor Relations Officer

 

(Individual and Consolidated Interim Financial Information as of and for the Quarter Ended March 31, 2022 and Report on Review of Interim Financial Information, 1Q22 Earnings Release, Minutes of the Meeting of the Board of Directors of Ultrapar Participações S.A., held on May 11, 2022, and Notice to shareholders)