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 November 2024

 

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____

 

 

 

 

.

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Ultrapar Participações S.A. and Subsidiaries

Table of Contents


Statements of financial position 8
Statements of income 10
Statements of comprehensive income 11
Statements of changes in equity 12
Statements of cash flows - indirect method 14
Statements of value added 16
1. Operations 17
2. Basis of preparation and presentation of individual and consolidated interim financial information 20
3. New accounting policies and changes in accounting policies 21
4. Cash and cash equivalents, financial investments, derivative financial instruments and other financial assets 22
5. Trade receivables, reseller financing and other receivables (Consolidated) 23
6. Inventories (Consolidated) 25
7. Recoverable taxes (Consolidated) 25
8. Related parties 26
9. Income and social contribution taxes 29
10. Contractual assets with customers - exclusivity rights (Consolidated) 32
11. Investments in subsidiaries, joint ventures and associates 33
12. Right-of-use assets and leases payable (Consolidated) 36
13. Property, plant, and equipment (Consolidated) 39
14. Intangible assets (consolidated) 40
15. Loans, financing, debentures and derivative financial instruments (Consolidated) 42
16. Trade payables (consolidated) 44
17. Employee benefits and private pension plan (Consolidated) 45
18. Provisions and contingent liabilities (Consolidated) 46
19. Subscription warrants – indemnification 48
20. Equity 49
21. Net revenue from sales and services (Consolidated) 50
22. Costs, expenses and other operating results by nature 51
23. Financial result 51
24. Earnings per share (Parent and Consolidated) 52
25. Segment information 53
26. Financial instruments (Consolidated) 57
27. Commitments (Consolidated) 71
28. Acquisition of Interest and Control 71

 

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


Ultrapar Participações S.A.

 

Report on Review of Interim Financial Information
for the three and nine-month Quarter Ended
September 30, 2024

 

 

 

 

 Deloitte Touche Tohmatsu Auditores Independentes Ltda.

 


Graphics

Deloitte Touche Tohmatsu
Av. Dr. Chucri Zaidan, 1.240 -
4° ao 12° andares - Golden Tower
04711-130 - São Paulo - SP
Brazil

Tel.: + 55 (11) 5186-1000
Fax: + 55 (11) 5181-2911
www.deloitte.com.br

 

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

REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION

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 September 30, 2024, which comprises the statements of financial position as at September 30, 2024 and the related statements of income and comprehensive income for the three and nine-month periods then ended, and of changes in equity and of cash flows for the nine-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).

6


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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 nine-month period ended September 30, 2024, 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 (R1) - 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.

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

São Paulo, November 13, 2024

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

 

Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of financial position
As of September 30, 2024 and December 31, 2023
(In thousands of Brazilian Reais)


 

Parent

 

Consolidated

 

Note

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

4.a

52,018

 

412,840

 

3,855,366

 

5,925,688

Financial investments, derivative financial instruments and other financial assets

4.b

 

 

377,405

 

292,934

Trade receivables

5.a

 

 

3,629,656

 

3,921,790

Reseller financing

5.a

 

 

497,435

 

504,862

Trade receivables - sale of subsidiaries

5.c

 

208,487

 

 

924,364

Inventories

6

 

 

4,742,344

 

4,291,431

Recoverable taxes

7.a

940

 

1,050

 

1,511,114

 

1,462,269

Recoverable income and social contribution taxes

7.b

15,733

 

25,006

 

183,353

 

171,051

Energy trading futures contracts

26.h

 

 

139,691

 

Dividends receivable

-

 

414,973

 

2,303

 

3,572

Other receivables and other assets

-

87,236

 

105,229

 

356,539

 

263,806

Prepaid expenses

-

7,068

 

4,617

 

126,947

 

99,922

Contractual assets with customers - exclusivity rights

10

 

 

743,951

 

787,206

Total current assets

 

162,995

 

1,172,202

 

16,166,104

 

18,648,895

 

 

 

 

 

 

 

 

 

Non-current assets

 

 

 

 

 

 

 

 

Financial investments, derivative financial instruments and other financial assets

4.b

2,608

 

295,637

 

3,136,781

 

951,941

Trade receivables

5.a

 

 

27,258

 

13,216

Reseller financing

5.a

 

 

683,001

 

550,641

Related parties

8.a

7,076

 

6,677

 

44,791

 

31,892

Deferred income and social contribution taxes

9.a

171,047

 

164,267

 

1,325,845

 

1,255,134

Recoverable taxes

7.a

74

 

75

 

2,348,549

 

2,741,370

Recoverable income and social contribution taxes

7.b

8,065

 

8,065

 

280,495

 

225,354

Energy trading futures contracts

26.h

 

 

204,902

 

Escrow deposits

18.a

37

 

18

 

1,052,305

 

1,032,717

Indemnification asset - business combination

18.a.3

 

 

157,831

 

124,927

Other receivables and other assets

-

 

 

110,561

 

155,818

Prepaid expenses

-

19,280

 

13,752

 

55,809

 

73,387

Contractual assets with customers - exclusivity rights

10

 

 

1,398,591

 

1,475,302

 

 

 

 

 

 

 

 

 

Investments in subsidiaries, joint ventures and associates

11

14,410,429

 

12,322,055

 

1,720,243

 

318,356

Right-of-use assets, net

12

7,711

 

7,527

 

1,691,082

 

1,711,526

Property, plant and equipment, net

13

70,115

 

5,791

 

6,755,864

 

6,387,581

Intangible assets, net

14

270,247

 

270,658

 

2,161,778

 

2,553,917

Total non-current assets

 

14,966,689

 

13,094,522

 

23,155,686

 

19,603,079

Total assets

 

15,129,684

 

14,266,724

 

39,321,790

 

38,251,974

  

Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of financial position
As of September 30, 2024 and December 31, 2023
(In thousands of Brazilian Reais)


 

Parent

 

Consolidated

 

Note

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

Liabilities

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Trade payables

16.a

30,378

 

26,772

 

3,050,954

 

4,682,671

Trade payables - reverse factoring

16.b

 

 

1,291,458

 

1,039,366

Loans, financing and derivative financial instruments

15

 

 

2,932,243

 

1,075,672

Debentures

15

 

 

454,157

 

917,582

Salaries and related charges

-

39,464

 

51,148

 

465,747

 

494,771

Taxes payable

-

408

 

1,457

 

144,499

 

168,730

Energy trading futures contracts

26.h

 

 

92,306

 

Dividends payable

-

8,019

 

314,418

 

61,837

 

334,641

Income and social contribution taxes payable

-

1,486

 

 

384,832

 

551,792

Post-employment benefits

17.b

 

 

23,798

 

23,612

Provision for decarbonization credit

14.b

 

 

267,635

 

741,982

Provisions for tax, civil and labor risks

18.a

903

 

907

 

49,496

 

45,828

Leases payable

12.b

2,810

 

2,389

 

321,125

 

311,426

Financial liabilities of customers

-

 

 

126,276

 

157,615

Other payables

-

270

 

5,260

 

625,996

 

683,970

Total current liabilities

 

83,738

 

402,351

 

10,292,359

 

11,229,658

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

 

Loans, financing and derivative financial instruments

15

 

 

5,579,637

 

5,585,372

Debentures

15

 

 

4,881,957

 

4,189,391

Energy trading futures contracts

26.h

 

 

56,609

 

Related parties

8.a

2,875

 

2,875

 

3,516

 

3,118

Deferred income and social contribution taxes

9.a

 

 

91,287

 

206

Post-employment benefits

17.b

1,750

 

1,506

 

254,936

 

241,211

Provisions for tax, civil and labor risks

18.a

182,000

 

188,757

 

1,242,084

 

1,258,302

Leases payable

12.b

5,974

 

6,197

 

1,168,157

 

1,212,508

Financial liabilities of customers

-

 

 

84,346

 

151,319

Subscription warrants - indemnification

19

64,223

 

87,299

 

64,223

 

87,299

Provision for unsecured liabilities of subsidiaries, joint ventures and associates

11

59,980

 

55,712

 

324

 

256

Other payables

-

25,310

 

15,532

 

253,871

 

263,508

Total non-current liabilities

 

342,112

 

357,878

 

13,680,947

 

12,992,490

 

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

Share capital

20.a

6,621,752

 

6,621,752

 

6,621,752

 

6,621,752

Equity instrument granted

20.b

93,117

 

75,925

 

93,117

 

75,925

Capital reserve

20.d

606,245

 

597,828

 

606,245

 

597,828

Treasury shares

20.c

(448,917)

 

(470,510)

 

(448,917)

 

(470,510)

Revaluation reserve of subsidiaries

20.d

3,670

 

3,802

 

3,670

 

3,802

Profit reserves

20.e

6,389,559

 

6,389,559

 

6,389,559

 

6,389,559

Retained earnings

-

1,248,510

 

-

 

1,248,510

 

-

Accumulated other comprehensive income

-

189,898

 

154,108

 

189,898

 

154,108

Additional dividends to the minimum mandatory dividends

-

 

134,031

 

 

134,031

Equity attributable to:

 

 

 

 

 

 

 

 

Shareholders of Ultrapar

-

14,703,834

 

13,506,495

 

14,703,834

 

13,506,495

Non-controlling interests in subsidiaries

11

 

 

644,650

 

523,331

Total equity

 

14,703,834

 

13,506,495

 

15,348,484

 

14,029,826

Total liabilities and equity

 

15,129,684

 

14,266,724

 

39,321,790

 

38,251,974

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

Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of income
For the periods ended September 30, 2024 and 2023
(In thousands of Brazilian Reais, except earnings per thousand shares)


 

 

Parent

 

Consolidated

 

Note

 

07/01/2024 to

 

01/01/2024 to

 

07/01/2023 to

 

01/01/2023 to

 

07/01/2024 to

 

01/01/2024 to

 

07/01/2023 to

 

01/01/2023 to

 

 

 

09/30/2024

 

09/30/2024

 

09/30/2023

 

09/30/2023

 

09/30/2024

 

09/30/2024

 

09/30/2023

 

09/30/2023

Net revenue from sales and services

21

 

 

 

 

 

35,357,672

 

98,097,521

 

32,483,536

 

92,627,829

Cost of products and services sold

22

 

 

 

 

 

(33,075,501)

 

(91,646,046)

 

(29,619,258)

 

(86,378,561)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

 

 

 

 

2,282,171

 

6,451,475

 

2,864,278

 

6,249,268

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (expenses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling and marketing

22

 

 

 

 

 

(671,002)

 

(1,884,131)

 

(577,486)

 

(1,612,236)

General and administrative

22

 

(11,590)

 

(36,355)

 

(15,788)

 

(47,332)

 

(420,531)

 

(1,374,833)

 

(549,149)

 

(1,472,315)

Results from disposal of property, plant and equipment and intangible assets

 

 

12

 

59

 

5

 

5

 

31,480

 

105,361

 

11,770

 

104,326

Other operating income (expenses), net

22

 

(4,938)

 

26,917

 

9

 

(153)

 

(111,377)

 

(337,406)

 

(170,973)

 

(510,179)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

(16,516)

 

(9,379)

 

(15,774)

 

(47,480)

 

1,110,741

 

2,960,466

 

1,578,440

 

2,758,864

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

11

 

670,085

 

1,508,446

 

839,283

 

1,378,242

 

4,127

 

(6,970)

 

(303)

 

11,714

Amortization of fair value adjustments on associates acquisition

11

 

 

 

 

 

(407)

 

(2,089)

 

 

Total share of profit (loss) of subsidiaries, joint ventures and associates

 

 

670,085

 

1,508,446

 

839,283

 

1,378,242

 

3,720

 

(9,059)

 

(303)

 

11,714

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before financial result and income and social contribution taxes

 

 

653,569

 

1,499,067

 

823,509

 

1,330,762

 

1,114,461

 

2,951,407

 

1,578,137

 

2,770,578

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial income

23

 

5,419

 

48,291

 

70,913

 

121,875

 

220,808

 

661,588

 

296,143

 

673,265

Financial expenses

23

 

2,115

 

(20,648)

 

(18,597)

 

(95,210)

 

(329,069)

 

(1,258,366)

 

(596,757)

 

(1,502,196)

Financial result, net

23

 

7,534

 

27,643

 

52,316

 

26,665

 

(108,261)

 

(596,778)

 

(300,614)

 

(828,931)

Income before income and social contribution taxes

 

 

661,103

 

1,526,710

 

875,825

 

1,357,427

 

1,006,200

 

2,354,629

 

1,277,523

 

1,941,647

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income and social contribution taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

9.b; 9.c

 

(1,927)

 

(12,519)

 

(1,378)

 

(22,559)

 

(365,650)

 

(760,375)

 

(509,668)

 

(814,078)

Deferred

9.b

 

(7,594)

 

6,780

 

(9,593)

 

5,927

 

57,872

 

50,827

 

123,388

 

276,190

 

 

 

(9,521)

 

(5,739)

 

(10,971)

 

(16,632)

 

(307,778)

 

(709,548)

 

(386,280)

 

(537,888)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income for the period

 

 

651,582

 

1,520,971

 

864,854

 

1,340,795

 

698,422

 

1,645,081

 

891,243

 

1,403,759

Income attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders of Ultrapar

 

 

651,582

 

1,520,971

 

864,854

 

1,340,795

 

651,582

 

1,520,971

 

864,854

 

1,340,795

Non-controlling interests in subsidiaries

11

 

 

 

 

 

46,840

 

124,110

 

26,389

 

62,964

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

24

 

0.5903

 

1.3800

 

0.7897

 

1.2243

 

0.5903

 

1.3800

 

0.7897

 

1.2243

Diluted

24

 

0.5818

 

1.3616

 

0.7832

 

1.2141

 

0.5818

 

1.3616

 

0.7832

 

1.2141

 

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


Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of comprehensive income
For the periods ended September 30, 2024 and 2023
(In thousands of Brazilian Reais)


 

 

Parent

 

Consolidated

 

Note

07/01/2024 to 09/30/2024

 

01/01/2024 to 09/30/2024

 

07/01/2023 to 09/30/2023

 

01/01/2023 to 09/30/2023

 

07/01/2024 to 09/30/2024

 

01/01/2024 to 09/30/2024

 

07/01/2023 to 09/30/2023

 

01/01/2023 to 09/30/2023

Net income for the period, attributable to shareholders of Ultrapar

-

651,582

 

1,520,971

 

864,854

 

1,340,795

 

651,582

 

1,520,971

 

864,854

 

1,340,795

Net income for the period, attributable to non-controlling interests in subsidiaries

-

 

 

 

 

46,840

 

124,110

 

26,389

 

62,964

Net income for the period

 

651,582

 

1,520,971

 

864,854

 

1,340,795

 

698,422

 

1,645,081

 

891,243

 

1,403,759

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Items that will be subsequently reclassified to profit or loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value adjustments of financial instruments of subsidiaries, joint ventures and associates, net of income and social contribution taxes

-

27,161

 

35,790

 

2,293

 

(23,195)

 

27,161

 

35,790

 

2,293

 

(23,195)

Total comprehensive income for the period

 

678,743

 

1,556,761

 

867,147

 

1,317,600

 

725,583

 

1,680,871

 

893,536

 

1,380,564

Total comprehensive income for the period attributable to shareholders of Ultrapar

 

678,743

 

1,556,761

 

867,147

 

1,317,600

 

678,743

 

1,556,761

 

867,147

 

1,317,600

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

 

 

 

 

 

46,840

 

124,110

 

26,389

 

62,964


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


 

Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of changes in equity
For the periods ended September 30, 2024 and 2023
(In thousands of Brazilian Reais, except dividends per share)


Profit reserves Equity attributable to:
Note Share capital Equity instrument granted Capital reserve Treasury shares Revaluation reserve of subsidiaries Legal reserve Investments statutory reserve Accumulated other comprehensive income Retained earnings Additional dividends to the minimum mandatory dividends Shareholders of Ultrapar Non-controlling interests (i) Total equity
Balance as of December 31, 2023   6,621,752   75,925   597,828   (470,510)   3,802   121,990   6,267,569   154,108     134,031   13,506,495   523,331   14,029,826
Net income for the period - 1,520,971 1,520,971 124,110 1,645,081
Other comprehensive income -               35,790       35,790     35,790
Total comprehensive income for the period 35,790 1,520,971 1,556,761 124,110 1,680,871
Issuance of shares related to the subscription warrants - indemnification -     6,452                 6,452     6,452
Equity instrument granted 8.d; 20.b 17,192 1,965 21,593 40,750 4 40,754
Realization of revaluation reserve of subsidiaries -         -132         132        
Shareholder transaction - changes of ownership interest - 9 9 403 412
Dividends prescribed - -   -   -   -   -   -   -   -   3,369   -   3,369   -   3,369
Non-controlling interest in acquired subsidiary - 107,954 107,954
Allocation of net income:                                                  
Interest on capital attributable to non-controlling interests - (105,590) (105,590)
Dividends attributable to non-controlling interests -                       (5,562)   (5,562)
Approval of additional dividends by the Ordinary General Shareholders’ Meeting 20.e (134,031) (134,031) (134,031)
Interim dividends (R$ 0.25 per share) 20.e -   -   -   -   -   -   -   -   (275,971)   -   (275,971)   -   (275,971)
Balance as of September 30, 2024 6,621,752 93,117 606,245 (448,917) 3,670 121,990 6,267,569 189,898 1,248,510 14,703,834 644,650 15,348,484

 

Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of changes in equity
For the periods ended September 30, 2024 and 2023
(In thousands of Brazilian Reais, except dividends per share)

 











Profit reserves








Equity attributable to:

Note Share capital Equity instrument granted Capital reserve Treasury shares Revaluation reserve of subsidiaries Legal reserve Investments statutory reserve Accumulated other comprehensive income Retained earnings Additional dividends to the minimum mandatory dividends Shareholders of Ultrapar Non-controlling interests (i) Total equity
Balance as of December 31, 2022   5,171,752   43,987   599,461   (479,674)   3,975   882,575   5,228,561   179,974     78,130   11,708,741   466,227   12,174,968
Net income for the period - 1,340,795 1,340,795 62,964 1,403,759
Other comprehensive income -               (23,195)       (23,195)     (23,195)
Total comprehensive income for the period (23,195) 1,340,795 1,317,600 62,964 1,380,564
Issuance of shares related to the subscription warrants - indemnification -     560                 560     560
Equity instrument granted 8.d; 20.b 18,493 (2,193) 9,164 25,464 25,464
Realization of revaluation reserve of subsidiaries -         (130)         13     (117)     (117)
Capital increase with reserves 20.a 1,450,000 (882,575) (567,425)
Shareholder transaction - changes of ownership interest -             2         2     2
Loss due to change in ownership interest - (45) (45)
Dividends prescribed -                 1,201     1,201     1,201
Special reserve for mandatory dividend not distributed to non-controlling shareholders (11,145) (11,145)
Non-controlling interest in acquired subsidiary                         24,303   24,303
Dividends attributable to non-controlling interests - (394) (394)
Approval of additional dividends by the Ordinary General Shareholders’ Meeting -                   (78,130)   (78,130)     (78,130)
Interim dividends (R$ 0.25 per share) (273,798) (273,798) (273,798)
Balance as of September 30, 2023   6,621,752   62,480   597,828   (470,510)   3,845     4,661,138   156,779   1,068,211     12,701,523   541,910   13,243,433


(i) Are substantially represented by non-controlling shareholders of Iconic.


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


Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of cash flows - indirect method
For the periods ended September 30, 2024 and 2023
(In thousands of Brazilian Reais)


 

 

    Parent   

 

Consolidated

 

Note

01/01/2024 to 09/30/2024 

 

01/01/2023  to 09/30/2023

 

01/01/2024  to 09/30/2024 

 

01/01/2023 to 09/30/2023 

Cash flows from operating activities

 

 

 

 

 

 

 

 

Net income from continuing operations

 

1,520,971

 

1,340,795

 

1,645,081

 

1,403,759

Adjustments to reconcile net income to cash provided (consumed) by operating activities

 

 

 

 

 

 

Share of profit (loss) of subsidiaries, joint ventures and associates and amortization of fair value adjustments on associates acquisition

11

(1,508,446)

 

(1,378,242)

 

9,059

 

(11,714)

Amortization of contractual assets with customers - exclusivity rights

10

 

 

402,804

 

445,852

Amortization of right-of-use assets

12

2,101

 

1,633

 

230,157

 

221,292

Depreciation and amortization

13; 14

11,715

 

5,092

 

673,806

 

612,853

Interest and foreign exchange rate variations

-

6,616

 

3,331

 

944,259

 

1,073,225

Current and deferred income and social contribution taxes

9.b

5,739

 

16,632

 

709,548

 

537,888

Gain (loss) on disposal or write-off of property, plant and equipment, intangible assets and other assets

-

(35,298)

 

(5)

 

(140,600)

 

(104,326)

Equity instrument granted

-

23,005

 

9,171

 

40,754

 

25,464

Provision for decarbonization - CBIO

-

 

 

441,813

 

568,382

Other provisions and adjustments

-

(6,041)

 

37,357

 

68,555

 

153,041

 

 

20,362

 

35,764

 

5,025,236

 

4,925,716

(Increase) decrease in assets

 

 

 

 

 

 

 

 

Trade receivables and reseller financing

5

 

 

157,955

 

210,355

Inventories

6

 

 

(455,469)

 

1,019,521

Recoverable taxes

-

1,212

 

(21,057)

 

(439,918)

 

(490,019)

Dividends received from subsidiaries, associates and joint ventures

-

614,857

 

1,399,698

 

2,028

 

13,261

Other assets

-

(10,836)

 

7,219

 

(180,303)

 

10,914

 

 

 

 

 

 

 

 

 

Increase (decrease) in liabilities

 

 

 

 

 

 

 

 

Trade payables and trade payables - reverse factoring

16

3,606

 

(27,094)

 

(1,400,113)

 

(2,397,911)

Salaries and related charges

-

(11,683)

 

(30,570)

 

(31,557)

 

(4,351)

Taxes payable

-

(990)

 

(758)

 

(30,242)

 

(21,012)

Other liabilities

-

(12,654)

 

23,836

 

(19,479)

 

(68,169)

Acquisition of CBIO and carbon credits

14

 

 

(586,695)

 

(533,319)

Payments of contractual assets with customers - exclusivity rights

10

 

 

(285,666)

 

(363,692)

Payment of contingencies

-

 

(15)

 

(30,896)

 

(43,518)

Income and social contribution taxes paid

-

(2,920)

 

 

(219,900)

 

(169,300)

Net cash provided by operating activities

 

600,954

 

1,387,023

 

1,504,981

 

2,088,476

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

Financial investments, net of redemptions

4.b

142,736

 

(162,911)

 

(2,051,959)

 

186,265

Acquisition of property, plant and equipment and intangible assets

13; 14

(75,627)

 

(14,249)

 

(1,099,268)

 

(763,272)

Cash provided by disposal of investments and property, plant and equipment

-

264,564

 

197,802

 

1,256,077

 

425,261

Capital increase in subsidiaries, associates and joint ventures

 

(585,335)

 

 

-

 

Capital decrease in subsidiaries, associates and joint ventures

11

 

721,635

 

522

 

Net cash consumed in the purchase of investments and other assets

-

 

(60,930)

 

(1,242,517)

 

(303,648)

Net cash provided (consumed) by investing activities

 

(253,662)

 

681,347

 

(3,137,145)

 

(455,394)


Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of cash flows - indirect method
For the periods ended September 30, 2024 and 2023
(In thousands of Brazilian Reais)


 

 

    Parent   

 

Consolidated

 

Note

01/01/2024 to 09/30/2024 

 

01/01/2023  to 09/30/2023 

 

01/01/2024  to 09/30/2024 

 

01/01/2023  to 09/30/2023 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Loans, financing and debentures

 

 

 

 

 

 

 

 

Proceeds

15

 

 

3,658,510

 

2,903,031

Repayments

15

 

(1,725,000)

 

(2,125,954)

 

(2,489,304)

Interest and derivatives (paid) or received

 

7,838

 

(118,181)

 

(741,857)

 

(781,533)

Payments of lease

 

 

 

 

 

 

 

 

Principal

12.b

(1,977)

 

(1,532)

 

(211,344)

 

(152,234)

Interest paid

12.b

(661)

 

(504)

 

(115,074)

 

(112,009)

Dividends paid

-

(712,916)

 

(380,561)

 

(781,182)

 

(399,952)

Proceeds from financial liabilities of customers

-

 

 

 

6,643

Payments of financial liabilities of customers

-

 

 

(123,203)

 

(140,434)

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

 

 

149

 

13,500

 

Related parties

-

(398)

 

(6,266)

 

(11,554)

 

(25,990)

Net cash consumed by financing activities

 

(708,114)

 

(2,231,895)

 

(438,158)

 

(1,191,782)










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

-

 

 

 

(25,950)

Increase (decrease) in cash and cash equivalents

-

(360,822)

 

(163,525)

 

(2,070,322)

 

415,350

Cash and cash equivalents at the beginning of the period

4.a

412,840

 

605,461

 

5,925,688

 

5,621,769

Cash and cash equivalents at the end of the period

4.a

52,018

 

441,936

 

3,855,366

 

6,037,119

 

 

 

 

 

 

 

 

 

Non-cash transactions:

 

 

 

 

 

 

 

 

Addition on right-of-use assets and leases payable

 

 

 

273,745

 

195,591

Addition on contractual assets with customers - exclusivity rights

 

 

 

53,961

 

66,565

Reclassification between financial assets and investment in associates

 

 

 

645,333

 

Transfer between trade receivables and other assets accounts

 

 

 

 

25,646

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

 

6,452

 

411

 

6,452

 

411

Acquisition of property, plant and equipment and intangible assets without cash effect

 

-

 

 

9,046

 

39,041

Capital increase in joint ventures

 

133,552

 

-

 

-

 

-


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


Ultrapar Participações S.A. and Subsidiaries Graphics
Statements of value added
For the periods ended September 30, 2024 and 2023
(In thousands of Brazilian Reais)


 

Parent

 

Consolidated

 

Note

09/30/2024

 

09/30/2023

 

09/30/2024

 

09/30/2023

Revenues

 

 

 

 

 

 

 

 

Gross revenue from sales and services, except rents and royalties

 

 

 

102,028,684

 

95,476,150

Rebates, discounts and returns

 

 

 

(836,236)

 

(701,825)

Allowance for expected credit losses

5

 

 

(32,802)

 

(7,613)

Amortization of contractual assets with customers - exclusivity rights

10

 

 

(402,804)

 

(445,853)

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

 

26,976

 

(148)

 

(232,045)

 

(405,853)

 

 

26,976

 

(148)

 

100,524,797

 

93,915,006

Materials purchased from third parties

 

 

 

 

 

 

 

 

Cost of products and services sold

 

 

 

(91,744,783)

 

(86,489,727)

Materials, energy, third-party services and others

 

150,242

 

121,920

 

(1,345,238)

 

(1,182,604)

Provision for assets losses

 

 

 

498

 

17,981

 

 

150,242

 

121,920

 

(93,089,523)

 

(87,654,350)

Gross value added

 

177,218

 

121,772

 

7,435,274

 

6,260,656

Retentions

 

 

 

 

 

 

 

 

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

12.a; 13; 14

(13,816)

 

(9,534)

 

(903,963)

 

(827,858)

Net value added produced by the Company

 

163,402

 

112,238

 

6,531,311

 

5,432,798

Value added received in transfer

 

 

 

 

 

 

 

 

Total share of profit (loss) of subsidiaries, joint ventures and associates

11

1,508,446

 

1,378,242

 

(9,059)

 

11,714

Rents and royalties

 

 

 

236,807

 

233,666

Financial income

23

48,291

 

121,875

 

661,588

 

673,265

 

 

1,556,737

 

1,500,117

 

889,336

 

918,645

Total value added available for distribution

 

1,720,139

 

1,612,355

 

7,420,647

 

6,351,443

Distribution of value added

 

 

 

 

 

 

 

 

Personnel and related charges

 

 

 

 

 

 

 

 

Salaries and wages

 

123,122

 

114,008

 

1,105,759

 

1,054,993

Benefits

 

19,398

 

17,483

 

338,353

 

307,760

Government Severance Indemnity Fund for Employees (FGTS)

 

5,371

 

6,709

 

78,153

 

70,627

Others

 

5,986

 

2,719

 

185,759

 

81,972

 

 

153,877

 

140,919

 

1,708,024

 

1,515,352

Taxes, fees, and contributions

 

 

 

 

 

 

 

 

Federal

 

25,291

 

46,431

 

2,268,280

 

1,549,945

State

 

 

 

388,155

 

295,604

Municipal

 

277

 

47

 

117,874

 

112,070

 

 

25,568

 

46,478

 

2,774,309

 

1,957,619

Financial expenses and rents

 

 

 

 

 

 

 

 

Interest, exchange variations and financial instruments

 

(116)

 

61,002

 

1,145,702

 

1,288,190

Rents

 

3,624

 

3,043

 

83,424

 

82,201

Others

 

16,215

 

20,118

 

64,107

 

104,322

 

 

19,723

 

84,163

 

1,293,233

 

1,474,713

Remuneration of own capital

 

 

 

 

 

 

 

 

Dividends

 

275,971

 

273,798

 

275,971

 

273,798

Interest on capital

 

-

 

-

 

105,590

 

-

Retained earnings

 

1,245,000

 

1,066,997

 

     1,263,520

 

1,129,961

 

 

1,520,971

 

1,340,795

 

1,645,081

 

1,403,759

Value added distributed

 

1,720,139

 

1,612,355

 

7,420,647

 

6,351,443

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

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

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 on liquefied petroleum gas – LPG distribution (“Ultragaz”), fuel distribution and related businesses (“Ipiranga” or “IPP”) and storage services for liquid bulk (“Ultracargo”). The information on segments is disclosed in Note 25.a.

 

This interim financial information was authorized for issuance by the Board of Directors on November 13, 2024.

 

a. Principles of consolidation and interest 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 income 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 statements of income and of comprehensive income until the date the Company loses control.

 

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


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


a.2 Interest in subsidiaries
 

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

 

 


 

 


% interest in the share capital

 


 

 


09/30/2024


12/31/2023

 


 

 


Control


Control

 


Location

Segment

 

Direct


Indirect


Direct


Indirect

Ultrapar Mobilidade Ltda.


Brazil

Ipiranga


100


-

 

100


-

Centro de Conveniências Millennium Ltda. and subsidiaries


Brazil

Ipiranga


-


100


-


100

Neodiesel Ltda.(1)


Brazil

Ipiranga


-


100


-


-

Serra Diesel Transportador Revendedor Retalhista Ltda.


Brazil

Ipiranga

 

-


60


-


60

Ipiranga Produtos de Petróleo S.A.(2)


Brazil

Ipiranga


-


100


100


-

am/pm Comestíveis Ltda.


Brazil

Ipiranga


-


100


-


100

Glazed Brasil S.A.(3)


Brazil

Ipiranga


-


55


-


-

Icorban - Correspondente Bancário Ltda.  (4)


Brazil

Ipiranga


-


-


-


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

Irupé Biocombustíveis Ltda.


Brazil

Ipiranga


-


100


-


100

Ipiranga Trading North America LLC. (5)


United States

Ipiranga


-


100


-


-

Ipiranga Trading Middle East DMCC (5)


Dubai

Ipiranga


-


100


-


-

Ipiranga Trading Europe S.A. (5)


Switzerland

Ipiranga


-


100


-


-

Eaí Clube Automobilista S.A.(6)


Brazil

Ipiranga


-


100


100


-

Abastece Aí Participações S.A.


Brazil

Ipiranga


-


100


-


100

Abastece Aí Clube Automobilista Instituição de Pagamento Ltda.


Brazil

Ipiranga


-


100


-


100

Companhia Ultragaz S.A. (7)


Brazil

Ultragaz


99


-


-


99

Ultragaz Participações Ltda. (7)


Brazil

Ultragaz


-


-


100


-

Ultragaz Energia Ltda. and subsidiaries


Brazil

Ultragaz


-


100


-


100

Nova Paraná Distribuidora de Gás Ltda.


Brazil

Ultragaz


-


100


-


100

Utingás Armazenadora S.A.


Brazil

Ultragaz


-


57


-


57

Bahiana Distribuidora de Gás Ltda.


Brazil

Ultragaz


-


100


-


100

NEOgás do Brasil Gás Natural Comprimido S.A.


Brazil

Ultragaz


-


100


-


100

Wtz Participações S.A.(8)


Brazil

Ultragaz


-


52


-


-

UVC Investimentos Ltda.


Brazil

Others


100


-


100


-

Ultrapar Logística Ltda.(9)


Brazil

Ultracargo


100


-


100


-

Ultracargo Logística S.A.


Brazil

Ultracargo


-


99


-


99

Ultracargo Soluções Logísticas S.A.


Brazil

  Ultracargo


-


100


-


100

Ultrapar International S.A.


Luxembourg

Others


100


-


100


-

UVC - Fundo de investimento em participações multiestratégia investimento no exterior


Brazil

Others


100


-


100


-

Imaven Imóveis Ltda.


Brazil

Others


100


-


100

 

-

 

The percentages in the table above are rounded.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


(1) Company established on May 16, 2024 with the purpose of holding interests in other companies.
(2) On January 2, 2024, the direct subsidiary Ipiranga Produtos de Petróleo S.A. (“Ipiranga”) became directly controlled by Ultrapar Mobilidade Ltda.
(3) Company established on March 8, 2024, engaged in the wholesale and retail trade, manufacture, storage, export and import of natural and industrialized food products.
(4) On August 1, 2024, Icorban – Correspondente Bancário Ltda (“Icorban”) merged its equity into the equity of the subsidiary Ipiranga.
(5) Companies established as Ipiranga’s subsidiaries in foreign countries, engaged in the commercial representation, trade, export and import of fuels.
(6) On January 2, 2024, subsidiary Eaí Clube Automobilista S.A. became directly controlled by Ipiranga.
(7) On August 1, 2024, Ultragaz Participações Ltda. merged its equity into the equity of the subsidiary Companhia Ultragaz S.A.
(8) On June 10, 2024, the Company, through its subsidiary Companhia Ultragaz S.A., signed an agreement for the acquisition of a 52% interest in Wtz Participações S.A. The closing of the transaction occurred on September 1, 2024.
(9) On February 19, 2024, the name of subsidiary Ultracargo Operações Logísticas e Participações Ltda. was changed to Ultrapar Logística Ltda.

 

b. Main events that occurred in the period

 

b1. Acquisition of significant stake in Hidrovias
 

In the six-month period ended June 30, 2024, the Company, through its subsidiary, increased the stake in Hidrovias do Brasil S.A. (“Hidrovias”), in line with Ultrapar's strategy of expanding its presence in sectors exposed to Brazilian agribusiness, mainly in the Midwest and North regions, investing in companies in which it can contribute strategic, operational, administrative and financial knowledge, being a strategic and long-term reference shareholder of Hidrovias, supporting its growth, governance and management model. For further information, see Note 28.c.

 

b2. Acquisition of interest in Witzler by Ultragaz

 

On June 10, 2024, through its subsidiary Ultragaz, the Company signed a contract to acquire a 51.7% interest in Witzler Participações S.A. (“Witzler”). The acquisition value was R$ 104.4 million, of which R$ 49.4 million was contributed to the acquired company through a capital increase and R$ 55 million was paid considering price adjustments at the closing of the transaction. In addition, there is a portion of R$ 45 million subject to certain performance conditions to be measured within up to 12 months. The Administrative Council for Economic Defense (CADE) approved the transaction on July 8, 2024. The closing of the transaction occurred on September 1, 2024. For further information, see Note 28.d.

 

b3. Acquisition of service stations from Pão de Açúcar Group by subsidiary Millennium

 

On June 10, 2024, through its subsidiary Centro de Conveniências Millenium Ltda., the Company signed a contract for the acquisition of 49 service stations from Pão de Açúcar Group, located in the state of São Paulo, for R$ 130 million, aiming to maintain these stations in the network of around 6 thousand Ipiranga service stations distributed throughout Brazil. CADE approved the transaction on July 22, 2024. On August 13, 2024, the subsidiary Centro de Conveniências Millenium Ltda. paid R$ 90,000 referring to the advance for the acquisition of the stations. The closing of the transaction is subject to other precedent conditions.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

The individual and consolidated interim financial information ("quarterly information"), identified as Parent and Consolidated, 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, 2023. No material changes were observed in such judgments, estimates and assumptions in relation to those disclosed as of December 31, 2023.

 

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.

 

This interim financial information was prepared using consistent accounting policies and practices on Ultrapar and its subsidiaries. This interim financial information should be read together with the individual and consolidated financial statements of the Company for the year ended December 31, 2023, 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 certain information.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

The accounting policies have been consistently applied to all consolidated companies and are consistent with those used in the parent. The Company evaluated and, when necessary, applied for the first time the new standards and interpretations issued by the International Accounting Standards Board (IASB) listed in item 3.a, and on the date the interim financial information was authorized for issue, did not identify any significant impacts thereof on the disclosure or reported amounts.

 

  1. New accounting policies and changes in accounting policies

 

The new standards and interpretations issued, up to the issuance of the Company's individual and consolidated interim financial information, are described below.

 

a.1 Accounting policies adopted


The following new standards, amendments to standards and interpretations of IFRS issued by the IASB and effective on/after January 1, 2024 had no significant impact on the interim financial information for the period ended September 30, 2024:

  • IAS 1 – Non-current Liabilities with Covenants
  • CPC 06 / IFRS 16 (R2) – Lease Liability in a Sale and Leaseback
  • CPC 09 (R1) – Statement of Value Added

a.2 Accounting policies not adopted


The following new standards, amendments to standards and interpretations of IFRS issued by the IASB were not adopted since they are not effective in the period ended September 30, 2024. The Company and its subsidiaries plan to adopt these new standards, amendments and interpretations, if applicable, when they become effective, and they do not expect a material impact of their adoption on their future individual and consolidated interim financial information. 

  • IFRS 7/ CPC 03 and IAS 7/ CPC 40 – Supplier Finance Arrangements
  • IFRS 18/ CPC 26 – Presentation and Disclosure in Financial Statements
  • IFRS 10/ CPC 36 (R3) and IAS 28/ CPC 18 (R2) – Sale or Contribution of Assets between an Investor and its Associate or Joint venture
  • IAS 21 / CPC 02 – The Effects of Changes in Foreign Exchange Rates
  • IFRS 19 – Subsidiaries without Public Accountability
Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

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, private securities and in short-term investment funds, whose portfolio is 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 investment funds, whose portfolio is comprised of Federal Government bonds; and (iii) in derivative financial instruments.

 

The financial assets were classified based on business model of the Company and its subsidiaries and are disclosed in Note 26.

 

The breakdown of cash and cash equivalents and financial investments is as follows: 

 

a. Cash and cash equivalents

 

Cash and cash equivalents are presented as follows:

 

 

Parent

 

Consolidated

 

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

Cash and banks

 

 

 

 

 

 

 

In local currency

2,067

 

408

 

300,811

 

77,488

In foreign currency

 

 

55,333

 

47,664

Financial investments considered cash equivalents

 

 

 

 

 

 

 

In local currency

 

 

 

 

 

 

 

Securities and funds in local currency

49,951

 

412,432

 

3,492,753

 

5,476,726

In foreign currency

 

 

 

 

 

 

 

Securities and funds in foreign currency

 

 

6,469

 

323,810

Total cash and cash equivalents

52,018

 

412,840

 

3,855,366

 

5,925,688


b. Financial investments, derivative financial instruments and other financial assets
 

The financial investments that are not classified as cash and cash equivalents and derivative financial instruments are presented as follows:

 

 

Parent

 

Consolidated

 

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

Financial investments

 

 

 

 

 

 

 

In local currency

 

 

 

 

 

 

 

Securities and funds in local currency

 

 

108,150

 

82,592

In foreign currency

 

 

 

 

 

 

 

Securities and funds in foreign currency (a)

 

 

2,532,952

 

Derivative financial instruments and other financial assets at fair value (b)

2,608

 

295,637

 

873,084

 

1,162,283

Total financial investments and derivative financial instruments

2,608

 

295,637

 

3,514,186

 

1,244,875

Current

 

 

377,405

 

292,934

Non-current

2,608

 

295,637

 

3,136,781

 

951,941

 

(a)   Refers substantially to financial investments made by subsidiary Ultrapar International in Time Deposits.

(b)   Accumulated gains, net of withholding income tax (see Note 26.f).

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

a. Trade receivables and reseller financing

 

The breakdown of trade receivables and reseller financing is as follows:

 

Trade receivables

09/30/2024

 

12/31/2023

Domestic customers

3,936,633

 

4,183,696

Domestic customers - related parties (see Note 8)

19

 

78

Foreign customers

70,559

 

82,634

Foreign customers - related parties (see Note 8)

5,759

 

3,065

 

4,012,970

 

4,269,473

(-) Allowance for expected credit losses

(356,056)

 

(334,467)

Total - trade receivables

3,656,914

 

3,935,006

Current

3,629,656

 

3,921,790

Non-current

27,258

 

13,216

 

 

 

 

Reseller financing

09/30/2024

 

12/31/2023

Reseller financing – Ipiranga

1,326,032

 

1,189,886

(-) Allowance for expected credit losses

(145,596)

 

(134,383)

Total – reseller financing

1,180,436

 

1,055,503

Current

497,435

 

504,862

Non-current

683,001

 

550,641

 

b. Allowance for expected credit losses – trade receivables and financing

 

Movements in the allowance for expected credit losses of trade receivables and reseller financing are as follows:

 

 

Trade receivables

 

Reseller financing

Balance as of December 31, 2023

334,467

 

134,383

Additions

108,862

 

48,474

Reversals

(63,855)

 

(33,945)

Write-offs

(23,418)

 

(3,316)

Balance as of September 30, 2024

356,056

 

145,596

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


The table below presents information on credit risk exposure, resulting from balances of trade receivables and reseller financing.

 

 

09/30/2024

 

12/31/2023

 

Weighted average rate of expected losses

 

Gross accounting balance

 

Allowance for expected credit losses

 

Weighted average rate of expected losses

 

Gross accounting balance

 

Allowance for expected credit losses

Current

0.65%

 

4,286,710

 

28,072

 

0.55%

 

4,412,278

 

24,131

Less than 30 days

2.94%

 

112,650

 

3,314

 

7.62%

 

61,451

 

4,683

31-60 days

8.91%

 

38,010

 

3,386

 

4.92%

 

57,753

 

2,841

61-90 days

25.84%

 

26,126

 

6,750

 

15.29%

 

23,845

 

3,646

91-180 days

42.50%

 

73,482

 

31,231

 

32.91%

 

47,430

 

15,609

More than 180 days

53.48%

 

802,024

 

428,899

 

48.79%

 

856,602

 

417,940

 

 

 

5,339,002

 

501,652

 

 

 

5,459,359

 

468,850

 

c. Trade receivables - sale of subsidiaries

 

The breakdown of other receivables is comprised as follows:

 

 

Parent

 

Consolidated

 

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

Sale of subsidiary Oxiteno:

 

 

 

 

 

 

 

Receivables from sale of investments (i)

 

 

 

726,195

(-) Adjustment to present value - sale of investments (ii)

 

 

 

(10,318)

Sale of subsidiary Extrafarma:

 

 

 

 

 

 

 

Receivables from sale of investments (iii)

 

208,487

 

 

208,487

 

 

208,487

 

 

924,364

Current

 

208,487

 

 

924,364

 

(i) The balance related to the final installment of the sale of Oxiteno was received in April 2024.


(ii) The consideration for the sale of Oxiteno was recognized at present value using a discount rate of 6.17%, and fully paid up in April 2024.


(iii) Refers to part of the payment of the Extrafarma sale transaction, in two installments of equal value, being the first settled in August 2023, and the second settled in August 2024, monetarily adjusted by the CDI rate + 0.5% p.a.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

The breakdown of inventories, net of provision for losses, is shown below:

 

 

09/30/2024

 

12/31/2023

Fuels, lubricants and greases

3,453,055

 

3,367,094

Raw materials

310,566

 

282,197

Liquefied petroleum gas - LPG

126,361

 

112,100

Consumable materials and other items for resale

132,000

 

121,537

Purchase for future delivery (1)

698,570

 

386,281

Properties for resale

21,792

 

22,222

 

4,742,344

 

4,291,431


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

 

Movements in the provision for inventory losses are as follows:

 

Balance as of December 31, 2023

7,031

Reversal of provision for obsolescence and other losses

(4,632)

Addition to provision for adjustment to realizable value

75

Balance as of September 30, 2024

2,474


 

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”).

 

 

09/30/2024

 

12/31/2023

ICMS - State VAT (a.1)

1,486,641

 

1,365,128

PIS and COFINS - Federal VAT (a.2)

2,283,093

 

2,761,262

Others

89,929

 

77,249

Total

3,859,663

 

4,203,639

Current

1,511,114

 

1,462,269

Non-current

2,348,549

 

2,741,370

 

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

 

Tax credits 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”)); c) credits for refunds of the ICMS-ST (tax substitution) overpaid when the estimated calculation base used is higher than that of the actual operation performed.

In the second quarter of 2023, with the enactment of Supplementary Law 192/22, the single-phase ICMS levy on LPG, diesel, biodiesel, gasoline and anhydrous ethanol became effective. Due to the advent of this new calculation modality, the subsidiaries have stopped generating credits related to the refunds of ICMS-ST (tax substitution).

 

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


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


ICMS in the PIS and COFINS calculation basis - The balance of PIS and COFINS includes credits recorded under Laws 10,637/02 and 10,833/03, as well as amounts arising from a STF favorable decision regarding the exclusion of ICMS from the PIS and COFINS calculation basis.

Supplementary Law 192 - On March 11, 2022 Supplementary Law (“LC” 192/22”) was published to reduce the tax burden of the fuel supply chain. Art. 9 of said law established the reduction of the PIS and COFINS tax rates levied on diesel, biodiesel and LPG to zero through December 31, 2022, ensuring at the same time the maintenance of credits taken across the whole supply chain.

The Company, through its subsidiaries, has credits in the amount of R$ 871,819 (R$ 1,088,303 as of December 31, 2023) from the LC 192/22. The Management estimates the realization of these credits within up to 5 years from the constitution date.

 

b. Recoverable income and social contribution taxes

 

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-levy of IRPJ and CSLL on the monetary variation (SELIC) in the repetition of undue payments. The Management estimates the realization of these credits within up to 5 years.

 

 

09/30/2024

 

12/31/2023

IRPJ and CSLL

463,848

 

396,405

Current

183,353

 

171,051

Non-current

280,495

 

225,354

 

 

a. Parent

 

 

Assets

 

Liabilities

 

09/30/2024

12/31/2023

09/30/2024

12/31/2023

Transactions with joint ventures

 

 

 

 

 

 

 

Química da Bahia Indústria e Comércio S.A.

 

 

2,875

 

2,875

 

 

 

 

 

 

 

 

Transactions with subsidiaries

 

 

 

 

 

 

 

Ipiranga Produtos de Petróleo S.A.

45,778

 

69,118

 

218

 

3,843

Cia Ultragaz S.A.

26,766

 

18,741

 

 

880

Ultracargo Logística S.A.

6,560

 

3,369

 

 

183

Eaí Clube Automobilista S.A.

1,033

 

621

 

109

 

UVC Investimentos Ltda

399

 

217

 

 

40

am/pm Comestíveis Ltda.

4,440

 

2,994

 

19

 

232

Others

230

 

52

 

 

84

Total

85,206

 

95,112

 

3,221

 

8,137

  

  

 

  

 

  

 

  

Other receivables/payables

78,130

 

88,435

 

346

 

5,262

Related parties

7,076

 

6,677

 

2,875

 

2,875


b. Consolidated

 

Balances and transactions between the Company and its subsidiaries have been eliminated in consolidation and are not disclosed in this Note a.2. The balances and transactions between the Company and its subsidiaries with other related parties are highlighted below:


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024



Assets

 

Liabilities

 

Operating result - Sales/(Purchases)

 

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

 

09/30/2024

 

09/30/2023

Transactions with subsidiaries and joint ventures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transactions with joint ventures

 

 

 

 

 

 

 

 

 

 

 

Refinaria de Petróleo Riograndense S.A.

 

 

923

 

29,278

 

(323,104)

 

(343,450)

Latitude Logística Portuária S.A.      

9,804

 

11,393

 

33

 

20

 

 

Navegantes Logística Portuária S.A.

27,336

 

13,703

 

 

 

 

Others

7,272

 

6,874

 

2,905

 

2,917

 

307

 

469

 

 

 

 

 

 

 

 

 

 

 

 

Transactions with other related parties

 

 

 

 

 

 

 

 

 

 

 

Chevron Oronite Brasil Ltda. (1)

 

 

59,857

 

53,466

 

(148,937)

 

(128,306)

Chevron Products Company (1)

 

 

187,415

 

63,263

 

(517,282)

 

(253,373)

Others

6,157

 

3,065

 

2,996

 

1,626

 

(3,638)

 

(10,589)

Total

50,569

 

35,035

 

254,129

 

150,570

 

(992,654)

 

(735,249)

 

 

 

 

 

 

 

 

 

 

 

 

Trade receivables (see Note 5)

5,778

 

3,143

 

-

 

-

 

-

 

-

Trade payables (see Note 16)

-

 

-

 

250,613

 

147,452

 

-

 

-

Related parties

44,791

 

31,892

 

3,516

 

3,118

 

-

 

-

Sales and services provided

-

 

-

 

-

 

-

 

12,887

 

10,444

Purchases

-

 

-

 

-

 

-

 

(1,005,541)

 

(745,693)

 

(1)  Non-controlling shareholders and other related parties of Iconic.
(2) Non-controlling shareholders and other related parties of Serra Diesel.


Purchase and sale transactions relate substantially to the purchase of raw materials, feedstock, transportation, and storage services based on prices and terms negotiated between the parties, with customers and suppliers with comparable operational performance.


c. Key executives (Consolidated)

 

The Ultrapar’s compensation policy and practices are designed to align short and long-term interests with shareholders and the Company’s sustainability. The short and long-term variable compensation is linked to growth goals in results and generated economic value, aligned with shareholders’ interests. Variable compensation also directs their focus to the strategic plan as approved by the Board of Directors. Short-term variable compensation is linked to annual growth goals in financial results and priority matters for the Company (through individual targets). For details about post-employment benefits see Note 17.b.

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

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

 

 

09/30/2024

 

09/30/2023

Short-term compensation

39,465

 

36,908

Stock compensation

44,480

 

22,838

Post-employment benefits

3,728

 

2,227

Total

87,673

 

61,973

 

d. Deferred stock plan (Consolidated)

 

On April 19, 2017, the Ordinary and Extraordinary General Shareholders’ Meeting (“OEGM”) approved a share-based incentive plan (“2017 Plan”), which establishes the general terms and conditions for granting 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, with vesting periods determined in each Program, to directors or employees of the Company or its subsidiaries.

 

As a result of the Plan approved in 2017, common shares representing at most 1% of the Company's share capital could be delivered to the participants, which corresponded, at the date of approval of this Plan, to 11,128,102 common shares.

 

At the OEGM held on April 19, 2023, the 2017 Plan was amended, permitting that, if the participant becomes a member of the Company's Board of Directors, thus ceasing to hold any other executive position, the right to receive ownership of the shares will be preserved, maintaining the conditions and other requirements established in the applicable programs and in each agreement.


The share-based incentive plan ("2023 Plan") establishes the general terms and conditions for the Company or its subsidiaries to grant common shares issued by them held in treasury, to the Management, including the members of Ultrapar's Board of Directors, or employees of the Company or of companies under its direct or indirect control, that may involve the granting of usufruct for later transfer of the ownership of the shares, subject to the terms and conditions set forth in the 2023 Plan. In the case of members of the Board of Directors, the grants will be mandatorily linked to the remuneration approved by the shareholders at the Ordinary General Shareholders’ Meeting.

 

As a result of the 2023 Plan, common shares representing at most 5% of the Company's share capital may be delivered to the participants, which corresponded, at the date of approval of said Plan, to 55,760,215 common shares. Annually, a maximum of 1% of this limit may be used. 

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

The table below summarizes the restricted and performance stock programs under the 2017 Plan and the 2023 Plan:

Program

Grant date

Number of shares granted (Quantity)

Vesting period

Fair value of shares on the grant date (in R$)

Total exercisable grant costs, including taxes (in R$ thousands)

 

Accumulated recognized exercisable grant costs (in R$ thousands)

 

Unrecognized exercisable grant costs (in R$ thousands)

Restricted

September 19, 2018

80,000

2024

19.58

2,697

 

(2,697)

 

Restricted

September 02, 2019

240,000

2025

16.42

6,774

 

(5,742)

 

1,032

Restricted

April 1, 2020

39,084

2025

12.53

1,125

 

(1,029)

 

97

Performance

April 1, 2020

55,074

2025

12.53

1,324

 

(1,209)

 

113

Restricted

September 16, 2020

140,000

2026

23.03

5,464

 

(3,719)

 

1,745

Restricted

September 22, 2021

1,000,000

2027

14.17

24,093

 

(12,331)

 

11,762

Restricted

April 6, 2022

634,165

2025

14.16

16,906

 

(14,110)

 

2,796

Performance

April 6, 2022

900,123

2025

14.16

23,985

 

(20,404)

 

3,581

Restricted

September 21, 2022

2,640,000

2032

12.98

64,048

 

(13,343)

 

50,705

Restricted

December 7, 2022

1,500,000

2032

13.47

37,711

 

(6,918)

 

30,794

Restricted

April 20, 2023

311,324

2025

14.50

7,472

 

(5,604)

 

1,868

Restricted

April 20, 2023

1,146,194

2026

14.50

31,039

 

(15,547)

 

15,492

Performance

April 20, 2023

1,156,903

2026

14.50

31,320

 

(15,828)

 

15,492

Restricted

September 20, 2023

3,800,000

2033

18.75

132,784

 

(14,392)

 

118,391

Restricted

April 17, 2024

3,495,953

2027 to 2029

26.94

177,651

 

(21,105)

 

156,546

Restricted

June 19, 2024

60,683

2027

21.47

2,468

 

(206)

 

2,263

 

17,199,503

 

 

566,861

 

(154,184)

 

412,677


Number of shares as of December 31, 2023

 

14,834,595

Shares granted during the period

 

3,659,195

Cancellation of granted shares due to termination of executive employment

 

(139,105)

Shares transferred (vesting)

 

(1,155,182)

Number of shares as of September 30, 2024

 

17,199,503

 

The Company does not have shares that were not transferred after the period for transfer of bare ownership of the shares. For the nine-month period ended September 30, 2024, an expense in the amount of R$ 78,245 was recognized in relation to the Plan (R$ 47,134 for the period ended September 30, 2023).

For all plans, settlements are made only with the delivery of treasury shares. The values of the grants were determined on the granting date based on the market value of these shares on B3 (the Brazilian Stock Exchange). 


 

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 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:


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

Parent

 

Consolidated

 

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

Assets - deferred income and social contribution taxes on:

 

 

 

 

 

 

 

Provision for losses with assets

 

 

38,962

 

46,863

Provisions for tax, civil and labor risks

62,187

 

64,486

 

311,488

 

326,662

Provision for post-employment benefits

595

 

512

 

95,158

 

90,451

Provision for differences between cash and accrual basis (i)

 

 

14,072

 

35,989

Goodwill

 

 

9,194

 

7,976

Provision for asset retirement obligation

 

 

14,238

 

14,759

Operating provisions

7,046

 

3,247

 

164,739

 

299,609

Provision for profit sharing and bonus

7,503

 

12,590

 

64,547

 

91,883

Leases payable

2,986

 

2,919

 

503,261

 

518,138

Change in fair value of subscription warrants

 

3,566

 

 

3,566

Provision for deferred revenue

 

 

949

 

932

Other temporary differences

17,644

 

9,428

 

110,561

 

104,319

Tax losses and negative basis for social contribution carryforwards (9.d)

77,885

 

77,453

 

664,617

 

396,601

Total

175,846

 

174,201

 

1,991,786

 

1,937,748

Offsetting liability balance

(4,799)

 

(9,934)

 

(665,941)

 

(682,614)

Net balances presented in assets

171,047

 

164,267

 

1,325,845

 

1,255,134

Liabilities - Deferred income and social contribution taxes on:

 

 

 

 

 

 

 

Leases payable

2,622

 

2,559

 

413,119

 

432,908

Provision for differences between cash and accrual basis (i)

 

7,375

 

167,911

 

81,293

Change in fair value of subscription warrants

2,177

 

 

2,177

 

Goodwill/negative goodwill on investments

 

 

28,757

 

28,717

Business combination - fair value of assets

 

 

53,338

 

54,921

Other temporary differences

 

 

91,926

 

84,981

Total

4,799

 

9,934

 

757,228

 

682,820

Offsetting asset balance

(4,799)

 

(9,934)

 

(665,941)

 

(682,614)

Net balances presented in liabilities

 

 

91,287

 

206

 

(i) In the consolidated refers mainly to the income and social contribution taxes on the exchange variation of the derivative instruments.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


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

 

 

Parent

 

Consolidated

Balance as of December 31, 2023

164,267

 

1,254,928

Deferred IRPJ and CSLL recognized in profit (loss) for the period

6,780

 

50,827

Deferred IRPJ and CSLL recognized on company acquisition

 

(67,338)

Deferred IRPJ and CSLL recognized in other comprehensive income

 

(3,692)

Others

 

(167)

Balance as of September 30, 2024

171,047

 

1,234,558

 

b. Reconciliation of income and social contribution taxes on profit or loss

 

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

 

 

Parent

 

Consolidated

 

09/30/2024

 

09/30/2023

 

09/30/2024

 

09/30/2023

Income before taxes

1,526,710

 

1,357,427

 

2,354,629

 

1,941,647

Statutory tax rates - %

34

 

34

 

34

 

34

Income and social contribution taxes at the statutory tax rates

(519,081)

 

(461,525)

 

(800,574)

 

(660,160)

Adjustment to the statutory income and social contribution taxes:

 

 

 

 

 

 

 

Nondeductible expenses

(2,189)

 

(2,495)

 

(10,683)

 

(8,374)

Nontaxable revenues (i)

414

 

8,939

 

20,105

 

79,864

Adjustment to estimated income

 

 

1,658

 

2,215

Unrecorded deferred income and social contribution tax carryforwards

 

 

(10,842)

 

(13,660)

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

512,872

 

468,602

 

(3,080)

 

3,983

Interest on capital

 

 

35,901

 

Other adjustments

2,245

 

(30,153)

 

(17,010)

 

(8,682)

Income and social contribution taxes before tax incentives

(5,739)

 

(16,632)

 

(784,525)

 

(604,814)

Tax incentives – SUDENE (9.c)

-

 

 

74,977

 

66,926

Income and social contribution taxes in the statement of income

(5,739)

 

(16,632)

 

(709,548)

 

(537,888)

Current

(12,519)

 

(22,559)

 

(760,375)

 

(814,078)

Deferred

6,780

 

5,927

 

50,827

 

276,190

Effective IRPJ and CSLL rates - %

0.4%

 

1.2%

 

30.1%

 

27.7%

 

(i) Consist of certain gains and income that are not taxable ​under applicable tax legislation, such as the reimbursement of taxes, tax incentives, installments and the reversal of certain provisions, as well as recovery of tax credits and amounts related to non-taxation of the income and social contribution taxes on the monetary variation (SELIC) in the repetition of undue tax lawsuits.

 

c. Tax incentives – SUDENE

 

The subsidiaries Bahiana and Ultracargo Logística 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 the region operated by the Superintendence for the Development of the Northeast (“SUDENE”), with a 75% decrease in the income tax basis.

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


d. Tax losses and negative basis for social contribution carryforwards

 

As of September 30, 2024, the Company and certain subsidiaries had tax loss carryforwards related to income tax (IRPJ) and social contribution (CSLL), whose annual offsets are limited to 30% of taxable income in a given tax year, which do not expire.


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

 

 

09/30/2024

 

12/31/2023

Oil Trading

76,697

 

84,372

Ultrapar (i) 

77,885

 

77,453

Abastece aí Clube

118,619

 

91,861

Ipiranga

300,409

 

97,071

Ultracargo Soluções Logística

35,458

 

30,652

Others

55,549

 

15,192

 

664,617

 

396,601

 

(i) Include the amount of R$ 27,798 of deferred taxes recognized on the tax loss of subsidiary Ultrapar International as of September 30, 2024 (R$ 25,884 as of December 31, 2023).

 

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

 

 

09/30/2024

 

12/31/2023

Neogás

44,848

 

45,333

Integra Frotas

15,443

 

13,335

Stella

13,567

 

8,634

Millennium

10,709

 

8,539

Others

2,561

 

461

 

87,128

 

76,302

 

e. Non-levy of IRPJ/CSLL on the update by Selic of tax undue payments received from the Federal Government

 

The Company and its subsidiaries have lawsuits claiming the non-levy of IRPJ and CSLL on monetary variation (SELIC) on tax credits. On September 27, 2021, the Federal Supreme Court (“STF”) judged that the levy of IRPJ and CSLL on amounts related to monetary variation (SELIC) received by taxpayers in the repetition of undue tax payments is unconstitutional. The Company and its subsidiaries have registered credits of this nature in the amount of R$ 141,989 as of September 30, 2024 (R$ 143,147 as of December 31, 2023).

 

 

Refers to exclusivity rights reimbursements of Ipiranga’s agreements with reseller service stations that are recognized at the time of their occurrence and recognized as reductions of the revenue from sales and services on profit or loss according to the conditions established in the agreement.


Changes are shown below:

 

Balance as of December 31, 2023

2,262,508

Additions

339,627

Amortization

(402,804)

Transfers

(56,789)

Balance as of September 30, 2024

2,142,542

Current

743,951

Non-current

1,398,591

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

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

 

 

 

 

 

 

Parent

 

Equity

Income (loss) for the period

Interest in share capital - %

 

Investments

 

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

 

 

09/30/2024

12/31/2023

 

09/30/2024

09/30/2023

Subsidiaries

 

 

 

 

 

 

 

 

 

Ultrapar Logística Ltda.

2,746,762

269,203

100.00

 

2,746,762

1,745,326

 

269,203

231,546

Ipiranga Produtos de Petróleo S.A. (v)

 

9,216,020

 

551,028

Ultrapar International S.A.

(59,632)

(4,782)

100.00

 

(59,632)

(54,850)

 

(4,782)

15,213

UVC

38,946

(5,021)

100.00

 

38,946

39,917

 

(5,021)

(3,904)

Centro de Conveniências Millennium Ltda. (iv)

 

 

(5,249)

Eaí Clube Automobilista S.A.

 

168,602

 

(38,953)

Ultragaz Participações Ltda.

372,263

 

1,004,960

 

372,263

621,500

Companhia Ultragaz S.A.

1,418,378

233,877

99.99

 

1,418,170

 

233,855

UVC Investimentos Ltda.

(348)

516

100.00

 

(348)

(862)

 

516

(35)

Imaven Imóveis Ltda. (ii)

55,112

2,316

100.00

 

55,112

52,796

 

2,316

1,121

Ultrapar Mobilidade Ltda. (*) (iii) (v)

10,126,910

653,719

100.00

 

10,126,910

59,403

 

653,719

(68)

Joint ventures

 

 

 

 

 

 

 

 

 

Química da Bahia Indústria e Comércio S.A.

6,637

(319)

50.00

 

3,319

3,478

 

(161)

(25)

Refinaria de Petróleo Riograndense S.A. (i)

63,873

(40,544)

33.20

 

21,210

31,553

 

(13,462)

6,068

 

 

 

 

 

 

 

 

 

 

Total (A)

 

 

 

 

14,350,449

12,266,343

 

1,508,446

1,378,242

Total provision for equity deficit (B)

 

 

 

 

(59,980)

(55,712)

 

 

 

Total investments (A-B)

 

 

 

 

14,410,429

12,322,055

 

 

 

 

The percentages in the table above are rounded.

 

(*) Amounts adjusted for unrealized profits in equity and income for the period.
(i) Investment considers capital loss balances of R$ 10,090 as of September 30, 2024 (R$ 10,627 as of December 31, 2023).
(ii) On April 28, 2023, Imaven Imóveis Ltda. carried out a partial spin-off of its equity, where the spun-off portion was merged into subsidiary Ipiranga Produtos de Petróleo S.A. On May 1, 2023, Ultrapar acquired the total shares of Imaven Imóveis Ltda. of its subsidiary Ipiranga Produtos de Petróleo S.A.
(iii) Company established on February 28, 2023 with the purpose of holding interests in other companies.
(iv)  On October 2, 2023, the Company transferred all shares in Centro de Conveniências Millennium Ltda. to its subsidiary Ultrapar Mobilidade Ltda., as a capital contribution.
(v) On January 2, 2024, the Company transferred all shares in Ipiranga Produtos de Petróleo S.A. to its subsidiary Ultrapar Mobilidade Ltda., as a capital contribution.

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

 

 

 

 

Consolidated

 

Equity

Income (loss) for the period

Interest in share capital - %

 

Investments

 

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

 

 

09/30/2024

12/31/2023

 

09/30/2024

09/30/2023

Joint ventures

 

 

 

 

 

 

 

 

 

União Vopak – Armazéns Gerais Ltda

804

(1,196)

50.00

 

402

1,550

 

(598)

7,690

Refinaria de Petróleo Riograndense S.A.

63,873

(40,544)

33.20

 

21,208

31,553

 

(13,462)

6,067

Latitude Logística Portuária S.A.

8,143

(3,861)

50.00

 

4,071

6,002

 

(1,931)

(233)

Navegantes Logística Portuária S.A.

28,936

(18,574)

33.33

 

9,645

15,836

 

(6,191)

(4,666)

Nordeste Logística I S.A.

16,176

(2,216)

33.33

 

5,392

7,071

 

(739)

343

Nordeste Logística II S.A.

55,756

4,107

33.33

 

18,585

17,216

 

1,369

(1,935)

Nordeste Logística III S.A.

55,286

1,773

33.33

 

18,429

18,004

 

591

779

Química da Bahia Indústria e Comércio S.A.

6,637

(319)

50.00

 

3,319

3,478

 

(159)

(26)

Terminal de Combustíveis Paulínia S.A. ("Opla")

117,101

6,038

50.00

 

58,551

54,155

 

3,019

2,095

Other investments

 

265

349

 

Associates

 

 

 

 

 

 

 

 

 

Hidrovias do Brasil S.A. (i)

1,426,855

22,791

39.98

 

570,457

 

9,112

Transportadora Sulbrasileira de Gás S.A.

17,669

6,039

25.00

 

4,417

3,978

 

1,510

1,572

Metalúrgica Plus S.A.

(972)

(203)

33.33

 

(324)

(256)

 

(68)

(73)

Plenogás Distribuidora de Gás S.A.

3,032

1,919

33.33

 

1,011

497

 

577

101

Other investments

 

52

33

 

 

 

 

 

 

 

 

 

 

 

Goodwill on investments

 

 

 

 

 

 

 

 

 

Terminal de Combustíveis Paulínia S.A. ("Opla")

 

117,306

158,634

 

Hidrovias do Brasil S.A.

 

757,895

 

 

 

 

 

 

 

 

 

 

 

Fair value adjustment on investments

 

 

 

 

 

 

 

 

 

Terminal de Combustíveis Paulínia S.A. ("Opla")

 

39,238

 

(2,089)

 

 

 

 

 

 

 

 

 

 

Advances for investments

 

 

 

 

 

 

 

 

 

Advances for investments - Pão de Açúcar Group stations (ii)

 

90,000

 

 

 

 

 

 

 

 

 

 

 

Total (A)

 

 

 

 

1,719,919

318,100

 

(9,059)

11,714

Total provision for equity deficit (B)

 

 

 

 

(324)

(256)

 

Total investments (A-B)

 

 

 

 

1,720,243

318,356

 

 

 

 

The percentages in the table above are rounded.

 

(i) The share of profit (loss) of the associate is recorded with a 2-month lag as from May 2024, the date on which the Company began to hold significant influence in Hidrovias. For further information, see Note 28.
(ii) The amount refers to the advance for the acquisition of Pão de Açúcar Group service stations by the subsidiary Centro de Conveniências Millenium Ltda. For further information, see Note 1.b.3.
Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


The financial position and income of subsidiaries which have relevant non-controlling interests is shown below:

 

 

Consolidated

 

Proportion of interest in share capital and voting rights held by non-controlling interests

 

Equity attributable to non-controlling interests

 

Income allocated to non-controlling interests for the period

 

09/30/2024

12/31/2023

 

09/30/2024

12/31/2023

 

09/30/2024

09/30/2023

Subsidiaries

%

%

 

 

 

 

 

 

Iconic Lubrificantes S.A.

44%

44%

 

492,879

477,710

 

120,432

58,991

WTZ Participações S.A.

48%

-

 

86,961

-

 

-

 

Other investments

-

-

 

64,810

45,621

 

3,678

3,973

 

 

 

 

644,650

523,331

 

124,110

62,964


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

 

 

Parent

 

Consolidated

 

Subsidiaries

 

Joint ventures

 

Total

 

Joint ventures

 

Associates

 

Advances

 

Total

Balance as of December 31, 2022 (i)

12,141,736

 

28,705

 

12,170,441

 

106,843

 

4,384

 

 

111,227

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

2,482,877

 

7,627

 

2,490,504

 

9,840

 

2,068

 

 

11,908

Dividends

(1,782,516)

 

(2,196)

 

(1,784,712)

 

(11,072)

 

(2,200)

 

 

(13,272)

Equity instrument granted (ii)

5,598

 

 

5,598

 

899

 

 

 

899

Accumulated other comprehensive income

(7,163)

 

895

 

(6,268)

 

 

 

 

Capital increase in cash

422,886

 

 

422,886

 

 

 

 

Shareholder transactions - changes of interest

168

 

 

168

 

 

 

 

Acquisition of Imaven Imóveis Ltda.

60,930

 

 

60,930

 

 

 

 

Acquisition of Terminal de Combustíveis Paulínia S.A. ("Opla")

 

 

 

210,096

 

 

 

210,096

Capital decrease

(1,093,204)

 

 

(1,093,204)

 

(3,100)

 

 

 

(3,100)

Other movements

 

 

 

342

 

 

 

342

Balance as of December 31, 2023

12,231,312

 

35,031

 

12,266,343

 

313,848

 

4,252

 

-

 

318,100

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

1,522,069

 

(13,623)

 

1,508,446

 

(18,101)

 

11,131

 

 

(6,970)

Amortization of fair value adjustments

 

 

 

(2,089)

 

 

 

(2,089)

Dividends

(200,000)

 

 

(200,000)

 

 

(1,196)

 

 

(1,196)

Equity instrument granted (ii)

20,975

 

 

20,975

 

 

1,228

 

 

1,228

Accumulated other comprehensive income

32,558

 

3,114

 

35,672

 

3,114

 

25,475

 

 

28,589

Capital increase in cash

585,335

 

 

585,335

 

 

 

 

Capital increase in shares

133,552

 

 

133,552

 

 

 

 

Capital decrease in shares

-

 

-

 

-

 

(522)

 

-

 

-

 

(522)

Advances for investments - GPA stations

 

 

 

 

 

90,000

 

90,000

Acquisition of shares of Hidrovias do Brasil S.A.

 

 

 

 

647,201

 

 

647,201

Transfers of financial assets to investments (iii)

 

 

 

 

645,333

 

 

645,333

Other movements

119

 

7

 

126

 

161

 

84

 

 

245

Balance as of September 30, 2024 (i)

14,325,920

 

24,529

 

14,350,449

 

296,411

 

1,333,508

 

90,000

 

1,719,919

 

(*) Adjusted for unrealized profits between subsidiaries.
(i) Investments in subsidiaries, joint ventures and associates net of provision for equity deficit.
(ii) Amounts refer to grants of long-term incentives in subsidiaries Ultrapar Mobilidade, Ultragaz Participações and Ultrapar Logística.
(iii) Amounts refer to the acquisition of stake in Hidrovias do Brasil S.A. For further details, see Note 28.c.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

The Company and certain subsidiaries have real estate leases, substantially related to: (i) Ipiranga: fuel stations and distribution bases; (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.


a. Right-of-use assets

  • Consolidated 

 

Weighted average useful life (years)


Balance as of 12/31/2023

 

Additions and remeasurement (i)

 

Write-offs

 

Transfers (ii)

 

Amortization

 

Balance as of 09/30/2024

Cost:

 


 

 

 

 

 

 

 

 

 

 

 

Real estate

9


1,998,866

 

163,389

 

(139,560)

 

 

 

2,022,695

Port areas

32


314,964

 

2,703

 

 

26,750

 

 

344,417

Vehicles

3


270,388

 

110,232

 

(55,390)

 

 

 

325,230

Equipment

3


38,278

 

415

 

(3,968)

 

 

 

34,725

Others

20


27,846

 

 

 

 

 

27,846

 

 


2,650,342

 

276,739

 

(198,918)

 

26,750

 

 

2,754,913

Accumulated amortization:

 


 

 

 

 

 

 

 

 

 

 

 

Real estate


(753,198)

 

 

83,993

 

(3,312)

 

(151,237)

 

(823,754)

Port areas


(44,620)

 

 

 

-

 

(6,057)

 

(50,677)

Vehicles


(109,967)

 

 

20,523

 

 

(64,196)

 

(153,640)

Equipment


(5,184)

 

 

3,938

 

 

(5,865)

 

(7,111)

Others


(25,847)

 

 

 

 

(2,802)

 

(28,649)

 

 


(938,816)

 

 

108,454

 

(3,312)

 

(230,157)

 

(1,063,831)

Net amount

 


1,711,526

 

276,739

 

(90,464)

 

23,438

 

(230,157)

 

1,691,082


(i) Considers R$ 273,778 referring to additions and remeasurements between right-of-use assets and leases payable.
(ii) Refers to the amortization of the right of use, which is being capitalized as Construction in progress until the beginning of its operation.

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

b. Leases payable

 

The changes in leases payable are shown below:

 

Balance as of December 31, 2023

1,523,935

Interest accrued

100,548

Payments of leases

(211,344)

Interest payment

(115,074)

Additions and remeasurement

273,778

Write-offs

(82,561)

Balance as of September 30, 2024

1,489,282

Current

321,125

Non-current

1,168,157

 

The undiscounted future cash outflows are presented below:

 

 

09/30/2024

 

12/31/2023

Up to 1 year

422,286

 

418,450

1 to 2 years

278,579

 

322,165

2 to 3 years

237,067

 

227,785

3 to 4 years

190,634

 

189,744

4 to 5 years

161,910

 

147,977

More than 5 years

941,222

 

1,003,655

Total

2,231,698

 

2,309,776

 

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).


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

b.1. Discount rates

 

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

 

Contracts by maturity date and discount rate

Maturity dates of the contracts

Rate (% p.a.)

From 1 to 5 years

10.47%

From 6 to 10 years

10.08%

From 11 to 15 years

9.62%

More than 15 years

9.63%


c. Effects of inflation and potential right of recoverable Pis and Cofins - disclosures required by the CVM in the letter SNC/SEP 02/2019

 

The effects of inflation for the period ended September 30, 2024 are as follows:

 

Right-of-use asset, net

 

Nominal base

1,691,082

Inflated base

2,071,673

 

22.5%

 

 

Leases payable

 

Nominal base

1,489,282

Inflated base

1,951,354

 

31.0%

 

 

Financial expenses

 

Nominal base

100,548

Inflated base

131,123

 

30.4%

 

 

Amortization expense

 

Nominal base

230,157

Inflated base

268,018

 

16.5%

 

The possible credits of PIS and COFINS on payments of leases, calculated based on the rate of 9.25% according to the Brazilian tax legislation for the period ended September 30, 2024 are presented below:

 

 

Potential right of recoverable PIS and COFINS

Cash flow at present value

137,759

Nominal cash flow

206,432


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 


Weighted average useful life (years)
Balance as of 12/31/2023
Additions
Depreciation
Transfers (i)
Write-offs
Acquisition of subsidiaries
Balance as of 09/30/2024

Cost:

 


 

 

 

 

 

 

 

 

 

 

 

 

 

Land

-


607,152

 

4,260


 

5,073

 

(8,867)

 

-

 

607,618

Buildings

31


1,646,996

 

37,438


 

82,272

 

(49,346)

 

1,901

 

1,719,261

Leasehold improvements

13


1,292,998

 

25,678


 

77,663

 

(12,623)

 

-

 

1,383,716

Machinery and equipment

11


3,530,184

 

91,605

 

 

60,389

 

(5,706)

 

1,183

 

3,677,655

Automotive fuel/lubricant distribution equipment and facilities

13


3,361,637

 

52,293

 

 

76,033

 

(113,783)

 

2,374

 

3,378,554

LPG tanks and bottles

8


1,006,398

 

74,819

 

 

-

 

(20,608)

 

-

 

1,060,609

Vehicles

10


371,434

 

99,754

 

 

5,515

 

(33,472)

 

5,257

 

448,488

Furniture and fixtures

8


212,640

 

8,472

 

 

176

 

(1,187)

 

402

 

220,503

IT equipment

5


318,721

 

6,911

 

 

(4,148)

 

(1,591)

 

 

319,893

Construction in progress

-


783,496

 

548,986

 

 

(318,999)

 

(2,853)

 

 

1,010,630

Advances to suppliers

-


32,557

 

21,535

 

 

(5,519)

 

(844)

 

 

47,729

Imports in progress

-


3,107

 

 

 

(3,107)

 

 

 

 

 


13,167,320

 

971,751

 

 

(24,652)

 

(250,880)

 

11,117

 

13,874,656

Accumulated depreciation:

 


 

 

 

 

 

 

 

 

 

 

 

 

 

Buildings


(536,518)

 

 

(41,182)

 

3,488

 

16,828

 

(134)

 

(557,518)

Leasehold improvements


(683,187)

 

 

(56,538)

 

1,624

 

6,929

 

-

 

(731,172)

Machinery and equipment


(2,147,842)

 

 

(154,748)

 

(311)

 

4,011

 

(405)

 

(2,299,295)

Automotive fuel/lubricant distribution equipment and facilities


(2,238,843)

 

 

(129,106)

 

(5,842)

 

102,029

 

(1,082)

 

(2,272,844)

LPG tanks and bottles


(605,298)

 

 

(68,414)

 

-

 

16,552

 

-

 

(657,160)

Vehicles


(181,511)

 

 

(25,125)

 

(132)

 

13,392

 

(612)

 

(193,988)

Furniture and fixtures


(130,117)

 

 

(11,156)

 

13

 

406

 

(84)

 

(140,938)

IT equipment


(254,952)

 

 

(16,991)

 

6,201

 

1,357

 

-

 

(264,385)

 

 


(6,778,268)

 

 

(503,260)

 

5,041

 

161,504

 

(2,317)

 

(7,117,300)

Provision for impairment losses

 


(1,471)

 

(21)

 

 

 

 

 

(1,492)

Net amount



6,387,581


971,730


(503,260)


(19,611)


(89,376)


8,800


6,755,864

 

(i) Refers to R$ 23,438 transferred to right-of-use assets and R$ 3,827 transferred from intangible assets.

 

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

 

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


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

  

 

Weighted average useful life (years)


Balance as of 12/31/2023

 

Additions

 

Amortization

 

Transfers (i)

 

Write-offs

 

Exchange rate variation

 

Acquisition of subsidiaries

 

Balance as of 09/30/2024

Cost:

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill (a)

-


943,125

 

 

(969)

 

(11,461)

 

 

 

56,417

 

987,112

Software

5


1,503,601

 

141,192

 

 

(20,463)

 

(2,213)

 

109

 

386

 

1,622,612

Distribution rights

14


155,174

 

14,794

 

 

1,412

 

(1)

 

 

 

171,379

Brands

-


62,303

 

 

 

(948)

 

 

 

 

61,355

Trademark rights

30


120,960

 

6

 

 

 

-

 

 

11

 

120,977

Others

3


15,127

 

224

 

 

346

 

 

 

 

15,697

Decarbonization credits (CBIO)

-


710,710

 

586,695

 

 

(389)

 

(1,018,363)

 

 

 

278,653

 

 


3,511,000

 

742,911

 

(969)

 

(31,503)

 

(1,020,577)

 

109

 

56,814

 

3,257,785

Accumulated amortization:

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Software

 


(826,773)

 

 

(159,078)

 

27,660

 

1,868

 

 

 

(956,323)

Distribution rights

 


(106,145)

 

 

(3,291)

 

18

 

-

 

 

 

(109,418)

Trademark rights

 


(18,931)

 

 

(3,394)

 

 

323

 

 

 

(22,002)

Others

 


(5,234)

 

 

(3,814)

 

(2)

 

786

 

 

 

(8,264)

 

 


(957,083)

 

 

(169,577)

 

27,676

 

2,977

 

 

 

(1,096,007)

Net amount

 


2,553,917

 

742,911

 

(170,546)

 

(3,827)

 

(1,017,600)

 

109

 

56,814

 

2,161,778

 

(i) Refers to R$ 3,827 transferred to property, plant and equipment.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

a. Goodwill

 

The remaining net balance of goodwill on the following acquisitions is assessed for impairment annually or more frequently when there is indication that the goodwill might be impaired.

 

 

Segment


09/30/2024

 

12/31/2023

Goodwill on the acquisition of:

 


 

 

 

Ipiranga (i)

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

Neogás

Ultragaz


7,761

 

7,761

Stella

Ultragaz


103,051

 

103,051

Serra Diesel

Ultrapar


1,413

 

14,217

WTZ (28.d)

Ultragaz


56,791

 

TEAS (ii)

Ultracargo


797

 

797

 

 


987,112

 

943,125

 

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

(ii) On April 27, 2023, the Company was merged into Ultracargo Logística S.A.
 

Goodwill presented above are based on the expectation of future profitability, supported by appraisal reports, after allocation of the identified assets. In the nine-month period ended September 30, 2024, the Company did not identify any event that indicated the need to carry out an impairment test of the intangible asset.

 

Goodwill from investments in joint ventures and associates are presented under investments, for further information see Note 11.

 

b. Acquisition and provision for decarbonization credits (Consolidated)

 

The Company, through its subsidiary Ipiranga, has annual decarbonization obligation adopted by Brazilian National Biofuels Policy (“RenovaBio”), implemented by Law No. 13,576/2017, with additional regulations established by Decree No. 9,888/2019 and Ordinance No. 419 of November 20, 2019 issued by the Brazilian Ministry of Mines and Energy.

 

The decarbonization credits (“CBIOS”) acquired are recorded at historical cost in intangible assets, being retired according to decree in the year to fulfill the individual target set by the National Agency of Petroleum, Natural Gas and Biofuels (“ANP”). The Company reached the 2023 retirement target in March 2024, in accordance with Decree 11,499/2023, which exceptionally establishes the deadline for retirement of decarbonization credits until March 2024 to meet the 2023 target.

 

The acquisition obligation is recorded under “Provision for decarbonization credits” with a corresponding entry in Other operating income (expenses), in proportion to the annual targets established by the ANP, based on the average acquisition cost of the credits acquired and the fair value of the credits traded on B3 on the closing date for the credits to be acquired. The provision is realized when credits are retired.

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

a. Breakdown

 

 

 

 


 


 


 

 

Consolidated

Description

 

Index/

Currency


Weighted average financial charges 2024 (p.a.)


Weighted average hedging instruments


Maturity

 

09/30/2024

 

12/31/2023

Foreign currency:

 

 


 


 


 

 

 

 

 

Notes in the foreign market

 

USD


5.25%


138.8% of DI**


2026 to 2029

 

4,196,681

 

3,694,339

Foreign loan

 

JPY


1.24%


108.9% of DI


2025

 

777,861

 

439,852

Foreign loan

 

EUR


4.20%


109.4% of DI


2024 to 2025

 

749,661

 

126,171

Foreign loan

 

USD


5.40%


109.9% of DI


2024 to 2025

 

582,157

 

1,018,429

Total in foreign currency

 

 


 


 


 

 

6,306,360

 

5,278,791

Brazilian Reais:

 

 


 


 


 

 

 

 

 

Debentures – CRA

 

IPCA


5.15%


102.6% of DI


2024 to 2032

 

2,900,707

 

3,434,287

CCB

 

CDI


102.20%


n/a


2025 to 2026

 

1,060,369

 

552,407

Debentures – Ultragaz

 

CDI +


0.74%


n/a


2027 to 2029

 

711,313

 

-

Debentures – Ultracargo

 

IPCA


4.11%


111.4% of DI


2028

 

552,616

 

556,677

Debentures – CRA

 

Fixed rate


11.05%


104.3% of DI


2027

 

509,806

 

539,914

CDCA

 

CDI + R$


0.89%


n/a


2027

 

519,258

 

-

Debentures – CRA

 

CDI + R$


0.69%


n/a


2027

 

490,067

 

488,269

CDCA

 

CDI


104.73%


n/a


2025 to 2027

 

290,651

 

201,848

Debentures – Ultracargo

 

Fixed rate


6.47%


99.9% of DI


2024

 

92,485

 

87,826

Debentures – Ultracargo

 

IPCA


6.28%


n/a


2024 to 2034

 

79,191

 

-

FINEP

 

TJLP


1.00%


n/a


2024 to 2026

 

826

 

1,264

Total in Brazilian Reais

 

 


 


 


 

 

7,207,289

 

5,862,492

Total in foreign currency and Brazilian Reais

 

 


 


 


 

 

13,513,649

 

11,141,283

Derivative financial instruments (*)

 

 


 


 


 

 

334,345

 

626,734

Total


 


 


 


 

 

13,847,994

 

11,768,017

Current

 

 


 


 


 

 

3,386,400

 

1,993,254

1 to 2 years


 


 


 


 

 

907,152

 

1,879,412

2 to 3 years


 


 


 


 

 

3,961,776

 

2,243,967

3 to 4 years


 


 


 


 

 

2,134,655

 

1,023,820

4 to 5 years


 


 


 


 

 

2,130,366

 

1,691,595

More than 5 years


 


 


 


 

 

1,327,645

 

2,935,969

Non-current


 


 


 


 

 

10,461,594

 

9,774,763


(*) Accumulated losses (see Note 26.f).
(**) Considers a protection instrument for the principal of 52.5% of the DI and for interest DI minus 1.4% for a notional amount of US$ 300 million. Does not include the positive result of the natural hedge strategy through financial investments in US$.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

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

 

Balance as of December 31, 2023

 

11,768,017

Proceeds

 

3,658,510

Interest accrued

 

603,777

Principal payment

 

(2,125,954)

Interest payment

 

(483,266)

Monetary and exchange rate variations

 

920,758

Change in fair value

 

(201,459)

Hedge result

 

(292,389)

Balance as of September 30, 2024

 

13,847,994

 

The transaction costs associated with debt issuance were deducted from the balance of the related liability and recognized in profit or loss according to the effective interest rate method. As of September 30, 2024, the amount recognized in profit or loss was R$ 14,190. The balance to be recognized in the next years is R$ 74,352.


b. Guarantees

 

The financing does not have collateral as of September 30, 2024 and December 31, 2023 and has guarantees and promissory notes in the amount of R$ 13,309,204 as of September 30, 2024 (R$ 10,966,890 as of December 31, 2023).

 

The Company and its subsidiaries offer collateral in the form of letters of guarantee for commercial and legal proceedings in the amount of R$ 105,514 as of September 30, 2024 (R$ 103,600 as of December 31, 2023). 

 

The subsidiary Ipiranga issues collateral to financial institutions in connection with the amounts payable by some of its customers to such institutions, with maximum future settlements related to these guarantees on the amount of R$ 259,712 (R$ 397,152 as of December 31, 2023). If the subsidiary Ipiranga 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 September 30, 2024, the subsidiary Ipiranga did not have losses in connection with these collateral arrangements.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


c. Relevant operations contracted in the period

 

The main operations contracted in the period are shown below:

 

Description

Index/

Currency

Financial charges

Hedging instruments

Issuance date

Maturity

Principal

Principal in R$

Remuneration payment

Nominal amount payment

Company

CDCA

%DI

108.00%

N/A

Jan/24

Jan/25

R$ 80,000

R$ 80,000

Quarterly

At final maturity

Ipiranga

4131

EUR

4.33%

111.9% of DI

Jan/24

Jan/25

EUR 23,500

R$ 126,195

Semiannually

At final maturity

Iconic

CCB

%DI

108.37%

N/A

Mar/24

Mar/25

R$ 500,000

R$ 500,000

Annually

At final maturity

Ipiranga

4131

EUR

4.43%

108.5% of DI

Mar/24

Mar/25

EUR 46,040

R$ 247,099

Semiannually

At final maturity

Ipiranga

4131

JPY

1.32%

108.9% of DI

Mar/24

Aug/24

JPY 3,760,000

R$ 123,742

At final maturity

At final maturity

Ultracargo Logística

4131

EUR

4.38%

108.5% of DI

Mar/24

Mar/25

EUR 45,977

R$ 246,897

Semiannually

At final maturity

Ultracargo Logística

4131

EUR

4.64%

115.5% of DI

Mar/24

Sept/24

EUR 4,629

R$ 25,000

At final maturity

At final maturity

Serra Diesel

CCB

%DI

108.37%

N/A

Apr/24

Apr/26

R$ 500,000

R$ 500,000

Annually

At final maturity

Ipiranga

4131

USD

6.11%

112.4% of DI

Apr/24

Apr/25

USD 9,728

R$ 48,601

Semiannually

At final maturity

Iconic

CDCA

DI +

0.92%

N/A

May/24

Apr/27

R$ 500,000

R$ 500,000

Annually

At final maturity

Ipiranga

4131

JPY

1.44%

108.1% of DI

May/24

Oct/24

JPY 7,530,077

R$ 258,500

At final maturity

At final maturity

Ultracargo Logística

CDCA

%DI

109.00%

N/A

Jun/24

Apr/27

R$ 200,000

R$ 200,000

Quarterly

2026 and 2027

Ipiranga

Debentures

CDI

0.65%

N/A

Jul/24

Jul/27

R$ 455,000

R$ 455,000

Semiannually

At final maturity

Cia Ultragaz

Debentures

CDI

0.90%

N/A

Jul/24

Jul/29

R$ 245,000

R$ 245,000

Semiannually

At final maturity

Cia Ultragaz

Debentures

IPCA

6.28%

N/A

Aug/24

Jun/34

R$ 80,000

R$ 80,000

Semiannually

At final maturity

Ultracargo Logística

4131

SOFR

1.29%

112.5% of DI

Sept/24

Sept/25

USD 4,535

R$ 25,000

Quarterly

At final maturity

Serra Diesel

 

 

a. Trade payables

 

 

09/30/2024

 

12/31/2023

Domestic suppliers

2,100,480

 

2,842,433

Foreign suppliers

699,861

 

1,692,786

Trade payables - related parties (see Note 8.a.2)

250,613

 

147,452

 

3,050,954

 

4,682,671


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

b. Trade payables - reverse factoring

 

 

09/30/2024

 

12/31/2023

Domestic suppliers - reverse factoring

1,291,458

 

1,039,366

 

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 without incidence of interest. 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 statement of cash flows.

 

 

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. The Company and its subsidiaries do not take responsibility for guaranteeing amounts or the duration of the benefits received by the retired employee.

 

In the nine-month period ended September 30, 2024 the subsidiaries contributed R$ 16,805 to Ultraprev (R$ 16,851 in the nine-month period ended September 30, 2023).

 

The balance of R$ 8,245 (R$ 18,271 as of December 31, 2023) regarding the reversal fund will be used to deduct normal sponsor contributions in a period of up to 14 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.

 

The total number of participating employees as of September 30, 2024 is 3,851 active participants and 298 retired participants (4,053 active participants and 298 retired participants as of December 31, 2023). In addition, Ultraprev had 21 former employees or beneficiaries receiving benefits under the rules of a previous plan whose reserves are fully constituted.

 

b. Post-employment benefits (Consolidated)

 

Some 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 are based on a valuation conducted by an independent actuary and reviewed by Management as of September 30, 2024.

 

 

09/30/2024

 

12/31/2023

Health and dental care plan (1)

222,344

 

211,279

Indemnification of FGTS

40,619

 

38,456

Seniority bonus

1,874

 

2,026

Life insurance (1)

13,897

 

13,062

Total

278,734

 

264,823

Current

23,798

 

23,612

Non-current

254,936

 

241,211


(1) Applicable to Ipiranga, Tropical and Iconic.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

a. Provisions for tax, civil and labor risks

 

The Company and its subsidiaries are parties to tax, civil and labor disputes at the administrative and judicial levels. The table below presents the breakdown of provisions by nature and their changes:

 

Provisions

Balance as of 12/31/2023

 

Additions

 

Reversals

 

Payments

 

Interest

 

Balance as of 09/30/2024

 

 

 

 

 

 

 

 

 

 

 

 

IRPJ and CSLL (a.1)

636,167

 

127

 

(11,855)

 

(138)

 

18,709

 

643,010

Tax

107,172

 

40,293

 

(43,488)

 

(11,825)

 

1,358

 

93,510

Civil, environmental and regulatory claims

150,258

 

59,987

 

(30,808)

 

(21,982)

 

2

 

157,457

Provision for indemnities (a.2)

203,780

 

4,661

 

(6,065)

 

(12,959)

 

627

 

190,044

Labor

59,144

 

14,156

 

(10,713)

 

(8,194)

 

361

 

54,754

Others

147,609

 

7,564

 

(966)

 

(615)

 

(787)

 

152,805

Total

1,304,130

 

126,788

 

(103,895)

 

(55,713)

 

20,270

 

1,291,580

Current

45,828

 

 

 

 

 

 

 

 

 

49,496

Non-current

1,258,302

 

 

 

 

 

 

 

 

 

1,242,084

 

Balances of escrow deposits by nature are as follows:

 

 

09/30/2024

 

12/31/2023

Tax

898,593

 

856,830

Labor

30,072

 

37,715

Civil and others

123,640

 

138,172

 

1,052,305

 

1,032,717

 

In the period ended September 30, 2024, the monetary variation on escrow deposits amounted to R$ 37,978 (R$ 46,030 as of September 30, 2023), recorded with a corresponding entry to financial income on profit or loss.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

a.1 Provision for tax matters

 

On October 7, 2005, the subsidiaries Cia. Ultragaz and Bahiana filed a writ of mandamus in which the preliminary injunction was granted, confirmed by a favorable trial court decision on May 16, 2008, to offset PIS and COFINS credits on LPG purchases against federal taxes. As a result of the preliminary injunction, the subsidiaries made escrow deposits, which amount to R$ 618,755 as of September 30, 2024 (R$ 600,259 as of December 31, 2023). On July 18, 2014, due to a second instance unfavorable decision, aligned with the STJ case law (Case 1.093), the subsidiaries suspended the escrow deposits and resumed the payment of the taxes. In October 2024, due to the final decision of the proceeding, the deposits were fully withdrawn, and did not result in impacts on profit or loss for the period.

 

a.2 Provision for indemnities

 

On April 1, 2022, Ultrapar concluded the sale of Oxiteno, assuming the responsibility for losses resulting from acts that occurred prior to the closing of the transaction, pursuant to the purchase and sale agreement. The total provision recorded for the reimbursement to Indorama, in the event the losses materialize, is R$ 159,644 (R$ 168,568 as of December 31, 2023), of which R$ 93,489 (R$ 92,823 as of December 31, 2023) for labor claims, R$ 17,984 (R$ 17,584 as of December 31, 2023) for civil claims and R$ 48,147 (R$ 58,160 as of December 31, 2023) for tax claims.

 

On August 1, 2022, Ultrapar also concluded the sale of Extrafarma with subsidiary Ipiranga assuming the responsibility for losses prior to the closing of the transaction. Thus, a provision for the reimbursement to Pague Menos was recorded, in the event the losses materialize, totaling R$ 30,400 (R$ 35,075 as of December 31, 2023) referring to the provision for indemnity, as of September 30, 2024, of which R$ 10,385 (R$ 16,259 as of December 31, 2023) for labor claims, R$ 6,955 (R$ 6,420 as of December 31, 2023) for civil claims and R$ 13,059 (R$ 12,395 as of December 31, 2023) for tax claims.

 

b. Contingent liabilities (possible)

 

The Company and its subsidiaries are parties to tax, civil, environmental, regulatory, and labor claims whose likelihood of loss is assessed by the legal departments of the Company and its subsidiaries as possible, based on the opinion of its external legal advisors and, based on these assessments, these claims were not provided for in the interim financial information. The estimated amount of these contingent liabilities assessed as possible loss is R$ 5,191,865 as of September 30, 2024 (R$ 4,013,392 as of December 31, 2023), mainly represented by:

 

Contingent liabilities (possible)

09/30/2024

 

12/31/2023

Tax (b.1)

4,123,388

 

3,148,224

Civil (b.2)

793,410

 

624,653

Labor

275,067

 

240,515

 

b.1 Contingent tax liabilities

 

The main contingent tax liabilities of subsidiary Ipiranga and its subsidiaries are presented below. The claims mainly involve questionings regarding the offset of excise tax (“IPI”) credits related to raw materials used in the manufacturing of products subject to taxation, which are subsequently sold, and are not subject to IPI under the tax immunity. The amount of this contingency is R$ 193,267 as of September 30, 2024 (R$ 185,388 as of December 31, 2023).


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

Additionally, the subsidiary Ipiranga and its subsidiaries have legal proceedings related to ICMS totaling R$ 1,342,883 as of September 30, 2024 (R$ 1,380,424 as of December 31, 2023). The main proceedings include: i) credits considered undue in the amount of R$ 93,282 as of September 30, 2024 (R$ 149,061 as of December 31, 2023), ii) alleged non-payment in the amount of R$ 153,601 as of September 30, 2024 (R$ 196,693 as of December 31, 2023); iii) conditioned fruition of tax incentive in the amount of R$ 188,154 as of September 30, 2024 (R$ 193,912 as of December 31, 2023); iv) inventory differences in the amount of R$ 279,014 as of September 30, 2024 (R$ 282,254 as of December 31, 2023); v) 2% surcharge on products considered non-essential (hydrated ethanol) in the amount of R$ 219,152 as of September 30, 2024 (R$ 271,518 as of December 31, 2023).

 

The Company and its subsidiaries are also parties to administrative and judicial proceedings involving IRPJ, CSLL, PIS and COFINS, substantially involving denials of offset claims and credits disallowance which total R$ 2,306,994 as of September 2024 (R$ 1,394,010 as of December 31, 2023), mainly represented by 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$ 262,947 as of September 30, 2024 (R$ 251,789 as of December 31, 2023).

 

b.2 Contingent civil liabilities

 

Most of the proceedings against Cia. Ultragaz totaling R$ 161,503 as of September 30, 2024 (R$ 113,756 as of December 31, 2023) were filed by resellers seeking indemnity, nullity and termination of distribution agreements.

 

c. Lubricants operation between Ipiranga and Chevron


The provisions of shareholder Chevron’s liability amount to R$ 61,934 (R$ 29,022 as of December 31, 2023), for which an indemnity asset was recorded, referring to: (i) R$ 58,247 in ICMS assessments on sales for industrial purposes, in which the STF closed the judgment of the thesis unfavorably to taxpayers; (ii) R$ 3,469 in labor claims.


Likewise, due to a business combination, on December 1, 2017, a provision of R$ 198,900 was recorded relating to contingent liabilities and an indemnification asset in the same amount was recognized, with a balance of R$ 95,897 as of September 30, 2024 (R$ 95,905 as of December 31, 2023). The amounts of provisions and contingent liabilities related to the business combination and the liability of the shareholder Chevron will be reimbursed to subsidiary Iconic in the event of losses without the need to recognize an allowance for expected credit losses.


 

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.


On February 15, 2023, August 9, 2023, February 28, 2024 and August 7, 2024, the Board of Directors confirmed the issuance of 31,211, 8,199, 191,788 and 35,235, respectively, common shares within the authorized capital limit provided by article 6 of the Company’s Bylaws, due to the partial exercise of the rights conferred by the subscription warrants.

 

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, 753,973 shares linked to the subscription warrants – indemnification were canceled and not issued. As of September 30, 2024, R$ 15,625 was recorded as financial income (financial expense of R$ 20,400 as of September 30, 2023) due to the update of subscription warrants, and 3,027,959 shares linked to subscription warrants remain retained – indemnification which may be issued or canceled depending on whether the final decisions on the lawsuits will be favorable or unfavorable, being the maximum number of shares that can be issued in the future, totaling R$ 64,223 (R$ 87,299 as of December 31, 2023).

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

a. Share capital

 

As of September 30, 2024, the subscribed and paid-up capital consists of 1,115,439,503 common shares with no par value (1,115,212,490 as of December 31, 2023), and the issuance of preferred shares and participation certificates is prohibited. Each common share entitles its holder to one vote at Shareholders’ Meetings.

 

On April 19, 2023 the Ordinary General Shareholders’ Meeting approved the increase in the Company's capital in the total amount of R$ 1,450,000, without the issuance of shares, through the incorporation into the share capital of part of the amounts recorded in the statutory reserve for investments, of R$ 567,425, and amounts recorded in the legal reserve, of R$ 882,575.

 

The price of the outstanding shares on B3 as of September 30, 2024 was R$ 21.21 (R$ 26.51 as of December 31, 2023).

 

As of September 30, 2024, there were 59,257,889 common shares outstanding abroad in the form of ADRs (52,197,033 shares as of December 31, 2023).

 

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 8.d). As of September 30, 2024, the balance of treasury shares granted with right of use was 12,995,720 common shares (9,515,384 as of December 31, 2023).

 

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 Resolutions 2/20 and 77/22.

 

As of September 30, 2024, the balance was R$ 448,917 (R$ 470,510 as of December 31, 2023) and 11,555,737 common shares (16,195,439 as of December 31, 2023) were held unrestricted in the Company's treasury, acquired at an average cost of R$ 18.28.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

 

 

09/30/2024

Balance of unrestricted shares held in treasury

 

11,555,737

Balance of treasury shares granted with right of use (see Note 20.b)

 

12,995,720

Total balance of treasury shares as of September 30, 2024

 

24,551,457

 

d. Capital reserve

 

The capital reserve reflects the gain or loss on the disposal of shares for concession of usufruct to executives of the Company's subsidiaries, when the plan is finalized, as mentioned in Note 8.d. Because of the association with Extrafarma in 2014, the Company recognized an increase in the capital reserve in the amount of R$ 498,812, due to the difference between the value attributed to share capital and the market value of the Ultrapar shares on the date of issuance, less R$ 2,260 related to the costs for the issuance of these shares. Additionally, on February 15, 2023, August 9, 2023, February 28, 2024 and August 7, 2024, there was an increase in the reserve in the amounts of R$ 411, R$ 149, R$ 5,631 and R$ 821, respectively, due to the partial exercise of the subscription warrants – indemnification (see Note 19).

 

e. Approval of additional dividends to the minimum mandatory dividends

 

On February 28, 2024, the Board of Directors approved and on April 17, 2024 the Ordinary General Shareholders’ Meeting ratified the payment of the Company’s additional dividends to the Company's minimum mandatory dividends related to 2023 in the amount of R$ 134,031.

 

On August 7, 2024, the Board of Directors approved the distribution of dividends in the amount of R$ 275,971, corresponding to R$ 0.25 per common share, payable as of August 23, 2024, without remuneration or monetary variation.

 

 

 

09/30/2024

 

09/30/2023

Sales revenue:

 

 

 

Merchandise

100,791,943

 

94,341,879

Services rendered and others

1,330,417

 

1,223,944

Sales returns, rebates and discounts

(836,236)

 

(701,825)

Amortization of contract assets

(402,804)

 

(445,851)

 

100,883,320

 

94,418,147

Taxes on sales

(2,785,799)

 

(1,790,318)

Net revenue

98,097,521

 

92,627,829

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

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

 

 

Parent

 

Consolidated

 

09/30/2024

 

09/30/2023

 

09/30/2024

 

09/30/2023

Raw materials and materials for use and consumption

 

 

(90,182,122)

 

(84,833,390)

Personnel expenses

(179,817)

 

(157,934)

 

(1,910,863)

 

(1,696,656)

Freight and storage

 

 

(996,055)

 

(1,043,820)

Decarbonization obligation (a)

 

 

(441,813)

 

(568,382)

Services provided by third parties

(55,285)

 

(52,867)

 

(532,272)

 

(475,711)

Depreciation and amortization

(11,715)

 

(5,092)

 

(673,806)

 

(612,853)

Amortization of right-of-use assets

(2,101)

 

(1,633)

 

(230,157)

 

(221,292)

Advertising and marketing

(1,472)

 

(626)

 

(153,867)

 

(140,916)

Other expenses and income, net (b)

7,792

 

(39,634)

 

(121,461)

 

(380,271)

SSC/Holding expenses

233,160

 

210,301

 

 

Total

(9,438)

 

(47,485)

 

(95,242,416)

 

(89,973,291)

Classified as:

 

 

 

 

 

 

 

Cost of products and services sold

 

 

(91,646,046)

 

(86,378,561)

Selling and marketing

 

 

(1,884,131)

 

(1,612,236)

General and administrative

(36,355)

 

(47,332)

 

(1,374,833)

 

(1,472,315)

Other operating income (expenses), net

26,917

 

(153)

 

(337,406)

 

(510,179)

Total

(9,438)

 

(47,485)

 

(95,242,416)

 

(89,973,291)

 

(a) Refers to the obligation adopted by RenovaBio to meet decarbonization targets for the gas and oil sector. The amounts are presented in Other operating income (expenses), net. For further information, see Note 14.b
(b) Includes gains from receipt of asset insurance claims in 2024 in the amount of R$ 35,239. 

 

 

 

Parent

 

Consolidated

 

09/30/2024

 

09/30/2023

 

09/30/2024

 

09/30/2023

Finance income:

 

 

 

 

 

 

 

Interest on financial investments

17,992

 

87,887

 

397,209

 

441,915

Interest from customers

 

 

125,068

 

85,883

Update of subscription warrants (see Note 19)

15,625

 

 

15,625

 

Selic interest on PIS/COFINS credits

3

 

 

43,032

 

94,269

Update of provisions and other income

14,671

 

33,988

 

80,654

 

51,198

 

 

 

 

 

 

 

 

 

48,291

 

121,875

 

661,588

 

673,265

Financial expenses:

 

 

 

 

 

 

 

Interest on loans

(911)

 

(44,022)

 

(927,726)

 

(1,077,515)

Interest on leases payable

(597)

 

(483)

 

(100,548)

 

(105,160)

Update of subscription warrants (see Note 19)

 

(20,400)

 

 

(20,400)

Bank charges, financial transactions tax, and other taxes

(12,627)

 

(3,214)

 

(105,905)

 

(84,440)

Exchange variations, net of gain (loss) on hedging instruments

1,624

 

(16,497)

 

(117,428)

 

(105,515)

Update of provisions, net, and other expenses

(8,137)

 

(10,594)

 

(6,759)

 

(109,166)

 

(20,648)

 

(95,210)

 

(1,258,366)

 

(1,502,196)

Total

27,643

 

26,665

 

(596,778)

 

(828,931)

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

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, as mentioned in Notes 8.d and 19, respectively.

 

 

07/01/2024 to 09/30/2024

 

01/01/2024 to 09/30/2024

 

07/01/2023 to 09/30/2023

 

01/01/2023 to 09/30/2023

Basic earnings per share 

 

 

 

 

 

 

 

Net income for the period of the Company

651,582

 

1,520,971

 

864,854

 

1,340,795

Weighted average number of shares outstanding (in thousands)

1,103,872

 

1,102,117

 

1,095,190

 

1,095,134

Basic earnings per share - R$

0.5903

 

1.3800

 

0.7897

 

1.2243

 

 

 

 

 

 

 

 

Diluted earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income for the period of the Company

651,582

 

1,520,971

 

864,854

 

1,340,795

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

1,119,907

 

1,117,011

 

1,104,256

 

1,104,338

Diluted earnings per share - R$

0.5818

 

1.3616

 

0.7832

 

1.2141

 

 

 

 

 

 

 

 

Weighted average number of shares (in thousands)

 

 

 

 

 

 

 

Weighted average number of shares for basic earnings per share

1,103,872

 

1,102,117

 

1,095,190

 

1,095,134

Dilution effect

 

 

 

 

 

 

 

Subscription warrants

3,040

 

3,065

 

3,342

 

3,347

Stock plan

12,995

 

11,829

 

5,724

 

5,857

Weighted average number of shares for diluted earnings per share

1,119,907

 

1,117,011

 

1,104,256

 

1,104,338

 

Earnings per share were adjusted retrospectively by the issuance of 3,224,021 common shares due to the partial exercise of the rights conferred by the subscription warrants disclosed in Note 19.



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

The segments shown in these financial statements are strategic business units supplying different products and services. Intersegment sales are made considering the conditions negotiated between the parties.

 

The main segments are presented in the table below:

 

Segment

Main activities

Ultragaz

Distribution of liquefied petroleum gas (LPG) in segments: bulk, comprising condominiums, trade, services, industries and agribusiness; and bottled, mainly comprising residential consumers. To expand the offer of energy solutions to its customers, the company also act on segments of renewable energy solutions and compressed natural gas.

Ipiranga

Distribution and sale of oil-related products, biofuels and similar products (gasoline, ethanol, diesel, fuel oil, kerosene, natural gas for vehicles, and lubricants) through a chain of service stations that operate under the Ipiranga brand throughout Brazil and to major consumers, as well as in convenience stores and automotive services segments.

Ultracargo

Offers transport logistics and specialized liquid bulk storage solutions with operations in the main logistics centers of Brazil.

 

a. Geographic area information

 

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

 

 

09/30/2024

 

09/30/2023

Net revenue from sales and services:

 

 

 

Brazil

97,416,446

 

91,206,928

Europe

46,818

 

195,292

United States of America and Canada

352,865

 

960,576

Other Latin American countries

174,988

 

114,060

Others

106,404

 

150,973

Total

98,097,521

 

92,627,829



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


b. Financial information related to segments

 

The main financial information of each of the continuing operations of the Company’s segments is as follows.

 

09/30/2024

Profit or loss

Ipiranga

Ultragaz

Ultracargo

Others (1) (2)

Subtotal

Segments

Eliminations

Total

Net revenue from sales and services

89,239,239

8,220,852

792,730

7,051

98,259,872

(162,351)

98,097,521

Transactions with third parties

89,177,796

8,220,008

638,927

5,925

98,042,656

98,042,656

Intersegment transactions

61,443

844

153,803

1,126

217,216

(162,351)

54,865

Cost of products and services sold

(84,941,712)

(6,574,638)

(284,811)

(91,801,161)

155,115

(91,646,046)

Gross profit

4,297,527

1,646,214

507,919

7,051

6,458,711

(7,236)

6,451,475

Operating income (expenses)

 

 

 

 

 

 

 

Selling and marketing

(1,447,715)

(430,650)

(8,356)

(11)

(1,886,732)

2,601

(1,884,131)

General and administrative

(842,272)

(249,141)

(127,150)

(165,336)

(1,383,899)

9,066

(1,374,833)

Results from disposal of property, plant and equipment and intangible assets

104,266

1,061

(36)

70

105,361

105,361

Other operating income (expenses), net

(398,235)

37,252

11,366

12,211

(337,406)

(337,406)

Operating income (loss)

1,713,571

1,004,736

383,743

(146,015)

2,956,035

4,431

2,960,466

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

(5,384)

572

2,420

(4,578)

(6,970)

(6,970)

Amortization of fair value adjustments on associates acquisition

(2,089)

(2,089)

(2,089)

Total share of profit (loss) of subsidiaries, joint ventures and associates

(5,384)

572

331

(4,578)

(9,059)

(9,059)

Income (loss) before financial result and income and social contribution taxes

1,708,187

1,005,308

384,074

(150,593)

2,946,976

4,431

2,951,407

Depreciation and amortization (a)

335,703

209,152

89,625

14,106

648,586

(4,431)

644,155

Amortization of contractual assets with customers - exclusivity rights

401,808

996

402,804

402,804

Amortization of right-of-use assets

158,042

47,590

22,397

2,128

230,157

230,157

Amortization of fair value adjustments on associates acquisition

2,090

2,090

2,090

Total depreciation and amortization

895,553

257,738

114,112

16,234

1,283,637

(4,431)

1,279,206


(a) The amount is net of PIS and COFINS on depreciation in the amount of R$ 29,652.



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

09/30/2023

Profit or loss

Ipiranga (Restated)

Ultragaz

Ultracargo

Others (1) (2)(Restated)

Subtotal

Segments

Eliminations

Total

Net revenue from sales and services

83,899,669

8,115,538

758,200

9,299

92,782,706

(154,877)

92,627,829

Transactions with third parties

83,899,659

8,114,273

606,134

7,763

92,627,829

92,627,829

Intersegment transactions

10

1,265

152,066

1,536

154,877

(154,877)

Cost of products and services sold

(79,794,235)

(6,463,757)

(263,441)

(3)

(86,521,436)

142,875

(86,378,561)

Gross profit

4,105,434

1,651,781

494,759

9,296

6,261,270

(12,002)

6,249,268

Operating income (expenses)

 

 

 

 

 

 

 

Selling and marketing

(1,141,318)

(461,761)

(9,092)

(65)

(1,612,236)

(1,612,236)

General and administrative

(953,271)

(228,778)

(123,104)

(179,164)

(1,484,317)

12,002

(1,472,315)

Results from disposal of property, plant and equipment and intangible assets

156,451

9,783

63

(2,915)

163,382

(59,056)

104,326

Other operating income (expenses), net

(526,449)

14,337

2,748

(815)

(510,179)

(510,179)

Operating income (loss)

1,640,847

985,362

365,374

(173,663)

2,817,920

(59,056)

2,758,864

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

(4,140)

29

9,785

6,040

11,714

11,714

Income (loss) before financial result and income and social contribution taxes

1,636,707

985,391

375,159

(167,623)

2,829,634

(59,056)

2,770,578

Depreciation and amortization (a)

304,921

213,373

77,576

10,696

606,566

606,566

Amortization of contractual assets with customers - exclusivity rights

444,782

1,070

-

445,852

445,852

Amortization of right-of-use assets

154,368

42,070

23,160

1,694

221,292

221,292

Total depreciation and amortization

904,071

256,513

100,736

12,390

1,273,710

1,273,710

 

(a) The amount is net of PIS and COFINS on depreciation in the amount of R$ 6,287.

 

(1) Includes in the line “General and administrative and Revenue from sale of goods” the amount of R$ 123,048 in 2024 (R$ 114,882 in 2023) of expenses related to Ultrapar's holding structure.


(2) The “Others” column refers to the parent Ultrapar and the subsidiaries Imaven, Ultrapar International, UVC Investimentos, UVC - Fundo de investimento and share of profit (loss) of joint venture RPR.



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


c. Assets by segment

 

09/30/2024

Assets

Ipiranga

Ultragaz

Ultracargo

Others (3)

Subtotal

Segments

Total

Investments

150,814

1,024

215,525

1,352,880

1,720,243

1,720,243

Property, plant and equipment

3,207,361

1,508,940

1,916,470

123,093

6,755,864

6,755,864

Intangible assets

1,275,268

332,889

283,376

270,245

2,161,778

2,161,778

Right-of-use assets

923,200

151,635

608,535

7,712

1,691,082

1,691,082

Other current and noncurrent assets

20,520,885

3,105,426

469,927

2,896,585

26,992,823

26,992,823

Total assets (excluding intersegment transactions)

26,077,528

5,099,914

3,493,833

4,650,515

39,321,790

39,321,790

 

12/31/2023

Assets

Ipiranga (Restated)

Ultragaz

Ultracargo

Others (3) (Restated)

Subtotal

Segments

Total

Investments

68,107

240

215,745

34,264

318,356

318,356

Property, plant and equipment

3,224,662

1,438,662

1,698,605

25,652

6,387,581

6,387,581

Intangible assets

1,612,584

282,517

281,054

377,762

2,553,917

2,553,917

Right-of-use assets

907,867

149,698

622,781

31,180

1,711,526

1,711,526

Other current and noncurrent assets

19,228,878

2,273,866

415,085

5,362,765

27,280,594

27,280,594

Total assets (excluding intersegment transactions)

25,042,098

4,144,983

3,233,270

5,831,623

38,251,974

38,251,974

 

(3) The “Others” column refers to the parent Ultrapar and the subsidiaries Imaven, Ultrapar International, UVC Investimentos, UVC - Fundo de investimento and share of profit (loss) of joint venture RPR.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

Financial instruments are classified and measured as follows:

 

• Amortized cost: financial instruments held in order to collect and comply with contractual cash flows, solely principal and interest. The interest earned, losses and the foreign currency exchange variation are recognized in profit or loss and balances are stated at amortized cost using the effective interest rate method.

 

• Measured at fair value through other comprehensive income: financial instruments contracted for the purpose of collecting and obligation of contractual cash flows or selling financial assets. The balances are stated at fair value, and the interest earned, losses and the foreign currency exchange variation are recognized on profit or loss. Differences between fair value and initial amount of financial investments plus the interest earned and the exchange variation are recognized in equity under “Accumulated other comprehensive income”. Accumulated gains and losses recognized in equity are reclassified to profit or loss at the time of their settlement.

 

• Measured at fair value through profit or loss: financial instruments that were not classified as amortized cost or as measured at fair value through other comprehensive income. Balances are stated at fair value. The interest earned, the exchange variations and changes in fair value are recognized on profit or loss. Investment funds and derivatives are classified as measured at fair value through profit or loss.

 

The Company and its subsidiaries use financial instruments for hedging purposes, applying the following concepts:

 

• Hedge accounting – fair value hedge: financial instrument used to hedge exposure to changes in the fair value of an item, attributable to a particular risk, which can affect the profit or loss.

 

• Hedge accounting – cash flow hedge: financial instruments used to hedge the exposure to variability in cash flows that is attributable to a risk associated with an asset or liability or highly probable transaction or firm commitment that may affect the profit or loss.

 

• Hedge accounting – hedge of investments in foreign operations: financial instruments used to hedge exposure on net investments in foreign subsidiaries due to the fact that the local functional currency is different from the functional currency of the Company.

 

Classes and categories of financial instruments and their fair values

 

The balances of financial instrument assets and liabilities and the measurement criteria are presented in accordance with 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); and

(c) Level 3 - inputs for assets or liabilities that are not based on observable market variables (unobservable inputs). 



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

 

Level

 

Carrying value

 

Fair value

September 30, 2024

Note

 

 

Measured at fair value through profit or loss

 

Measured at amortized cost

 

 

Financial assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

 

 

 

Cash and banks

4.a

-

 

 

356,144

 

356,144

Securities and funds in local currency

4.a

-

 

 

3,492,753

 

3,492,753

Securities and funds in foreign currency

4.a

-

 

 

6,469

 

6,469

Financial investments

 

 

 

 

 

 

 

 

Securities and funds in local currency

4.b

-

 

108,150

 

-

 

108,150

Securities and funds in foreign currency

4.b

-

 

-

 

2,532,952

 

2,532,952

Derivative instruments

4.b

Level 2

 

873,084

 

 

873,084

Energy trading futures contracts

26.h

Level 2

 

344,593

 

-

 

344,593

Trade receivables

5.a

-

 

 

4,012,970

 

4,012,970

Reseller financing

5.a

-

 

 

1,326,032

 

1,326,032

Other receivables and other assets

-

-

 

 

444,715

 

444,715

 

 

 

 

 

 

 

 

 

Total

 

 

 

1,325,827

 

12,172,035

 

13,497,862

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

Financing

15.a

Level 2

 

2,109,679

 

6,067,785

 

8,013,435

Debentures

15.a

Level 2

 

4,055,614

 

1,280,571

 

5,299,630

Derivative instruments

15.a

Level 2

 

334,345

 

 

334,353

Energy trading futures contracts

26.h

Level 2

 

148,915

 

-

 

148,915

Trade payables

16.a

-

 

                 -  

 

3,050,954

 

3,050,954

Trade payables - reverse factoring

16.b

-

 

 

1,291,458

 

1,291,458

Subscription warrants – indemnification

19

Level 1

 

64,223

 

 

64,223

Financial liabilities of customers

-

-

 

 

210,622

 

210,622

Contingent consideration

-

Level 3

 

89,978

 

57,196

 

147,174

Other payables

-

-

 

 

187,041

 

187,041

Total

 

 

 

6,802,754

 

12,145,627

 

18,747,805

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

 

Level

 

Carrying value

 

Fair value

12/31/2023

Note

 

 

Measured at fair value through profit or loss

 

Measured at amortized cost

 

 

Financial assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

 

 

 

Cash and banks

4.a

-

 

 

125,152

 

125,152

Securities and funds in local currency

4.a

-

 

 

5,476,726

 

5,476,726

Securities and funds in foreign currency

4.a

-

 

 

323,810

 

323,810

Financial investments

 

 

 

 

 

 

 

 

Securities and funds in local currency

4.b

Level 2

 

82,592

 

 

82,592

Derivative instruments

4.b

Level 2

 

1,162,283

 

 

1,162,283

Trade receivables

5.a

-

 

 

4,269,473

 

4,269,473

Reseller financing

5.a

-

 

 

1,189,886

 

1,189,886

Trade receivables - sale of subsidiaries

5.c

-

 

 

924,364

 

924,364

Other receivables and other assets

-

-

 

 

393,036

 

393,036

 

 

 

 

 

 

 

 

 

Total

 

 

 

1,244,875

 

12,702,447

 

13,947,322

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

Financing

15.a

Level 2

 

1,584,452

 

4,449,857

 

5,853,165

Debentures

15.a

Level 2

 

4,618,704

 

488,269

 

5,094,933

Derivative instruments

15.a

Level 2

 

626,735

 

 

626,735

Trade payables

16.a

-

 

                 -  

 

4,682,671

 

4,682,671

Trade payables - reverse factoring

16.b

-

 

 

1,039,366

 

1,039,366

Subscription warrants – indemnification

19

Level 1

 

87,299

 

 

87,299

Financial liabilities of customers

-

-

 

 

308,934

 

308,934

Contingent consideration

28.a

Level 3

 

112,196

 

 

112,196

Other payables

-

-

 

 

190,090

 

190,090

Total

 

 

 

7,029,386

 

11,159,187

 

17,995,389

              

59



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


The fair value of financial instruments measured at Levels 2 and 3 are described below:

 

Securities and funds in local currency: Estimated at the fund unit value as of the date of the financial statements, which corresponds to their fair value.

 

Derivative instruments: Estimated based on the US dollar futures contracts and the future curves of the DI x fixed rate and DI x IPCA contracts, quoted on B3 on the closing date.

 

Energy trading futures contracts: The fair value considers: (i) the prices established in recent purchases and sales; (ii) supply risk margin; and (iii) the market price projected in the availability period. Whenever the fair value at initial recognition differs from the transaction price for these contracts, a gain or loss is recognized. The fair value of the contracts is classified as level 2 in the fair value hierarchy.

 

Financing and debentures: Estimated based on the US dollar futures contracts and the future curves of the DI x fixed rate and DI x IPCA contracts, quoted on B3 on the closing date. The fair value calculation of notes in the foreign market used the quoted price in the market.

 

Contingent consideration: Estimated according to Management’s projections of results based on the discounted cash flow method, considering the contractual goals set for revenue and accounting net cash flow to be achieved in the year ending December 31, 2026, referring to the acquisition of Stella.

 

The changes in financial liabilities measured at level 3 of the fair value hierarchy are presented below:

 

 

Consolidated

Balance as of December 31, 2023

112,196

Update of earnout assumptions

(21,773)

Settlement

(7,500)

Monetary variation

7,055

Balance as of September 30, 2024

89,978

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


Financial risk management

The Company and its subsidiaries are exposed to strategic/operational risks and economic/financial risks. Operational/strategic risks (including demand behavior, competition, technological innovation, and material changes in the industry) are addressed by the Company’s management model.

 

Economic/financial risks primarily reflect default of customers, behavior of macroeconomic variables, such as commodities prices, exchange and interest rates, as well as the characteristics of the financial instruments used and their counterparties. These risks are managed through specific strategies and control policies.

             

The Company has a financial risk policy approved by its 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 Financial Risk Committee (“Committee”) is responsible for monitoring the compliance with the Policy and deciding on any cases of non-compliance. The Audit and Risk Committee (“CAR”) advises the Board of Directors in the efficiency of controls and in the review of the Risk Management Policy. The Risk, Integrity and Audit Director monitors the compliance with the Policy and reports to CAR and the Board of Directors the exposure to the risks and any cases of non-compliance with the Policy.

 

The Company and its subsidiaries are exposed to the following risks, which are mitigated and managed using specific financial instruments:

 

Risks

 

Exposure origin

 

Management

Market risk - exchange rate

 

Possibility of losses resulting from exposures to exchange rates other than the functional presentation currency, which may be of a financial or operational origin.


Seek exchange rate neutrality, using hedging instruments if applicable.

Market risk - interest rate

 

Possibility of losses resulting from the contracting of fixed-rate financial assets or liabilities.


Maintain most of the net financial exposure indexed to floating rates, linked to the basic interest rate.

Market risk - commodity prices

 

Possibility of losses resulting from changes in the prices of the main raw materials or products sold by the Company and their effects on profit or loss, balance sheet and cash flow.


Hedging instruments, if applicable.

Credit risk

 

Possibility of losses associated with the counterparty's failure to comply with financial obligations due to insolvency issues or deterioration in risk classification.


Diversification and monitoring of counterparty’s solvency and liquidity indicators.

Liquidity risk

 

Possibility of inability to honor obligations, including guarantees, and incurring losses.


For cash management: financial investments liquidity.

For debt management: seek the combination of better terms and costs, by monitoring the ratio of average debt term to financial leverage.

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


a. Market risk - exchange and interest rates


Currency risk management is guided by neutrality of currency exposures and considers the risks associated to changes in exchange rates. The Company considers as its main exposure the assets and liabilities in foreign currency.

 

The Company and its subsidiaries use foreign exchange hedging instruments to protect their assets, liabilities, receipts, disbursements and investments in foreign currencies. These instruments aim to reduce the effects of exchange rate variations, within the exposure limits of its Policy.

 

As to the interest rate risk, the Company and its subsidiaries raise and invest funds mainly linked to the DI. The Company seeks to maintain most of its financial assets and liabilities with floating interest rates, adopting instruments that hedge against the risk of changes in interest rates.

                           

The assets and liabilities exposed to foreign currency, translated to Reais, and/or exposed to floating interest rates are shown below:

 

 

 

 

Exchange rate

 

 

Interest rate

 

Note

Currency

09/30/2024

 

12/31/2023

 

Index

09/30/2024

 

12/31/2023

Assets

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents, and financial investments

4.a

USD

2,602,549

 

371,474

 

DI

3,600,903

 

5,559,318

Trade receivables, net of allowance for expected credit losses

5.a

USD

80,091

 

84,855

 

-

 

Trade receivables - sale of subsidiaries

5.c

BRL/ USD

 

715,877

 

DI

 

208,487

Other assets in foreign currency

-

USD

378,240

 

152,393

 

-

 

 

 

 

3,060,880

 

1,324,599

 

 

3,600,903

 

5,767,805

Liabilities

 

 

 

 

 

 

 

 

 

 

Loans, financing and debentures (1)

15.a

USD/ EUR/ JPY

(6,320,709)

 

(5,297,013)

 

DI

(3,071,657)

 

(1,242,524)

Loans – FINEP

15.a

 

 

 

TJLP

-

 

(1,264)

Payables arising from imports

16.a

USD

(720,596)

 

(1,730,426)

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(7,041,305)

 

(7,027,439)

 

 

(3,071,657)

 

(1,243,788)

Derivative instruments

26.f

USD/ EUR/ JPY

3,651,195

 

5,309,125

 

DI

(6,832,808)

 

(8,567,676)

 

 

 

 

 

 

 

 

 

 

 

Net liability position - total

 

 

(329,230)

 

(393,715)

 

 

(6,303,562)

 

(4,043,659)

Net liability position - effect on equity

 

 

 

(10,857)

 

 

 

Net liability position - effect on profit or loss

 

 

(329,230)

 

(382,858)

 

 

(6,303,562)

 

(4,043,659)

 

(1) Gross transaction costs of R$ 8,384 (R$ 10,116 as of December 31, 2023) and discount on notes in the foreign market of R$ 5,961 (R$ 8,107 as of December 31, 2023).



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


Sensitivity analysis with devaluation of the Real and interest rate increase

 

 

Exchange rate - Real devaluation (i)

 

Interest rate increase (ii)

Effect on profit or loss

(9,192)

 

(46,074)

Total

(9,192)

 

(46,074)

 

(i) The average U.S. dollar rate of R$ 5.6002 was used for the sensitivity analysis, based on future market curves as of September 30, 2024 on the net position of the Company exposed to the currency risk, simulating the effects of devaluation of the Real on profit or loss. The closing rate considered was R$ 5.4481. The table above shows the effects of the exchange rate changes on the net liability position of R$ 329,230 in foreign currency as of September 30, 2024.

(ii) For the probable scenario presented, the Company used as a base scenario the market curves affected by the Interbank Deposit (DI) rate and the Long-Term Interest Rate (TJLP). The sensitivity analysis shows the incremental expenses and income that would be recognized in financial result, if the market curves of floating interest at the base date were applied to the average balances of the current year. The annual base rate used was 10.79% and the sensitivity rate was 11.84% according to reference rates made available by B3.

 

b. Market risk - commodity prices

 

The Company and its subsidiaries are exposed to commodity price risk, mainly in relation to diesel and gasoline, affected by macroeconomic and geopolitical factors.

 

The foreign exchange derivative instruments and commodities designated as fair value hedge are concentrated in subsidiary IPP. The objective is to convert the cost of the imported product from fixed to variable until fuel blending, aligning it to the sales price. IPP uses over-the-counter derivatives for this hedge operation, aligning them with the value of the inventories of imported product.



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

To mitigate this risk, the Company continuously monitors the market and uses hedge operations with derivative contracts, traded on the stock exchange and the over-the-counter market.

 

Derivative

 

Fair value (R$ thousand)

 

Possible scenario (∆ of 10% - R$ thousand)

 

 

09/30/2024

 

12/31/2023

 

09/30/2024

 

12/31/2023

Commodity forward

 

16,449

 

20,702

 

23,291

 

2,663

 

(1) The table above shows the positions of derivative financial instruments to hedge commodity price risk as of September 30, 2024 and December 31, 2023, in addition to a sensitivity analysis considering a valuation of 10% of the closing price for each year.

 

c. Credit risk

 

Credit risk is related to the possibility of non-compliance with a commitment by a counterparty in a transaction. Credit risk is managed strategically and arises from cash equivalents, financial investments, derivative financial instruments and trade receivables, among others.

 

c.1 Financial institutions and government

 

The credit risk of financial institutions and governments related to cash and cash equivalents, financial investments and derivative financial instruments as of September 30, 2024, by counterparty rating, is summarized below:

 

 

 

Fair value

Counterparty credit rating

 

09/30/2024

 

12/31/2023

AAA

 

7,206,167

 

6,714,493

AA

 

112,842

 

408,375

A

 

11,516

 

464

Others (*)

 

39,027

 

47,231

Total

 

7,369,552

 

7,170,563

 

(*) Refers substantially to investments as minority interest, which are classified as long-term investments.



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

c.2 Trade receivables

 

Credit granting is managed in subsidiaries based on policies and criteria specific to each business segment. The process includes credit analysis, the establishment of limits and required guarantees, with approval at predefined approval levels.

 

The subsidiaries manage credit throughout the customer’s life cycle, with specific processes for monitoring credit risk and renegotiating or executing credit, as applicable.

 

For further information on the allowance for expected credit losses, see Note 5.b.

 

d. Liquidity risk

 

Liquidity risk is the possibility of the Company facing difficulties to comply with its financial obligations, which must be settled with payments or other financial assets.

 

The main sources of liquidity of the Company and its subsidiaries arise from:

 

(i)     cash and financial investments;

(ii)    cash flow generated by its operations; and

(iii)   loans.

 

The Company and its subsidiaries have sufficient working capital and sources of financing to meet their current needs. As of September 30, 2024, the Company and its subsidiaries had R$ 4,232,771 in cash, cash equivalents, and short-term financial investments (for quantitative information, see Note 4).

 

The table below presents a summary of financial liabilities and leases payable as of September 30, 2024 by the Company and its subsidiaries, listed by maturity. The amounts presented are the contractual undiscounted cash flows, and may differ from the amounts disclosed in the statement of financial position:

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

Less than 1 year

Between 1 and 3 years

Between 3 and 5 years

More than 5 years

Total

Loans including future contractual interest (1) (2)

3,957,744

6,078,175

4,524,140

1,476,160

16,036,219

Derivative instruments (3)

(473,070)

(592,240)

(389,028)

(32,321)

(1,486,659)

Trade payables

3,050,954

3,050,954

Trade payables - reverse factoring

1,291,458

1,291,458

Leases payable

422,286

515,646

352,544

941,222

2,231,698

Financial liabilities of customers

43,172

193,947

237,119

Contingent consideration

89,978

89,978

Other payables

175,230

19,403

194,633

 

8,467,774

6,214,931

4,577,634

2,385,061

21,645,400

 

(1) The interest on loans was estimated based on the US dollar futures contracts, Yen futures contracts, Euro futures contracts and on the future yield curves of the DI x fixed rate and DI x IPCA contracts, quoted on B3 as of September 30, 2024.

(2) Includes estimated interest on short-term and long-term loans until the contractually foreseen payment date.

(3) The derivative instruments were estimated based on the US dollar futures contracts and the future curves of the DI x fixed rate and DI x IPCA contracts, quoted on B3 as of September 30, 2024. In the table above, only the derivative instruments with negative results at the time of settlement were considered.

 

e. Capital management

 

The Company manages and optimizes its capital structure based on indicators to ensure business continuity while maximizing return to its shareholders.

 

Capital structure is comprised of net debt (loans and financing, including debentures, according to Note 15 and leases payable according to Note 12.b, after deduction of cash, cash equivalents and financial investments, according to Note 4 and equity.

 

The Company may change its capital structure according to economic and financial conditions. Moreover, the Company also seeks to improve its return on invested capital by implementing efficient working capital management and a selective investment program.

 

Annually, the Company and its subsidiaries revise their capital structure, evaluating the cost of capital and the risks associated with each class of capital including the leverage ratio analysis, which is determined as the ratio between net debt and equity.

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


The leverage ratio at the end of the period is as follows:

 

 

 

Consolidated

 

 

09/30/2024

 

12/31/2023

Gross debt (a)

 

15,337,276

 

13,291,951

Cash, cash equivalents, and short-term investments (b)

 

7,369,552

 

7,170,563

Net debt = (a) - (b)

 

7,967,724

 

6,121,388

Equity

 

15,348,484

 

14,029,826

Net debt-to-equity ratio

 

51.91%

 

43.63%

 

f. Selection and use of derivative financial instruments

 

In selecting derivative instruments the Company considers the estimated rates of return, risks, liquidity, calculation methodology for the carrying and fair values, and the applicable documentation.

 

Derivative financial instruments are used to hedge identified risks, at amounts that do not exceed 100% of the identified risk. Derivatives are referred to as "derivative instruments" to reflect their restricted function of hedging identified risks.

 

The table below summarizes the gross balance of the position of derivative instruments contracted as well as of the gains (losses) that affect the equity and the statement of income of the Company and its subsidiaries:



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

Derivatives designated as hedge accounting

 

 

 

 

 

 

 

 

 

 

Product

 

Contracted rates

 

Maturity

 

Notional amount (2)

 

Fair value as of 09/30/2024

 

Gains (losses) as of 09/30/2024

 

 

Assets

Liabilities

 

 

 

09/30/2024

 

Assets

 

Liabilities

 

Results

Foreign exchange swap (1)

 

USD + 5.51%

109.9% of DI

 

Sept/25

 

USD 106,067

 

19,108

 

-

 

107,921

Foreign exchange swap (1)

 

EUR + 5.16%

109.4% of DI

 

Mar/25

 

EUR 115,518

 

48,565

 

 

50,542

Foreign exchange swap (1)

 

JPY + 1.50%

109.4% of DI

 

Mar/25

 

JPY 12,849,893

 

20,043

 

(52,319)

 

48,576

Foreign exchange swap (1)

 

SOFR + 1.29%

112.5% of DI

 

Sept/25

 

USD 4,535

 

 

(445)

 

(445)

Interest rate swap (1)

 

5.07%

104.0% of DI

 

Jun/32

 

BRL 2,873,693

 

417,696

 

 

(166,318)

Interest rate swap (1)

 

10.48%

103.6% of DI

 

Jul/27

 

BRL 615,791

 

 

(21,572)

 

(33,845)

Commodity forward (1)

 

BRL

Heating Oil/ RBOB

 

Dec/24

 

USD 80,998

 

2,713

 

(1,374)

 

(17,086)

NDF (1)

 

BRL

USD

 

Dec/24

 

USD 4,275

 

865

 

(4,251)

 

(33,034)

 

 

 

 

 

 

 

Total - Designated

 

508,990

 

(79,961)

 

(43,689)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives not designated as hedge accounting

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange swap
USD + 0.00% 52.5% of CDI
Jun/29
USD 300,000
343,543


142,658
NDF
USD BRL
Dec/24
USD 38,498
(2,675)


42,881

Commodity forward

 

BRL

Heating Oil/ RBOB

 

Mar/25

 

USD 93,907

 

23,226

 

(5,280)

 

38,896

Interest rate swap

 

USD + 5.25%

CDI - 1.4%

 

Jun/29

 

USD 300,000

 

 

(249,104)

 

(84,475)

 

 

 

 

 

 

 

Total Not designated

 

364,094

 

(254,384)

 

139,960

 

 

 

 

 

 

 

Total

 

873,084

 

(334,345)

 

96,271

 

(1) Derivative financial instruments designated for fair value hedge accounting (see Note 26.g.1).

(2) Currency as indicated.



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

Derivatives designated as hedge accounting

 

 

 

 

 

 

 

 

Product

 

Contracted rates

 

Maturity

 

Notional amount (3)

 

Fair value as of 09/30/2023

 

Gains (losses) as of 09/30/2023

 

 

Assets

Liabilities

 

 

 

09/30/2023

 

Assets

 

Liabilities

 

Results

 

Equity

Foreign exchange swap (2)

 

USD + 0.00%

53.6% of DI

 

Oct/26

 

USD 234,000

 

 

(117,283)

 

(77,648)

 

(37,020)

Foreign exchange swap (1)

 

USD + 5.41%

110.0% of DI

 

Sept/25

 

USD 206,067

 

 

(87,173)

 

(189,714)

 

Foreign exchange swap (1)

 

EUR + 5.12%

111.9% of DI

 

Jan/24

 

EUR 22,480

 

 

(21,011)

 

(21,786)

 

Foreign exchange swap (1)

 

JPY + 1.50%

109.4% of DI

 

Mar/25

 

JPY 12,564,393

 

 

(114,624)

 

(124,604)

 

Interest rate swap (1)

 

IPCA + 5.03%

102.9% of DI

 

Jun/32

 

BRL 3,226,054

 

290,380

 

 

11,390

 

Interest rate swap (1)

 

10.15%

104.0% of DI

 

Jun/27

 

BRL 415,791

 

 

(9,527)

 

(3,857)

 

Commodity forward (1)

 

BRL

Heating Oil/ RBOB

 

Dec/23

 

USD 44,856

 

3,441

 

(7,412)

 

(161,383)

 

NDF (1)

 

BRL

USD

 

Oct/23

 

USD 89,362

 

834

 

(3,655)

 

8,818

 

 

 

 

 

 

 

 

Total - Designated

 

294,655

 

(360,685)

 

(558,784)

 

(37,020)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives not designated as hedge accounting

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange swap

 

USD + 0.00%

53.0% of CDI

 

Jun/29

 

USD 375,000

 

153,337

 

(49,471)

 

(179,939)

 

NDF

 

USD

BRL

 

Nov/23

 

USD 187,718

 

16,711

 

(1,427)

 

(67,516)

 

Commodity forward

 

BRL

Heating Oil/ RBOB

 

Jan/24

 

USD 363

 

980

 

(305)

 

5,808

 

Interest rate swap

 

USD + 5.25%

1.4% of CDI

 

Jun/29

 

USD 300,000

 

 

(286,457)

 

(30,735)

 

 

 

 

 

 

 

 

Total Not designated

 

171,028

 

(337,660)

 

(272,382)

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

465,683

 

(698,345)

 

(831,166)

 

(37,020)

 

(1) Derivative financial instruments designated for fair value hedge accounting (see Note 26.g.1).

(2) Derivative financial instruments designated for cash flow hedge accounting (see Note 26.g.2).

(3) Currency as indicated.

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


g. 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.

 

The hedged items and the hedging instruments have a high correspondence, since the contracted instruments have characteristics equivalent to the transactions considered as the hedged item. The Company and its subsidiaries designated a hedge ratio for transactions designated as hedge accounting, since the underlying risks of the hedging instruments correspond to the risks of the hedged items.

 

The Company and its subsidiaries discontinue the hedge accounting when the hedging instrument is settled, the hedged item ceases to exist or the hedge no longer meets the requirements for hedge accounting due to the absence of an economic relationship between the hedged item and the hedging instrument.

 

g.1 Fair value hedge

 

The Company and its subsidiaries use derivative financial instruments such as fair value hedge to mitigate the risk of variations in interest and exchange rates, which affect the amount of contracted debts.

 

g.2 Cash flow hedge

 

In September 2024, the Company and its subsidiaries do not have cash flow hedges.

 

h. Financial instruments (energy trading futures contracts)

 

The Company through its subsidiaries operate in the Free Contracting Environment (ACL) and have entered into bilateral energy purchase and sale contracts with different market players. Accordingly, the Company assumes short and long-term commitments. As a result of mismatched operations, it assumes energy surplus or deficit positions, which are measured at a future market price curve (forward curve). Therefore, the Company designates these contracts as financial instruments, according to IFRS 9/CPC 48, at the beginning of the contract, to include the recording of the correct exposure to the risk of future purchase and sale transactions of bilateral contracts.

 

Sensitivity analysis – level 2 hierarchy

 

 

Valuation technique

Fair value of energy contracts

Sensitivity of inputs to fair value (a)

Financial assets

Discounted cash flow method

344,593

+10%

417,735

-10%

309,955

 

 

 

 

Financial liabilities

148,915

+10%

224,047

-10%

112,287

 

(a) This 10% variation scenario represents a fluctuation considered reasonable by the Company, based on the history of negotiations concluded under similar market conditions.



Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


 

a. Contracts

 

Subsidiary Ultracargo Logística has agreements related to its port facilities in Aratu, Suape, Itaqui and Vila do Conde. Such agreements establish a minimum cargo movement, 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

1,468,105 m3

2049

Vila do Conde

343,625 ton.

2044

 

(*) Contract in the process of being renewed with the appropriate body, being judicialized by favorable decision, until the public entity completes the analysis so that the new amendment is signed.  In a decision by the Ministry of Infrastructure, the investment plans presented by Ultracargo were preliminarily approved, and the Waterway Transport Regulatory Agency (ANTAQ) approved the technical, economic and environmental feasibility study of this extension project.

 

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 September 30, 2024, these rates were R$ 9.64 and R$ 3.05 per ton for Aratu and Suape, respectively, and R$ 0.98 per m³ for Itaqui. According to contractual conditions and tolerances, as of September 30, 2024, there were no material pending issues regarding the minimum limits of the contract.

 

 

a. Serra Diesel Transportador Revendedor Retalhista Ltda.

 

On September 1, 2023, through the subsidiary Ultrapar Mobilidade Ltda. the Company acquired 60% of the voting share capital of Serra Diesel Transportador Revendedor Retalhista Ltda. (“Serra Diesel”), qualifying the transaction as a business combination as defined in IFRS 3 (CPC 15 (R1)) – Business Combinations. The acquisition complements Ultrapar's operations in the mobility and liquid fuel distribution segment.

 

Serra Diesel was established in 2006 and its main activity is the fuel trade carried out by a wholesale carrier-reseller-retailer, with presence in the southern region of Brazil.

 

The initial payment, including the capital contribution in the amount of R$ 16,193, totaled R$ 21,193. The remaining amount of R$ 4,816, was recorded under “Other payables” and paid after the contractual clauses have been fulfilled. The Company, based on applicable accounting standards and supported by an independent appraisal firm, calculated the definitive amounts for the purchase price allocation as of August 31 and determined the final goodwill in the amount of R$ 1,413.

 


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 

The table below summarizes the provisional balances of assets acquired and liabilities assumed on the acquisition date recognized at fair value, subject to adjustment for purchase price allocation and goodwill determination:

 

Assets

 

Cash and cash equivalents

1,719

Trade receivables

28,475

Inventories

9,128

Recoverable taxes

2,551

Other receivables

  55

Other investments

298

Right-of-use assets, net

25,500

Property, plant and equipment, net

41,938

Intangible assets, net

11,634

Liabilities

 

Loans and financing

17,337

Trade payables

26,965

Salaries and related charges

1,933

Taxes payable, income and social contribution taxes payable

   376

Leases payable

25,500

Other payables

8,194

Goodwill based on expected future profitability

1,413

Non-controlling interests

16,397

Assets and liabilities consolidated in the opening balance

26,009



Assets acquired

72,779

Liabilities assumed

48,183

Goodwill based on expected future profitability

1,413

 

 

Acquisition value

26,009

Comprised by

 

Cash

5,000

Acquisition of ownership interest via capital contribution (as non-controlling interests)

16,193

Contingent consideration to be settled

4,816

Total consideration

26,009



Net cash outflow resulting from acquisition

 

Initial consideration in cash

(5,000)

Contingent consideration settled

(4,816)

Cash and cash equivalents acquired

1,719

Total

(8,096)

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


b. Opla - Terminal de Combustíveis Paulínia S.A.

 

On July 1, 2023, through its subsidiary Ultracargo Logística S.A., the Company acquired a 50% interest in Terminal de Combustíveis Paulínia S.A. (“Opla”), qualifying the transaction as an acquisition of a joint venture as defined in IAS 28 (CPC 18 (R2) – Investments in Associates and Joint Ventures) and IFRS 11 (CPC 19 (R2) - Joint Arrangements). The acquisition of interest in Opla marked Ultracargo's entry into the inland liquid bulk storage and logistics segment, integrated with port terminals, in line with its growth plan. With the acquisition, Ultracargo and BP Biofuels Brazil Investments Ltd. (“BP”) become joint ventures of Opla.

 

The total amount of the operation was R$ 237,500 subject to working capital and net debt adjustments. The purchase price includes the transaction amount, including estimated working capital and net debt adjustments. The transaction was paid in a single installment of R$ 210,096 on July 1, 2023. The Company, based on applicable accounting standards and supported by an independent appraisal firm, calculated the definitive amounts for the purchase price allocation as of June 30, 2024, and determined the final goodwill in the amount of R$117,306.

 

The following table summarizes the balances of assets acquired and liabilities assumed at fair value on the acquisition date, including goodwill determination:

 

Assets

 

Cash and cash equivalents

3,248

Trade receivables

6,107

Recoverable taxes

402

Other receivables and other assets

                   1,057

Property, plant and equipment, net

248,951

Intangible assets, net

10,441

Liabilities

 

Loans and financing

44,568

Trade payables

911

Salaries and related charges

1,430

Taxes payable, income and social contribution taxes payable

  13,974

Other payables

23,923

Fair value of investee’s assets and liabilities

185,580

Fair value of assets and liabilities according to Ultracargo's interest

92,790

Goodwill based on expected future profitability

117,306

Acquisition value

210,096

 

The goodwill determined on the operation is based on the expected future profitability and on the synergy with the operations of Ultracargo, supported by the appraisal report, after allocation of the identified assets. The goodwill is expected to be deductible for income tax purposes.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


In the process of identifying assets and liabilities, intangible assets that were not recognized in the books of the acquired entity were also considered, as shown below:

 

 

R$

 

Useful life

 

Amortization method

Licenses

612

 

5 years

 

Straight line

Customer list and relationship

4,609

 

6 years

 

Straight line

Total

5,221

 

 

 

 

 

c. Hidrovias do Brasil S.A.

 

In 2023, the Company began the process of acquiring an interest in Hidrovias do Brasil S.A. (“Hidrovias”), through the purchase of a 4.99% direct interest and a 4.99% indirect interest, through Total Return Swaps (“TRS”), recognized as financial asset and measured at fair value in accordance with IFRS 9/CPC 48. On March 18, 2024, the Company contributed its direct interest to its subsidiary Ultrapar Logística Ltda. and settled the TRS. From this date, all transactions have been carried out through the subsidiary Ultrapar Logística Ltda.

 

On May 7, 2024, the subsidiary Ultrapar Logística completed the purchase of 128,369,488 shares from Pátria Investimentos that represented 16.88% of its share capital of Hidrovias, for R$ 3.98/share.

 

In May 2024, when obtaining sufficient evidence demonstrating its power to exert significant influence on decisions regarding Hidrovias' financial and operational policies, the subsidiary Ultrapar Logística began to recognize its interest in Hidrovias as an investment in an associate with significant influence, in accordance with IAS 28/CPC 18.

 

In the period ended September 30, 2024, after the purchases of interests additional to those mentioned above, subsidiary Ultrapar Logística totaled an interest equivalent to 39.98% of Hidrovias' share capital.

 

The transaction amounts​for acquiring an interest in Hidrovias are shown below: 

 

Amount paid for the acquisition of shares – financial asset

579,066

Gain (loss) on fair value adjustment of financial assets

66,267

Total financial asset transferred to the investments line item

645,333

Subsequent acquisitions of additional interests

647,201

Total investment in Hidrovias (A)

1,292,534

Participation equivalent to equity of the associate (B)

534,639

Provisional goodwill on acquisition of investment (A-B)

757,895

 

The Company, based on applicable accounting standards and supported by an independent appraisal firm, is determining the statement of financial position as at the acquisition date, the fair value of assets and liabilities, and the purchase price allocation (“PPA”) will be completed in 2025.


Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024


d. WTZ Participações S.A.

 

On September 1, 2024, through the subsidiary Cia Ultragaz, the Company acquired 51.7% of the voting share capital of WTZ Participações S.A. (“Witzler”). The transaction qualifies as a business combination as defined in IFRS 3 (CPC 15 (R1)) – Business Combinations. This acquisition is in line with Ultragaz's strategy to expand its offering of energy solutions to its customers, leveraging on its capillarity, commercial strength, brand and extensive base of corporate and residential customers.

 

Witzler was founded in 2015 and its main activities are the sale of electric energy in the free market and energy management, with a national presence.

 

The initial payment, including the capital contribution of R$49,490, totaled R$104,490. The remaining transaction amount of R$45,384 was recorded under “Other payables” and will be paid after the contractual clauses have been fulfilled. The Company, based on applicable accounting standards and supported by an independent appraisal firm, is determining the statement of financial position as at the acquisition date, the fair value of assets and liabilities and, consequently, goodwill. The provisional goodwill determined is R$56,791. The purchase price allocation (“PPA”) will be completed in 2025.

 

The table below summarizes the balances of assets acquired and liabilities consolidated on the acquisition date, subject to adjustment for purchase price allocation and goodwill determination:

 

Assets

 

Cash and cash equivalents

5,399

Trade receivables

33,168

Recoverable taxes

3,036

Prepaid expenses

170

Other receivables

 306

Other investments

5

Property, plant and equipment, net

1,684

Intangible assets, net

11

Derivative instruments

200,686

Liabilities

 

Loans and financing

68

Trade payables

27,192

Salaries and related charges

2,533

Taxes payable, income and social contribution taxes payable

  81,112

Other payables

3,004

Goodwill based on expected future profitability

56,791

Non-controlling interests

63,058

Assets and liabilities consolidated in the opening balance

124,288

 

Ultrapar Participações S.A. and Subsidiaries Graphics

Notes to the interim financial information


For the period ended September 30, 2024

 



Assets acquired

126,388

Liabilities assumed

58,891

Goodwill based on expected future profitability 

56,791

Acquisition value

124,288



Comprised by

 

Cash

55,000

Acquisition of ownership interest via capital contribution (as non-controlling interests)

23,904

Contingent consideration to be settled

45,384

Total consideration

124,288



Net cash outflow resulting from acquisition

 

Initial consideration in cash

(55,000)

Cash and cash equivalents acquired

5,399

Acquisition value

(49,601)

 

 

3Q24 Earnings Release

Graphics

 

São Paulo, November 13, 2024 Ultrapar Participações S.A. (“Company” or “Ultrapar”, B3: UGPA3 / NYSE: UGP), operating in energy, mobility, and logistics infrastructure through Ipiranga, Ultragaz, Ultracargo and Hidrovias do Brasil (B3: HBSA3, “Hidrovias”), today announces its results for the third quarter of 2024. 


Net revenues

Adjusted EBITDA¹

Recurring Adjusted EBITDA¹

R$ 35

billion

R$ 1.5

billion

R$ 1.5
billion



Net income

Cash generation from operations

Investments

R$ 698
million

R$ 780
million

R$ 519
million

 

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

Highlights

  • Continuity of good operating results of Ultrapar.
  • Issuance of debentures by Ultragaz in July, in the amount of R$ 700 million, at a cost equivalent to CDI + 0.7% per year (below the average cost of gross debt).
  • Receipt of the last installment from the sale of Extrafarma, in the amount of R$ 222 million on August 1st by Ultrapar.
  • Ultrapar’s intention to exercise its preemptive right in the subscription of shares to be issued by Hidrovias due to the capital increase of up to R$ 1.5 billion at an issuance price of R$ 3.40/share, as approved at the Extraordinary General Meeting held by Hidrovias on October 1st.
  • Closing of the acquisition of Ultragaz’s stake of 51.7% in Witzler and the start of the implementation of the business plan.
  • Hosting of Ultra Day 2024, the annual event with investors and analysts to discuss the strategy of the Company and its businesses.
  • Contract of debt by Ultracargo with Banco do Nordeste to partially finance its expansions in the amount of R$ 252 million, with a term of 17 years and a cost of IPCA + 2.93% per year, equivalent to approximately 65% of the CDI.


3Q24 Graphics

 

Considerations on the financial and operational information

 

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 September 30, 2024, and prepared in accordance with the pronouncement CPC 21 (R1) - Interim Financial Reporting and the International Accounting Standard IAS 34 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 result of Hidrovias is accounted for with a two-month delay, impacting Ultrapar’s result through the “share of profit (loss) of subsidiaries, joint ventures and associates” line starting from July 2024. The information on Ipiranga, Ultragaz and Ultracargo is presented without the elimination of intersegment transactions. Therefore, the sum of such information may not correspond to Ultrapar’s consolidated information. Additionally, the financial and operational information 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 amortization of fair value adjustments on associates acquisition; 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 Resolution 156, issued by the CVM on June 23, 2022. The calculation of EBITDA based on net income is shown below:

 

R$ million

Quarter

YTD

3Q24

3Q23

2Q24

9M24

9M23

Net income

698

891

491

1,645

1,404

(+) Income and social contribution taxes

308

386

193

710

538

(+) Net financial (income) expenses

108

301

206

597

829

(+) Depreciation and amortization

275

279

322

874

828

EBITDA

1,389

1,858

1,212

3,826

3,598

 

 

 

 

 

 

Accounting adjustment

 

 

 

 

 

(+) Amortization of contractual assets with customers - exclusive rights

148

143

122

403

446

(+) Amortization of fair value adjustments on associates acquisition

0

-

2

2

-

Adjusted EBITDA

1,537

2,001

1,336

4,231

4,044

Ipiranga¹

967

1,493

817

2,604

2,541

Ultragaz

448

453

414

1,263

1,242

Ultracargo

168

173

165

498

476

Holding, Hidrovias and other companies¹

 

 

 

 

 

Holding

(52)

(54)

(53)

(145)

(156)

Hidrovias

9

-

-

9

-

Other companies

(4)

(4)

(8)

(14)

1

Extraordinary expenses/provisions and post-closing adjustments from the sales of Oxiteno and Extrafarma

-

-

-

16

-

Elimination of the sale of the Rondonópolis base

-

(59)

-

-

(59)







Non-recurring items that affected EBITDA

 

 

 

 

 

(-) Results from disposal of assets (Ipiranga)

(31)

(68)

(36)

(104)

(155)

(-) Earnout Stella (Ultragaz)

-

-

(17)

(17)

-

(-) Extraordinary expenses/provisions and post-closing adjustments from the sales of Oxiteno and Extrafarma

-

-

-

(16)

-

(+) Elimination of the sale of the Rondonópolis base

-

59

-

-

59

Recurring Adjusted EBITDA

1,506

1,992

1,282

4,093

3,948

Ipiranga¹

936

1,425

781

2,499

2,386

Ultragaz

448

453

397

1,246

1,242

Ultracargo

168

173

165

498

476

Holding, Hidrovias and other companies1

 

 

 

 

 

Holding

(52)

(54)

(53)

(145)

(156)

Hidrovias

9

-

-

9

-

Other companies

(4)

(4)

(8)

(14)

1

1 Balance prior to 2024 were restated between Ipiranga and other companies, reflecting the new organizational structure of KMV (formerly abastece aí). 

 

3Q24 Graphics

 

R$ million

ULTRAPAR

Quarter

YTD

3Q24

3Q23

2Q24

3Q24 x 3Q23

3Q24 x 2Q24

9M24

9M23

9M24 x 9M23

Net revenues

35,358

32,484

32,344

9%

9%

98,098

92,628

6%

Adjusted EBITDA

1,537

2,001

1,336

-23%

15%

4,231

4,044

5%

Recurring Adjusted EBITDA¹

1,506

1,992

1,282

-24%

17%

4,093

3,948

4%

Depreciation and amortization²

423

423

446

0%

-5%

1,279

1,274

0%

Financial result

(108)

(301)

(206)

-64%

-47%

(597)

(829)

-28%

Net income

698

891

491

-22%

42%

1,645

1,404

17%

Investments

519

380

479

37%

8%

1,437

1,130

27%

Cash flow from operating activities

780

1,901

1,298

-59%

-40%

1,505

2,088

-28%

 

1 Non-recurring items described in the EBITDA calculation table – page 2
2  Includes amortization of contractual assets with customers – exclusive rights and amortization of fair value adjustments on associates acquisition


Net revenues Total of R$ 35,358 million (+9% vs 3Q23 and 2Q24), driven by higher revenues from Ipiranga and Ultragaz. 

Recurring Adjusted EBITDA – Total of R$ 1,506 million (-24% vs 3Q23), due to lower EBITDA from Ipiranga. Compared to 2Q24, recurring Adjusted EBITDA increased by 17%, mainly due to better results from Ipiranga and Ultragaz.

Results from the Holding, Hidrovias and other companies Ultrapar recorded a negative result of R$ 46 million from the Holding, Hidrovias and other companies, comprised of (i) R$ 52 million negative EBITDA from the Holding, (ii) R$ 9 million from Hidrovias and (iii) R$ 4 million negative EBITDA from other companies, mainly due to the worse performance of the Refinaria Riograndense.

Depreciation and amortization – Total of R$ 423 million, stable compared to 3Q23 and 5% lower compared to 2Q24, mainly due to lower depreciation and amortization expenses at Ultragaz.

Financial result – Ultrapar recorded a net financial expense of R$ 108 million in 3Q24, an improvement of R$ 192 million compared to 3Q23, mainly due to a lower CDI rate and the one-off positive mark-to-market result of R$ 54 million this quarter. Compared to 2Q24, when net financial expenses were R$ 206 million, the difference is mainly explained by the positive mark-to-market result in 3Q24, compared to the one-off negative result of R$ 16 million in 2Q24.

Net income – Total of R$ 698 million (-22% vs 3Q23), due to lower EBITDA, partially offset by lower net financial expenses. Compared to 2Q24, net income increased by 42%, due to higher EBITDA and lower net financial expenses.

Cash flow from operating activities – Operating cash generation of R$ 780 million in 3Q24, impacted by the reduction of R$ 240 million in draft discount in 3Q24. Compared to the generation of R$ 1,901 million in 3Q23, there was a reduction mainly due to lower EBITDA and higher investment in working capital. 

3Q24 Graphics

 

IPIRANGA

Quarter

YTD

3Q24

3Q23

2Q24

3Q24 x 3Q23

3Q24 x 2Q24

9M24

9M23

9M24 x 9M23

Total volume (000 )

6,123

5,915

5,850

4%

5%

17,556

17,006

3%

Diesel

3,283

3,215

3,016

2%

9%

9,049

8,931

1%

Otto cycle

2,735

2,607

2,727

5%

0%

8,207

7,805

5%

Others¹

105

93

107

13%

-1%

300

270

11%

Adjusted EBITDA (R$ million)

967

1,493

817

-35%

18%

2,604

2,541

2%

Adjusted EBITDA margin (R$/m³)

158

252

140

-37%

13%

148

149

-1%

Non-recurring²

31

68

36

-54%

-14%

104

155

-33%

Recurring Adjusted EBITDA (R$ million)

936

1,425

781

-34%

20%

2,499

2,386

5%

Recurring Adjusted EBITDA margin (R$/m³)

153

241

133

-37%

15%

142

140

1%

Recurring Adjusted LTM EBITDA

(R$ million)³

3,660

2,686

4,148

36%

-12%

 

 

 

Recurring Adjusted LTM EBITDA margin (R$/m³)

155

117

177

33%

-13%

 

 

 

Fuel oils, arla 32, kerosene, lubricants and greases

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

Apart from the non-recurring items described on page 2, the LTM EBITDA calculation does not consider (i) in 4Q22: results from disposal of assets of R$ 41 million, credits and provisions of R$ 82 million, extraordinary tax credits of R$ 638 million and (ii) in 4Q23: results from disposal of assets of R$ 14 million, credits and provisions of R$ 20 million, extraordinary tax credits of R$ 563 million

 

Operational performance – Ipiranga’s sales volume grew by 4% compared to 3Q23, with a 5% increase in the Otto cycle, with a greater share of ethanol over gasoline in the product mix, and a 2% increase in diesel. Compared to 2Q24, the volume was 5% higher, mainly due to a 9% increase in diesel, a result of the typical seasonality between periods.

Net revenues – Total of R$ 32,115 million (+9% vs 3Q23 and 2Q24), mainly due to higher sales volume and the pass-through of fuel cost increases.

Cost of goods sold – Total of R$ 30,610 million (+11% vs 3Q23 and +9% vs 2Q24), mainly due to higher fuel costs and higher sales volume.

Sales, general and administrative expenses – Total of R$ 752 million (-4% vs 3Q23), due to lower contingency expenses, offset by higher provisions for doubtful accounts and personnel (collective bargaining agreement). Compared to 2Q24, general, administrative, and sales expenses decreased by 9%, reflecting lower personnel and depreciation expenses.

Other operating results – Total of negative R$ 124 million, an improvement of R$ 55 million compared to 3Q23, mainly due to lower expenses with carbon tax credits, and a reduction of R$ 14 million compared to 2Q24.

Result from disposal of assets – Total of R$ 31 million, resulting from the sale of 7 real estate assets, representing a 54% reduction compared to 3Q23 and 14% compared to 2Q24.

Recurring Adjusted EBITDA – Total of R$ 936 million, a 34% reduction compared to 3Q23, mainly due to lower margins (Ipiranga’s record result in 3Q23) and lower inventory gains in the period. Compared to 2Q24, the recurring Adjusted EBITDA increased by 20%, due to the reduction of sector irregularities, higher sales volume, and lower expenses.

Investments – R$ 239 million was invested in the quarter, directed towards the expansion and maintenance of Ipiranga’s service stations and franchises network and to logistics infrastructure, in addition to investments for the development of the company’s technology platform. Out of the total investments, R$ 67 million refers to fixed assets and additions to intangible assets, R$ 149 million to contractual assets with customers (exclusivity rights), and R$ 22 million to installments from financing granted to customers and advance payments of rentals, net of releases.

3Q24 Graphics

 

ULTRAGAZ

Quarter

YTD

3Q24

3Q23

2Q24

3Q24 x 3Q23

3Q24 x 2Q24

9M24

9M23

9M24 x 9M23

Total volume (kton)

473

456

437

4%

8%

1,311

1,315

0%

Bottled

297

292

281

2%

6%

831

847

-2%

Bulk

175

164

156

7%

12%

480

468

3%

Adjusted EBITDA (R$ million)

448

453

414

-1%

8%

1,263

1,242

2%

Adjusted EBITDA margin (R$/ton)

948

992

948

-4%

0%

963

945

2%

Non-recurring¹

-

-

17

n/a

n/a

17

-

n/a

Recurring Adjusted EBITDA (R$ million)

448

453

397

-1%

13%

1,246

1,242

0%

Recurring Adjusted EBITDA margin (R$/ton)

948

992

909

-4%

4%

950

945

1%

Recurring Adjusted LTM EBITDA² (R$ million)

1,652

1,607

1,656

3%

0%

 

 

 

Recurring Adjusted LTM EBITDA margin² (R$/ton)

953

920

964

3%

-1%

 

 

 

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

LTM EBITDA does not consider R$ 333 million of extraordinary tax credits in 4Q22

 

Operational performance – The volume sold by Ultragaz’s in 3Q24 increased by 4% compared to 3Q23, as a result of a 7% increase in sales of bulk LPG, mainly due to higher sales to industries, as well as a 2% increase in sales of bottled LPG, driven by higher market demand. Compared to 2Q24, sales volume was 8% higher, reflecting higher sales to industries and the typical seasonality between periods.

Net revenues – Total of R$ 3,027 million (+12% vs 3Q23 and 2Q24), mainly due to higher sales volume and the pass-through of LPG cost increases.

Cost of goods sold – Total of R$ 2,422 million (+15% vs 3Q23), due to higher sales volume and higher expenses with freight, personnel and bottle requalification. Compared to 2Q24, the cost of goods sold increased by 12%, mainly due to higher sales volume and LPG cost increases during the period.

Sales, general and administrative expenses – Total of R$ 241 million (+1% vs 3Q23), reflecting higher personnel expenses (collective bargaining agreement), provisions for doubtful accounts, and freight (higher sales volume), offset by initiatives to increase operational efficiency and lower sales commission expenses. Compared to 2Q24, sales, general and administrative expenses increased by 6%, mainly due to higher expenses with freight (higher sales volume) and personnel.

Other operating results – Total of R$ 13 million, an improvement of R$ 6 million compared to 3Q23, due to the receipt of compensations and contractual fines. Compared to 2Q24, the other operating results line was worse by R$ 8 million, mainly due to a non-recurring effect related to the reduction of R$ 17 million in the earnout payable from the acquisition of Stella, due to the exit of a partner in the 2Q24, offset by the aforementioned receipts.

Recurring Adjusted EBITDA – Total of R$ 448 million (-1% vs 3Q23). Compared to 2Q24, EBITDA increased by 13%, due to higher sales volume and a more normalized commercial environment in the bottled segment.

Investments – R$ 109 million was invested in the quarter, primarily directed towards equipment installed for new customers in the bulk segment, the acquisition and replacement of bottles, and expansion into new energy segments.

3Q24 Graphics

 

ULTRACARGO

Quarter

YTD

3Q24

3Q23

2Q24

3Q24 x 3Q23

3Q24 x 2Q24

9M23

9M24

9M24 x 9M23

Installed capacity¹ (‘000 m³)

1,067

1,059

1,067

1%

0%

1,067

990

8%

sold (‘000 m³)

4,357

4,342

4,307

0%

1%

12,860

11,431

12%

Adjusted EBITDA (R$ million)

168

173

165

-3%

2%

498

476

5%

Adjusted EBITDA margin (%)

63%

65%

63%

-2.1pp

0.6pp

63%

63%

0.1pp

Adjusted LTM EBITDA (R$ million)

653

606

658

8%

-1%

 

 

 

Adjusted LTM EBITDA margin (%)

62%

61%

63%

0.8pp

-0.5pp

 

 

 

1  Monthly average

 

Operational performance – Ultracargo’s average installed capacity grew by 1% compared to 3Q23, due to the addition of the Rondonópolis base in 2023. The sold remained stable compared to 3Q23, with the startup of operations in Rondonópolis and higher handling in Opla, Vila do Conde, and Suape being offset by lower spot handling in Santos, Itaqui e Aratu. Compared to 2Q24, sold increased by 1%, due to higher handling in Itaqui and Suape, offset by lower handling in Aratu.

Net revenues – Total of R$ 266 million (+1% vs 3Q23), due to better tariffs, despite lower spot sales (which have higher rates). Compared to 2Q24, net revenues increased by 1%, due to higher sold and higher spot sales.

Cost of services provided – Total of R$ 97 million (+15% vs 3Q23), due to higher handling in the new terminals. Compared to 2Q24, the cost of services provided increased by 1%, due to higher personnel costs.

Sales, general and administrative expenses – Total of R$ 45 million, stable compared to 3Q23. Compared to 2Q24, sales, general and administrative expenses increased by 1% due to higher personnel expenses.

Adjusted EBITDA – Total of R$ 168 million (-3% vs 3Q23), reflecting mainly lower spot sales . Compared to 2Q24, Adjusted EBITDA increased by 2%, due to a higher m³ sold.

Investments Investments during the period totaled R$ 164 million, primarily directed towards construction or expansion projects at the Palmeirante, Opla, Itaqui, Santos and Rondonópolis terminals, in addition to investments aimed at increasing efficiency, maintenance, and operational safety at the terminals.

3Q24 Graphics

 

R$ million

ULTRAPAR - Indebtedness

Quarter

3Q24

3Q23

2Q24

Cash and cash equivalents

7,370

6,828

7,429

Gross debt

(13,848)

(12,378)

(13,703)

Leases payable

(1,489)

(1,532)

(1,426)

Net debt

(7,968)

(7,082)

(7,700)

Net debt/Adjusted LTM EBITDA¹

1.3x

1.4x

1.2x

Trade payables – reverse factoring (draft discount)

(1,291)

(1,175)

(1,531)

Financial liabilities of customers (vendor)

(211)

(354)

(244)

Receivables from divestments (Oxiteno and Extrafarma)

-

932

220

Net debt + draft discount + vendor + receivables

(9,470)

(7,679)

(9,256)

Average gross debt duration (years)

3.3

3.9

3.3

Average cost of gross debt

110% DI

106% DI

110% DI

DI + 1.0%

DI + 0.8%

DI + 1.0%

Average cash yield (% DI)

97%

99%

99%

1  LTM Adjusted EBITDA does not include closing adjustments from the sale of Extrafarma and extraordinary tax credits

 

Ultrapar ended 3Q24 with a net debt of R$ 8.0 billion (1.3x Adjusted LTM EBITDA), compared to R$ 7.7 billion in June 2024 (1.2x Adjusted LTM EBITDA). The increase in net debt is mainly due to the reduction of R$ 240 million in draft discount balance and the payment of dividends in August 2024. The increase in financial leverage reflects the lower EBITDA and higher net debt.


Cash and maturity profile and breakdown of the gross debt (R$ million):

 

Graphics

 

3Q24 Graphics

Updates on ESG themes

Ipiranga, Ultragaz, Ultracargo, and Hidrovias do Brasil received the Gold Seal from the GHG Protocol Program, which recognizes companies with emissions inventories verified by external assurance, highlighting their commitment to transparency and international quality standards.

In September, Ultrapar, Ipiranga and Iconic participated in ROG.e 2024 (Rio Oil and Gas), one of the largest global energy events, held in Rio de Janeiro with over 76 thousand participants. Panel discussions addressed topics such as the Brazilian energy matrix, public policies for energy transition, and challenges in the sector.

B3 Social and Instituto Ultra launched the Segunda Chamada (Second Call) campaign to support the rebuilding of schools in Canoas (state of Rio Grande do Sul). The initiative has already raised over R$ 2.2 million, benefiting around 15 thousand students.

In August, Ultrapar concluded the 3rd edition of the Social Acceleration Program, involving over 100 volunteers and supporting 16 NGOs in São Paulo, Campinas, Rio de Janeiro, and Duque de Caxias. Ultrapar volunteers supported selected NGOs by implementing initiatives that generate sustainable benefits for these organizations' management challenges.

Additionally, as part of Iconic's decarbonization initiatives, since August, the Duque de Caxias (state of Rio de Janeiro) unit has been operating with biomethane-powered boilers, reducing carbon emissions by 40% in the first month of operation compared to 2020. Iconic’s projected biomethane demand is 150 thousand m³ per month. The supply is provided by Ultragaz, reinforcing the commitment to sustainability within Ultrapar's businesses.

In September, Ultragaz supported the Gastromotiva Community Meeting in Rio de Janeiro, with over 300 participants. The event highlighted social gastronomy as a tool for income generation and professional training, along with the importance of LPG in combating food insecurity. Additionally, by joining Childhood Brazil's Programa na Mão Certa (In the Right Hand), Ultragaz became a reporting channel for cases of child and teenager abuse or sexual exploitation, reinforcing the entire LPG supply chain’s commitment to this cause. In September, Ultragaz and CBMM, a niobium technology developer, established a partnership to replace fossil fuels with BioLPG at CBMM's industrial complex, promoting sustainable development. Finally, in partnership with CDP, Ultragaz offered certified courses for buyers and suppliers in September, training them on climate-related topics and encouraging them to incorporate climate solutions into their operations.

Ultracargo, in partnership with Associação Cactus in Ipojuca (state of Pernambuco), has been promoting the development of public-school students through supplementary classes and academic competitions. As a result, disclosed in August 2024, the region’s 2023 Basic Education Development Index score increased by 13% compared to 2019. Additionally, in August, Ultracargo conducted the first robot-automated cleaning and inspection of a water tank at the Itaqui (state of Maranhão) terminal, ensuring water savings and increased safety of assets and employees. In September, Ultracargo joined the Instituto Combustível Legal (Legal Fuel Institute), being the first player of the logistics sector to join this movement. The Institute’s mission is to build an ethical and fair environment in the fuel sector, combating fraud and promoting healthy competition. Ipiranga has also been a part of the Institute since 2020.

In August, Hidrovias signed a Technical Cooperation Agreement with the Secretariat of Environment and Sustainability of Pará (SEMAS), the first agreement of this kind made between SEMAS and a private company. The agreement aims at sustainable development and community well-being, including monitoring of fishing activities, combating illegal fishing, promoting food security, and strengthening sustainable tourism. With this partnership, Hidrovias reinforces its commitment to environmental protection and the improvement of the quality of life for riverside communities.

3Q24 Graphics

 

 Capital markets

Quarter

3Q24

3Q23

2Q24

Final number of shares (‘000 shares)

1,115,440

1,115,212

1,115,404

Market capitalization¹ (R$ million)

23,658

20,910

24,093

B3

 

 

 

Average daily trading volume (‘000 shares)

5,393

4,879

4,297

Average daily financial volume (R$ thousand)

122,972

91,984

106,068

Average share price (R$/share)

22.8

18.85

24.68

NYSE

 

 

 

Quantity of ADRs² (‘000 ADRs)

59,258

54,721

59,223

Average daily trading volume (‘000 ADRs)

1,211

1,372

1,340

Average daily financial volume (US$ thousand)

4,954

5,221

6,490

Average share (US$/ADRs)

4.09

3.81

4.84

Total

 

 

 

Average daily trading volume (‘000 shares)

6,604

6,251

5,637

Average daily financial volume (R$ thousand)

150,482

117,552

139,743

1  Calculated on the closing share price for the period

2  1 ADR = 1 common share

Ultrapar’s shares ended the quarter priced at R$ 21.21 on B3, a depreciation of 2% in the quarter, while the Ibovespa stock index appreciated by 6%. On the NYSE, Ultrapar’s shares depreciated by 1% while the Dow Jones index appreciated by 8% for the quarter. Ultrapar ended 3Q24 with a market cap of R$ 24 billion.

UGPA3 x Ibovespa performance

(Dec 28, 2023 = 100)

 Graphics

Source: Broadcast

3Q24 Conference call

Ultrapar will host a conference call with analysts and investors on November 14, 2024, to comment on the Company’s performance in the third quarter of 2024 and its outlook. The presentation will be available for download on the Company’s website 30 minutes prior to the start.  

The conference call will be broadcast via webcast and conducted in Portuguese with simultaneous translation into English. Please connect 10 minutes in advance.

 

Conference call in Portuguese with simultaneous translation into English

Time: 11h00 (BRT) / 09h00 (EST)

 

Access link via webcast

Participants from Brazil: click here

International participants: click here

 

3Q24 Graphics

 

R$ million

ULTRAPAR - Balance sheet   Sep 24   Sep 23   Jun 24 



ASSETS


Cash and cash equivalents

3,855 6,037 3,831
Financial investments and derivative financial instruments 377 209 301
Trade receivables and reseller financing 4,127 4,462 4,517
Trade receivables - sale of subsidiaries - 932 220
Inventories 4,742 3,914 3,990
Recoverable taxes 1,694 1,479 1,666
Energy trading futures contracts 140 - -
Prepaid expenses 127 127 151
Contractual assets with customers - exclusive rights 744 745 777
Other receivables 359 134 295
Total Current Assets 16,166 18,039 15,746
Financial investments and hedge derivative financial instruments 3,137 581 3,298
Trade receivables and reseller financing 710 545 691
Deferred income and social contribution taxes 1,326 1,187 1,268
Recoverable taxes 2,629 2,833 2,731
Energy trading futures contracts 205 - -
Escrow deposits  1,052 1,016 1,055
Prepaid expenses 56 51 62
Contractual assets with customers - exclusive rights 1,399 1,445 1,432
Other receivables 313 287 287
Investments in subsidiaries, joint ventures and associates 1,720 326 1,599
Right-of-use assets, net 1,691 1,742 1,612
Property, plant and equipment, net 6,756 6,090 6,585
Intangible assets, net 2,162 2,266 1,975
Total Non-Current Assets 23,156 18,370 22,594

 
Total Assets 39,322 36,409 38,340
LIABILITIES    
Trade payables 3,051 3,850 3,127
Trade payables - reverse factoring 1,291 1,175 1,531
Loans, financing and derivative financial instruments 2,932 1,088 2,987
Debentures 454 1,218 427
Salaries and related charges 466 459 399
Taxes payable 529 665 429
Leases payable 321 294 332
Energy trading futures contracts 92 - -
Financial liabilities of customers (vendor) 126 161 135
Provision for decarbonization credits 268 569 147
Other payables 761 464 635
Total Current Liabilities 10,292 9,942 10,151
Loans, financing and derivative financial instruments 5,580 5,803 6,179
Debentures 4,882 4,269 4,110
Energy trading futures contracts 57 - -
Provision for tax, civil and labor risks 1,242 1,175 1,252
Post-employment benefits 255 202 250
Leases payable 1,168 1,238 1,094
Financial liabilities of customers (vendor) 84 193 109
Other payables 413 343 342
Total Non-Current Liabilities 13,681 13,223 13,336
   
Total Liabilities 23,973 23,166 23,486
EQUITY    
Share capital 6,622 6,622 6,622
Reserves 6,999 5,263 6,999
Treasury shares (449) (471) (450)
Others 1,532 1,287 1,114
Non-controlling interests in subsidiaries 645 542 570
Total Equity 15,348 13,243 14,854
   
Total Liabilities and Equity 39,322 36,409 38,340
Cash and cash equivalents 7,370 6,828 7,429
Gross debt (13,848) (12,378) (13,703)
Leases payable (1,489) (1,532) (1,426)
Net debt (7,968) (7,082) (7,700)



3Q24 Graphics



R$ million

 ULTRAPAR - Income statement   Quarter   YTD 
 3Q24   3Q23  2Q24 9M24 9M23
       
Net revenues from sales and services 35,358 32,484 32,344 98,098 92,628
Cost of products sold and services provided (33,076) (29,619) (30,236) (91,646) (86,379)
Gross profit 2,282 2,864 2,108 6,451 6,249
       
Operating revenues (expenses)        
Selling and marketing (671) (577) (644) (1,884) (1,612)
General and administrative (421) (549) (514) (1,375) (1,472)
Results from disposal of assets 31 12 37 105 104
Other operating income (expenses), net (111) (171) (88) (337) (510)
Operating income 1,111 1,578 899 2,960 2,759
Financial result, net        
Financial income 221 296 281 662 673
Financial expenses (329) (597) (486) (1,258) (1,502)
Total share of profit (loss) of subsidiaries, joint ventures and associates        
Share of profit (loss) of subsidiaries, joint ventures and associates 4 (0) (8) (7) 12
Amortization of fair value adjustments on associates acquisition (0) - (2) (2) -
Income before income and social contribution taxes 1,006 1,278 684 2,355 1,942
Income and social contribution taxes        
   Current (366) (510) (307) (760) (814)
   Deferred 58 123 114 51 276
Net income 698 891 491 1,645 1,404
Net income attributable to:        
    Shareholders of Ultrapar 652 865 438 1,521 1,341
    Non-controlling interests in subsidiaries 47 26 53 124 63
Adjusted EBITDA 1,537 2,001 1,336 4,231 4,044
Non-recurring1 (31) (9) (54) (137) (96)
Recurring Adjusted EBITDA 1,506 1,992 1,282 4,093 3,948
Depreciation and amortization2 423 423 446 1,279 1,274
Total investments3 519 380 479 1,437 1,130
RATIOS        
Earnings per share (R$) 0.59 0.79 0.40 1.38 1.22
Net debt / Adjusted LTM EBITDA4 1.3x 1.4x 1.2x 1.3x 1.4x
Gross margin (%) 6.5% 8.8% 6.5% 6.6% 6.7%
Operating margin (%) 3.1% 4.9% 2.8% 3.0% 3.0%
Adjusted EBITDA margin (%) 4.3% 6.2% 4.1% 4.3% 4.4%
Recurring Adjusted EBITDA margin (%) 4.3% 6.1% 4.0% 4.2% 4.3%
Number of employees5 9,929 10,069 10,126    


1 Non-recurring items described in the EBITDA calculation table – page 2
2 Includes amortization with contractual assets with customers – exclusive rights and amortization of fair value adjustments on associates acquisition
Includes property, plant and equipment and additions to intangible assets (net of divestitures), contractual assets with customers (exclusive rights), initial direct costs of assets with right of use, contributions made to SPEs (Specific Purpose Companies), payment of grants, financing of clients, rental advances (net of receipts), acquisition of shareholdings and payments of leases
4 Adjusted LTM EBITDA does not include closing adjustments from the sale of Extrafarma and extraordinary tax credits
5 Number of employees for 2023 was revised to reflect new criteria (includes only active employees and employees on leave for up to 12 months)


3Q24 Graphics



R$ million

 ULTRAPAR - Cash flows  Quarter   YTD 
 3Q24   9M24   9M23 
Cash flows from operating activities      
Net income 698 1,645 1,404
Adjustments to reconcile net income to cash provided (consumed) by operating activities      
Share of profit (loss) of subsidiaries, joint ventures and associates and amortization of fair value adjustments on associates acquisition (4) 9 (12)
Amortization of contractual assets with customers - exclusive rights 148 403 446
Amortization of right-of-use assets 80 230 221
Depreciation and amortization 220 674 613
Interest and foreign exchange rate variations 252 944 1,073
Current and deferred income and social contribution taxes 308 710 538
Gain (loss) on disposal or write-off of property, plant and equipment, intangible assets and other assets (31) (141) (104)
Equity instrument granted 13 41 25
Provision for decarbonization - CBios 121 442 568
Other provisions and adjustments (1) 69 153
1,804 5,025 4,926
(Increase) decrease in assets      
Trade receivables and reseller financing 401 158 210
Inventories (753) (455) 1,020
Recoverable taxes (131) (440) (490)
Dividends received from subsidiaries, associates and joint ventures 0 2 13
Other assets (48) (180) 11
Increase (decrease) in liabilities      
Trade payables and trade payables - reverse factoring (343) (1,400) (2,398)
Salaries and related charges 64 (32) (4)
Taxes payable 8 (30) (21)
Other liabilities 88 (19) (68)
Acquisition of CBios and carbon credits (136) (587) (533)
Payments of contractual assets with customers - exclusive rights (90) (286) (364)
Payment of contingencies -   (31) (44)
Income and social contribution taxes paid (84) (220) (169)
Net cash provided (consumed) by operating activities 780 1,505 2,088
Cash flows from investing activities      
Financial investments, net of redemptions 34 (2,052) 186
Acquisition of property, plant, equipment and intangible assets (416) (1,099) (763)
Cash provided by disposal of investments and property, plant and equipment 279 1,256 425
Net cash consumed in the purchase of investments and other assets (140) (1,243) (304)
Capital decrease in subsidiaries, associates and joint ventures 1 1 -  
Net cash provided (consumed) by investing activities (242) (3,137) (455)
Cash flows from financing activities      
Loans, financing and debentures      
Proceeds 802 3,659 2,903
Repayments (739) (2,126) (2,489)
Interest and derivatives (paid) or received (112) (742) (782)
Payments of leases      
Principal (72) (211) (152)
Interest paid (34) (115) (112)
Dividends paid (320) (781) (400)
Proceeds from financial liabilities of customers -   -   7
Payments of financial liabilities of customers (41) (123) (140)
Capital increase made by non-controlling shareholders and redemption of shares -   14 -  
Related parties 2 (12) (26)
Net cash provided (consumed) by financing activities (514) (438) (1,192)
     
Effect of exchange rate changes on cash and cash equivalents in foreign currency - - (26)
     
Increase (decrease) in cash and cash equivalents 25 (2,070) 415
     
Cash and cash equivalents at the beginning of the period 3,831 5,926 5,622

     
Cash and cash equivalents at the end of the period 3,855 3,855 6,037
Non-cash transactions      
Addition on right-to-use assets and leases payable 176 274 196
Addition on contractual assets with customers - exclusive rights 26 54 67
Reclassification between financial assets and investment in associates -   645                       -  
Transfer between trade receivables and other assets accounts -   -   26
Issuance of shares related to the subscription warrants - indemnification - Extrafarma acquisition 2 6 0
Acquisition of property, plant and equipment and intangible assets without cash effect -   9 39



3Q24 Graphics


 
 R$ million
 IPIRANGA - Working capital   Sep 24   Sep 23  Jun 24
   
Operating assets    
   Trade receivables 3,442 3,875 3,866
   Non-current trade receivables 691 544 674
   Inventories 4,525 3,724 3,784
   Taxes 3,703 3,746 3,806
   Contractual assets with customers - exclusive rights 2,142 2,188 2,208
   Other 957 798 889
   Right-of-use assets 923 958 845
   Property, plant and equipment / Intangibles / Investments 4,633 4,576 4,414
   
Total operating assets 21,017 20,408 20,486
   
Operating liabilities    
   Trade payables 3,977 4,739 4,314
   Salaries and related charges 242 216 205
   Post-employment benefits 272 215 267
   Taxes 111 149 103
   Judicial provisions 414 394 437
   Leases payable 734 747 679
   Other 1,139 1,405 970
   
Total operating liabilities 6,888 7,865 6,975


3Q24 Graphics


   

R$ million 

 IPIRANGA - Income statement  Quarter YTD
 3Q24   3Q23  2Q24  9M24   9M23 
       
Net revenues 32,115 29,577 29,431 89,239 83,900
Cost of products sold and services provided (30,610) (27,487) (28,019) (84,942) (79,794)
Gross profit 1,505 2,089 1,412 4,298 4,105
       
Operating expenses        
Selling and marketing (508) (417) (505)    (1,448)    (1,141)
General and administrative (244) (365) (325) (842) (953)
Results from disposal of assets 31 68 36   104   156
Other operating income (expenses), net (124) (179) (109) (398) (526)
Operating income 661 1,197 509 1,714 1,641
  Share of profit (loss) of subsidiaries, joint ventures and associates (2) (0) (1) (5) (4)
Adjusted EBITDA 967 1,493   817 2,604 2,541
Non-recurring¹ (31)    (68)    (36) (104) (155)
Recurring Adjusted EBITDA 936 1,425 781 2,499 2,386
  Depreciation and amortization² 309 296 309 896 904
RATIOS        
   Gross margin (R$/m³) 246 353 241 245 241
   Operating margin (R$/m³) 108 202 87 98 96
   Adjusted EBITDA margin (R$/m³) 158 252 140 148 149
   Recurring Adjusted EBITDA margin (R$/m³) 153 241 133 142 140
Number of service stations 5,871 5,816 5,876
 
Number of employees³ 4,834 5,118 5,192  

 

1 Non-recurring items described in the EBITDA calculation table – page 2
2 Includes amortization with contractual assets with customers - exclusive rights
3 Number of employees for 2023 was revised to reflect new criteria (includes only active employees and employees on leave for up to 12 months)

 

3Q24 Graphics



R$ million

ULTRAGAZ - Working capital Sep 24 Sep 23 Jun 24
Operating assets    
Trade receivables 646 570 611
Non-current trade receivables 19 2 17
Inventories 204 178 194
Taxes 149 151 137
Escrow deposits 256 252 258
Energy trading futures contracts 345 - -
Other 95 124 103
Right-of-use assets 152 146 149
Property, plant and equipment / Intangibles 1,842
1,669 1,753
Total operating assets 3,707 3,091 3,222
Operating liabilities    
Trade payables 257 214 238
Salaries and related charges 140 144 122
Taxes 18 8 9
Judicial provisions 159 142 161
Leases payable 189 184 187
Energy trading futures contracts 149 - -
Other 74 60 75
Total operating liabilities 986 752 791

3Q24 Graphics



R$ million
ULTRAGAZ - Income statement  Quarter  YTD
3Q24  3Q23  2Q24 9M24  9M23 
       
Net revenues 3,027 2,699 2,694 8,221 8,116
Cost of products sold and services provided (2,422) (2,104) (2,168) (6,575) (6,464)
Gross profit 605 594 526 1,646 1,652
Operating expenses        
Selling and marketing (162) (158) (138) (431) (462)
General and administrative (79) (81) (90) (249) (229)
Results from disposal of assets 0 3 1 1 10
Other operating income (expenses), net 13 6 20 37 14
Operating income 377 364 320 1,005 985
Share of profit (loss) of subsidiaries, joint ventures and associates 0 0 0 1 0
Adjusted EBITDA 448 453 414 1,263 1,242
Non-recurring¹ - - (17) (17) -
Recurring Adjusted EBITDA 448 453 397 1,246 1,242
Depreciation and amortization² 71 89 94 258 257
       
RATIOS        
       
Gross margin (R$/ton) 1,280 1,302 1,206 1,255 1,256
Operating margin (R$/ton) 798 798 732 766 749
Adjusted EBITDA margin (R$/ton) 948 992 948 963 945
Recurring Adjusted EBITDA margin (R$/ton) 948 992 909 950 945
Number of employees³ 3,745 3,590 3,602    

¹Non-recurring items described in the EBITDA calculation table – page 2
² Includes amortization with contractual assets with customers - exclusive rights
³ Number of employees for 2023 was revised to reflect new criteria (includes only active employees and employees on leave for up to 12 months)

3Q24 Graphics



R$ million
 ULTRACARGO - Working capital   Sep 24   Sep 23  Jun 24




Operating assets    
Trade receivables 45 25 44
Inventories 13 11 12
Taxes 4 7 6
Other 47 90 59
Right-of-use assets 609 632 611
Property, plant and equipment / Intangibles / Investments 2,470 2,140 2,337
Total operating assets 3,187 2,905 3,069
   
Operating liabilities    
Trade payables 76 53 87
Salaries and related charges 45 53 37
Taxes 16 14 18
Judicial provisions 16 10 18
Leases payable 557 593 552
Other¹ 38 168 50
   
Total operating liabilities 749 893 761
¹ Includes the long term obligations with clients account

3Q24 Graphics



R$ million
 ULTRACARGO - Income statement   Quarter  YTD
 3Q24   3Q23  2Q24  9M24   9M23 
       
Net revenues 266 264 264 793 758
Cost of products sold and services provided (97) (84) (96) (285) (263)
Gross profit 169 180 168 508 495
Operating expenses        
Selling and marketing (3) (3) (2) (8) (9)
General and administrative (43) (42) (42) (127) (123)
Results from disposal of assets (0) (0) 0 (0) 0
Other operating income (expenses), net 6 2 3 11 3
Operating income 130 136 127 384 365
Total share of profit (loss) of subsidiaries, joint ventures and associates        
Share of profit (loss) of subsidiaries, joint ventures and associates 0 2 1 2 10
Amortization of fair value adjustments on associates acquisition (0) - (2) (2) -
       
Adjusted EBITDA 168 173 165 498 476




Depreciation and amortization¹ 39 34 39 114 101





RATIOS        
       
Gross margin (%) 63.5% 68.2% 63.7% 64.1% 65.3%
Operating margin (%) 48.8% 51.6% 48.2% 48.4% 48.2%
Adjusted EBITDA margin (%) 63.2% 65.3% 62.6% 62.8% 62.8%
Number of employees² 842 849 836    
¹ Includes amortization of fair value adjustments on associates acquisition
² Number of employees for 2023 was revised to reflect new criteria (includes only active employees and employees on leave for up to 12 months)

ULTRAPAR PARTICIPAÇÕES S.A.

 

Publicly Traded Company

 

CNPJ Nr. 33.256.439/0001-39

NIRE 35.300.109.724

 

 

Date, Hour and Place:

November 13, 2024, at 10:00 a.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.

 

Members in attendance:

(i) Members of the Board of Directors undersigned; (ii) Secretary of the Board of Directors, Ms. Denize Sampaio Bicudo; (iii) Chief Executive Officer, Mr. Marcos Marinho Lutz; (iv) Chief Financial and Investor Relations Officer, Mr. Rodrigo de Almeida Pizzinatto; and (v) in relation to item 1, other executive officers of the Company, namely, Mrs. Décio de Sampaio Amaral, Leonardo Remião Linden and Tabajara Bertelli Costa; and the President of the Fiscal Council, Mr. Flávio Cesar Maia Luz.  

 

Matters discussed and resolutions:

 

1.

After being examined and discussed, the Board members approved the Company's financial statements for the third quarter of 2024.

2. In an executive sessionthe Board members discussed the results of the evaluation of the Board of Directors and its committees, carried out with the support of the consultancy Egon Zehnder.

 

Notes: The resolutions were approved, with no amendments or qualifications, by all Board members.

 

There being no further matters to discuss, the meeting was concluded, and these minutes were written, read, passed, and signed by all the Board members present.

 

 

Jorge Marques de Toledo Camargo Chairman

 

Marcos Marinho Lutz Vice-Chairman

 

Ana Paula Vitali Janes Vescovi

 

Fabio Venturelli

 

Flávia Buarque de Almeida

 

José Mauricio Pereira Coelho

 

Marcelo Faria de Lima

 

Peter Paul Lorenço Estermann

 

Denize Sampaio Bicudo Secretary of the Board of Directors

 


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: November 13, 2024 


ULTRAPAR HOLDINGS 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 September 30, 2024 and Report on Review of Interim Financial Information, 3Q24 Earnings Release and Minutes of the meeting of the Board of Directors of Ultrapar Participações S.A., held on November 13, 2024)