0001554855-23-000391.txt : 20230519 0001554855-23-000391.hdr.sgml : 20230519 20230519071512 ACCESSION NUMBER: 0001554855-23-000391 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230519 FILED AS OF DATE: 20230519 DATE AS OF CHANGE: 20230519 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CI&T Inc CENTRAL INDEX KEY: 0001868995 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41035 FILM NUMBER: 23937908 BUSINESS ADDRESS: STREET 1: PO BOX 309 CITY: UGLAND HOUSE - GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 55 (19) 21023859 MAIL ADDRESS: STREET 1: ESTRADA GUISEPPINA VIANELLI DE NAPOLI, STREET 2: 1455 - BL. C, GLOBALTECH CITY: CAMPINAS STATE: D5 ZIP: 13086-530 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

UNDERTHE SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2023

 

Commission File Number: 001-41035

 

CI&T INC

(Translation of registrant’s name into English)

 

Estrada Guiseppina Vianelli De Napoli, 1455 –  C,

Globaltech 13.100-000 - Brazil

Campinas-State of São Paulo

+55 19 21024500

(Address of principal executive office)

 


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 ☒                                                        Form 40-F ☐



 


CI&T Reports Solid Results in 1Q23

New York - May 19, 2023 /Business Wire/ - CI&T (NYSE: CINT, “Company”), a global digital specialist, today announces its results for the first quarter of 2023 (1Q23) in accordance with International Financial Reporting Standards (IFRS). For comparison purposes, we refer to the results for the first quarter of 2022 (1Q22).

First Quarter of 2023 Operating and Financial Highlights

Net Revenue was R$610.0 million, an increase of 24.0% compared to 1Q22 or a 24.3% growth at constant currency.

The number of clients with annual revenue above R$1 million in the last twelve months grew from 110  in 1Q22 to 180 in 1Q23.

Net Profit was R$52.4 million compared to R$29.2 million in 1Q22, a 79.2% increase year over year.

Adjusted EBITDA was R$116.5 million, a 37.9% growth year-over-year, equivalent to an Adjusted EBITDA margin of 19.1%.

Adjusted Net Profit was R$67.2 million, 70% higher than 1Q22, with an Adjusted Net Profit margin of 11.0%.

Cash generated from operating activities was R$116.5 million in 1Q23, compared to a cash consumption of R$47.0 million in 1Q22.

CI&T ended 1Q23 with 6,522 CI&Ters, compared to 6,435 at the end of 1Q22.

 

Cesar Gon, founder and CEO of CI&T, commented, "I'm glad to kick off this cloudy 2023 with solid results from top to bottom, demonstrating our agility in maintaining a lean structure and adapting to changes in the external market environment.


At the same time, I believe that we are on the verge of probably the most disruptive moment in the history of computers on Earth. AI is a transformative technology with real-world applications and rapid advancements. And we, at CI&T, are moving thoughtfully fast with our clients, co-creating the future in this new chapter of innovation and endless possibilities."

 

Comments on the 1Q23 financial performance


The net revenue was R$610.0 million in 1Q23, an increase of 24.0% compared to 1Q22, or a 24.3% net revenue growth at constant currency. We experienced growth in net revenue across all regions we operate in compared to the same period last year.

 

The cost of services provided in 1Q23 reached R$407.9 million, 24.0% higher in relation to 1Q22, and the gross profit was R$202.1 million. The Adjusted Gross Profit in 1Q23 was R$213.9 million, an increase of 23.4% compared to 1Q22, and the Adjusted Gross Profit margin was 35.1%, in line with 1Q22. 


In 1Q23, selling, general and administrative (SG&A), and other operating expenses were R$116.5 million, 15.8% higher when compared to 1Q22, mainly attributed to an increase in personnel expenses, and higher amortization of intangible assets from the acquired Companies. As a percentage of revenue, SG&A and other expenses decreased to 19.1% in 1Q23 from 20.4% in 1Q22, as planned, since SG&A are mainly fixed expenses.

 

Depreciation and amortization expenses totaled R$25.1 million in 1Q23, 29.2% higher than in 1Q22, as a result of an increase in the amortization of intangible assets from acquired companies, from R$7.6 million in 1Q22 to R$12.7 million in 1Q23.

 

In 1Q23, the Adjusted EBITDA was R$116.5 million, 37.9% higher compared to 1Q22. Adjusted EBITDA margin was 19.1% in the quarter, an increase of 1.9 percentage points compared to 1Q22, mainly due to the dilution of SG&A expenses. 

 

In 1Q23, net financial expenses were R$20.0 million, 19.5% higher than 1Q22, mainly driven by a higher debt position, an increase in interest rates, and a negative foreign exchange (FX) variation in the period. In 1Q23, the reported net FX loss was R$2.2 million, while in 1Q22 it was a net FX gain of R$ 1.3 million. In 1Q23, income tax expense was R$11.7 million, a reduction of 23.4% in relation to 1Q22.

 

The net profit was R$52.4 million in 1Q23, 79.2% higher than in 1Q22. Adjusted Net Profit was R$67.2 million, an increase of 70% over 1Q22. The Adjusted Net Profit margin increased 3 percentage points, from 8.0% in 1Q22 to 11.0% in 1Q23, mainly as a result of a reduction in SG&A expenses as a percentage of revenue and lower income tax expense.

 




Business Outlook

We expect our net revenue in the second quarter of 2023 to be at least R$570 million compared to net revenue of R$525 million in the second quarter of 2022, a 9% growth on a reported basis.

 

For the full year of 2023, we are maintaining our net revenue growth in the range of 13% to 17% year-over-year, assuming a constant currency outlook. In addition, we estimate our Adjusted EBITDA margin to be at least 19% for the full year of 2023.

 

In addition, we estimate our Adjusted EBITDA margin to be at least 19% for the full year of 2023.

 

These expectations are forward-looking statements and actual results may differ materially. See "Cautionary Statement on Forward-Looking Statements" below.

 

Share Repurchase Program

On May 17, 2023, the Board of Directors approved a share repurchase program, pursuant to which CI&T may repurchase up to 1.5 million of its outstanding class A common shares in the next 12 months. The program was approved taking into consideration the Company's commitments to deliver shares under its stock-based compensation plan and M&A transactions.

 

Conference Call Information
Cesar Gon, Bruno Guicardi, Stanley Rodrigues, and Eduardo Galvão will host a video conference call to discuss the 1Q23 financial and operating results on May 19, at 8:00 a.m. Eastern Time / 9:00 a.m. BRT. The earnings call can be accessed at the Company’s Investor Relations website at https://investors.ciandt.com or at the following link: https://youtube.com/live/u-QkX4MFGjA?feature=share

 

About CI&T

CI&T (NYSE:CINT) is a global digital specialist, a partner in AI powered digital transformation and efficiency for 100+ large enterprises and fast growth clients. As digital natives, CI&T brings a 28-year track record of accelerating business impact through complete and scalable digital solutions. With a global presence in nine countries with a nearshore delivery model, CI&T provides strategy, data science, design, and engineering, unlocking top-line growth, improving customer experience and driving operational efficiency. Recognized by Forrester as a Leader in Modern Application Development Services, CI&T is the Employer of Choice for more than 6,500 professionals.

Basis of accounting and functional currency
CI&T maintains its books and records in Brazilian reais, the presentation currency for its unaudited condensed consolidated interim financial statements, and the functional currency of our operations in Brazil. CI&T prepares its unaudited condensed consolidated interim financial statements in accordance with IFRS, as issued by the IASB, and International Financial Reporting Standard No 34—Interim Financial Reporting (“IAS 34”).

Non-IFRS Financial Measures

We regularly monitor certain financial and operating metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections and make strategic decisions. These non-IFRS financial measures include Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Profit, Adjusted Net Profit Margin, Net Revenue at Constant Currency, and Net Revenue Growth at Constant Currency, and should be considered in addition to results prepared in accordance with IFRS, but not as substitutes for IFRS results. In addition, our calculation of these non-IFRS financial measures may differ from those used by other companies, and therefore comparability may be limited. These non-IFRS financial measures are provided as additional information to enhance investors’ overall understanding of our operations’ historical and current financial performance.

CI&T is not providing a quantitative reconciliation of forward-looking Non-IFRS Net Revenue Growth at Constant Currency and Adjusted EBITDA to the most directly comparable IFRS measure because it is unable to reasonably predict the ultimate outcome of certain significant items without unreasonable efforts. These items include but are not limited to, stock-based compensation expenses, acquisition-related expenses, the tax effect of non-IFRS adjustments, foreign currency exchange (gains)/losses, and other items. These items are uncertain, depend on various factors, and could have a material impact on IFRS-reported results for the guidance period.

We calculate Net Revenue at Constant Currency and Net Revenue Growth at Constant Currency by translating Net Revenue from entities reporting in foreign currencies into Brazilian reais using the comparable foreign currency exchange average rates from the prior period to show changes in our revenue without giving effect to period-to-period currency fluctuations. In calculating Adjusted Gross Profit, we exclude cost components unrelated to the direct management of our services. For the periods herein, the adjustments applied were: (i) depreciation and amortization related to costs of services provided; and (ii) stock-based compensation expenses.



 

In calculating Adjusted EBITDA, we exclude components unrelated to the direct management of our services. For the periods herein, the adjustments were: (i) stock-based compensation expenses; (ii) government grants related to tax reimbursement in the Chinese subsidiary; and (iii) acquisition-related expenses, including present value adjustment on accounts payable for business combination, consulting expenses, and retention packages.


In calculating Adjusted Net Profit, we exclude components unrelated to the direct management of our services. For the periods herein, the adjustments applied were acquisition-related expenses, including amortization of intangible assets from acquired companies, present value adjustment on accounts payable for business combination, consulting expenses, and retention packages.


Cautionary Statement on Forward-Looking Statements

This press release includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, which include but are not limited to: the statements under "Business outlook," including expectations relating to revenues and other financial or business metrics; statements regarding relationships with clients; and any other statements of expectation or belief. The words “believe,” “will,” “may,” “may have,” “would,” “estimate,” “continues,” “anticipates,” “intends,” “plans,” “expects,” “budget,” "scheduled,” “forecasts” and similar words are intended to identify estimates and forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements represent our management's beliefs and assumptions only as of the date of this press release. You should read this press release with the understanding that our actual future results may be materially different from what we expect. These statements are subject to known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to differ materially from results expressed or implied in this press release. Such risk factors include, but are not limited to, those related to: the current and future impact of the COVID-19 pandemic, the ongoing war in Ukraine and economic sanctions imposed by Western economies over Russia on our business and industry; the effects of competition on our business; uncertainty regarding the demand for and market utilization of our services; the ability to maintain or acquire new client relationships; general business and economic conditions; our ability to successfully integrate the recent-acquired companies; and our ability to successfully execute our growth strategy and strategic plans. Additional information concerning these and other risks and uncertainties are contained in the "Risk Factors" section of CI&T's annual report on Form 20-F. Additional information will be made available in our annual reports on Form 20-F, and other filings and reports that CI&T may file from time to time with the SEC. Except as required by law, CI&T assumes no obligation and does not intend to update these forward-looking statements or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

Contacts:

Investor Relations Contact:

Eduardo Galvão

investors@ciandt.com 

 

Media Relations Contact:

Zella Panossian

ciandt@illumepr





Unaudited condensed consolidated statement of profit or loss

(In thousands of Brazilian Reais)

 

March 31,

2023

 

March 31,

2022

 

 

 

 

Net Revenue

609,991

 

491,872

Costs of services provided

(407,861)

 

(328,992)

Gross Profit

202,130

 

162,880

 

 

 

 

Selling expenses

(45,554)

 

(35,129)

General and administrative expenses

(71,222)

 

(64,921)

Impairment loss on trade receivables and contract assets

(1,605)

 

(1,066)

Other income (expenses) net

324

 

(515)

Operating expenses net

(118,057)

 

(101,631)

 

 

 

 

Operating profit before financial income and tax

84,073

 

61,249

 

 

 

 

Finance income

20,664

 

69,582

Finance cost

(40,632)

 

(86,294)

Net finance costs

(19,968)

 

(16,712)

 

 

 

 

Profit before Income tax

64,105

 

44,537

 

 

 

 

Current

(14,780)

 

(5,408)

Deferred

3,057

 

(9,906)

Total Income tax expense

(11,723)

 

(15,314)

 

 

 

 

Net profit for the period

52,382

 

29,223

 

 

 

 

Earnings per share

 

 

 

Earnings per share – basic (in R$)

0.39

 

0.22

Earnings per share – diluted (in R$)

0.38

 

0.22



5

Unaudited condensed consolidated statements of financial position

(In thousands of Brazilian Reais)

Assets

March 31, 2023

 

December 31, 2022

 

Liabilities and equity

March 31, 2023

 

December 31, 2022

Cash and cash equivalents

251,550

 

185,727

 

Suppliers and other payables

21,542

 

33,376

Financial Investments

93,884

 

96,299

 

Loans and borrowings

233,583

 

231,296

Trade receivables

445,455

 

501,671

 

Lease liabilities

19,922

 

21,539

Contract assets

232,459

 

217,250

 

Salaries and welfare charges

251,801

 

260,156

Recoverable taxes

15,051

 

7,619

 

Accounts payable for business combination

72,005

 

71,650

Tax assets

1,256

 

2,959

 

Derivatives - hedge accounting

40,052

 

35,169

Derivatives - hedge accounting

30,698

 

19,637

 

Derivatives

450

 

4,109

Derivatives

9,240

 

11,194

 

Tax liabilities

8,246

 

3,890

Other assets

31,856

 

38,269

 

Other taxes payable

13,040

 

14,382

Total current assets

1,111,449

 

1,080,625

 

Contract liability

20,491

 

32,136

 

 

 

 

 

Other liabilities

50,745

 

47,501

Recoverable taxes

3,644

 

3,624

 

Total current liabilities

731,877

 

755,204

Deferred tax assets

37,848

 

35,138

 

 

 

 

 

Judicial deposits

9,710

 

9,819

 

Loans and borrowings

714,741

 

742,935

Restricted cash - Escrow account and indemnity asset

30,459

 

31,552

 

Lease liabilities

37,036

 

41,269

Other assets

3,637

 

3,654

 

Provisions

12,074

 

12,347

Property, plant and equipment

52,032

 

55,266

 

Accounts payable for business combination

132,681

 

133,299

Intangible assets and goodwill

1,719,226

 

1,750,898

 

Other liabilities

2,929

 

3,530

Right-of-use assets

50,402

 

56,187

 

Total non-current liabilities

899,461

 

933,380

Total non-current assets

1,906,958

 

1,946,138

 

 

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

Share capital

37

 

37

 

 

 

 

 

Share premium

946,173

 

946,173

 

 

 

 

 

Capital reserves

209,093

 

203,218

 

 

 

 

 

Profit reserves

304,255

 

251,873

 

 

 

 

 

Other comprehensive income

(72,489)

 

(63,122)

 

 

 

 

 

Total equity

1,387,069

 

1,338,179

Total assets

3,018,407

 

3,026,763

 

Total equity and liabilities

3,018,407

 

3,026,763



6

Unaudited condensed consolidated statement of cash flows

(In thousands of Brazilian Reais)

 

 

March 31, 2023

 

March 31, 2022

Cash flows from operating activities

 

 

 

Net profit for the period

52,382

 

29,223

Adjustments for:

 

 

 

Depreciation and amortization

25,053

 

19,390

Gain/loss on the sale of property, plant and equipment and intangible assets

(95)

 

1,926

Interest, monetary variation and exchange rate changes

22,085

 

4,488

Interest and exchange variation on accounts payable for business combinations

1,445

 

(11,628)

Exchange variation on escrow account related to Somo acquisition

67

 

3,123

Interest on lease

1,179

 

2,146

Unrealized gain on financial instruments

(4,544)

 

(4,487)

Income tax expenses

11,723

 

15,314

Reversal of impairment losses on trade receivables

(89)

 

(1,194)

Impairment losses on contract assets

1,694

 

1,064

Provision for labor risks

(273)

 

571

Stock-based plan

5,393

 

1,239

Income on financial investments

(193)

 

-

Present value adjustment - accounts payable for business combination

1,589

 

-

Others

41

 

-

Variation in operating assets and liabilities

 

 

 

Trade receivables

49,460

 

21,293

Contract assets

(18,900)

 

(78,979)

Recoverable taxes

245

 

(3,330)

Tax assets

(11,281)

 

(15,242)

Judicial deposits

110

 

(3,022)

Suppliers and other payables

(11,672)

 

(31,279)

Salaries and welfare charges

(7,628)

 

15,553

Tax liabilities

-

 

(901)

Other taxes payable

633

 

(682)

Contract liabilities

(12,657)

 

(2,021)

Other receivables and payables, net

10,795

 

(9,529)

Cash generated from (used in) operating activities

116,562

 

(46,964)

Income tax paid

(6,808)

 

(4,818)

Interest paid on loans and borrowings

(15,534)

 

(19,458)

Interest paid on lease

(1,148)

 

(1,479)

Net cash from (used in) operating activities

93,072

 

(72,719)

Cash flows from investment activities:

 

 

 

Acquisition of property, plant and equipment and intangible assets

(4,247)

 

(8,295)

Acquisition of subsidiary net of cash acquired - Somo

-

 

(265,137)

Cash outflow on hedge accounting settlement

-

 

16,134

Redemption of financial investments

1,474

 

350,128

Net cash from (used in) investment activities

(2,773)

 

92,830

Cash flows from financing activities:

 

 

 

Exercised stock options

478

 

5,128

Payment of lease liabilities

(5,919)

 

(6,084)

Settlement of derivatives

2,839

 

(381)

Payment of loans and borrowings

(19,432)

 

(38,506)

Payment of investment obligations - Somo

(1,235)

 

-

Net cash used in financing activities

(23,269)

 

(39,843)

Net increase/(decrease) in cash and cash equivalents

67,030

 

(19,732)

Cash and cash equivalents as of January 1st

185,727

 

135,727

Exchange variation effect on cash and cash equivalents

(1,207)

 

15,832

Cash and cash equivalents as of March 31

251,550

 

131,827

 

7

 

Reconciliation of Non-IFRS financial measures to comparable IFRS financial measures

 

Reconciliation of revenue growth as reported on an IFRS basis to revenue growth on a constant currency basis:

 

Net Revenue

(in BRL thousand)

1Q23


1Q22


Var.

1Q23 x 1Q22

Net Revenue

609,991


491,872


24.0%

Net Revenue at Constant Currency

621,193


499,617


24.3%

 

  

In 1Q22, net revenue was R$491.9 million, an increase of 66.0% compared to 1Q21. The acquisition of Somo concluded on January 27, 2022 contributed to 10 percentage points of revenue growth in the quarter. Net revenue in constant currency grew


As of this quarter, we present an enhanced classification of our revenue by industry verticals, encompassing more comprehensive and representative industry categories that better align with our evolving business trends.

 

Net Revenue by industry

(in BRL thousand)

1Q23


1Q22


Var.

1Q23 x 1Q22

Financial Services

174,783


156,326


11.8%

Consumer goods

116,156


104,369


11.3%

Technology and telecommunications

125,060


68,056


83.8%

Retail and industrial goods

75,814


73,222


3.5%

Life sciences

63,281


62,893


0.6%

Others

54,897


27,006


103.3%

Total

609,992


491,872


24.0%

 

 

Net Revenue by geography

(in BRL thousand)

1Q23


1Q22


Var.

1Q23 x 1Q22

North America

263,386


203,940


29.1%

Europe

73,726


37,589


96.1%

LATAM (Latin America)

240,616


234,706


2.5%

APJ (Asia, Pacific and Japan)

32,263


15,637


106.3%

Total

609,991


491,872


24.0%

 

 

Reconciliation of various income statement amounts from IFRS to non-IFRS measures for the three months ended March 31, 2023 and 2022:

 

Gross Profit

(in BRL thousand)

1Q23


1Q22


Var.

1Q23 x 1Q22

Net Revenue

609,991


491,872


24.0%

Cost of Services

(407,861)


(328,992)


24.0%

Gross Profit

202,130


162,880


24.1%

Adjustments

 


 


 

Depreciation and amortization (cost of services provided)

9,410


9,318


1.0%

Stock-based compensation

2,376


1,182


101.0%

Adjusted Gross Profit

213,916


173,380


23.4%

Adjusted Gross Profit Margin

35.1%


35.2%


-0.2p.p

 

8


Adjusted EBITDA

(in BRL thousand)

1Q23


1Q22


Var.

1Q23 x 1Q22

Net profit for the period

52,382


29,223


79.2%

Adjustments

 


 


 

Net financial cost

19,968


16,712


19.5%

Income tax expense

11,723


15,314


-23.4%

Depreciation and amortization

25,053


19,390


29.2%

Stock-based compensation

5,393


1,239


335.3%

Government grants

(140)


(58)


140.5%

Acquisition-related expenses (1)

2,124


2,695


-21.2%

Adjusted EBITDA

116,504


84,515


37.9%

Adjusted EBITDA Margin

19.1%


17.2%


1.9p.p

 

(1)Includes present value adjustment on accounts payable for business combination, consulting expenses and retention packages.

 

Net Profit

(in BRL thousand)

1Q23


1Q22


Var.

1Q23 x 1Q22

Net profit for the period

52,382


29,223


79.2%

Adjustments

 


 


 

Acquisition-related expenses (1)

14,836


10,323


43.7%

Adjusted Net Profit (2)

67,218


39,546


70.0%

Adjusted Net Profit Margin (2)

11.0%


8.0%


3p.p

 

(1)Includes amortization of intangible assets from acquired companies, present value adjustment on accounts payable for business combination, consulting expenses and retention packages.

(2)Adjustments' amounts are gross of tax. Tax effects on non-IFRS adjustments totaled (R$67) in 1Q23 and  (R$24) in 1Q22.





CI&T

Inc.


interim financial statements

March 31, 2023

 




CI&T Inc.

as of March 31, 2023 and December 31, 2022

 

(In thousands of Brazilian Reais - R$) 

  

Assets

Note


March 31, 2023

 

December 31, 2022

 

Liabilities and equity

Note 


March 31, 2023

 

December 31, 2022

Cash and cash equivalents

7.1


251,550

 

185,727

 

Suppliers and other payables

 


21,542

 

33,376

Financial investments

7.2


93,884

 

96,299

 

Loans and borrowings

13


233,583

 

231,296

Trade receivables

8


445,455

 

501,671

 

Lease liabilities

12.b


19,922

 

21,539

Contract assets

20


232,459

 

217,250

 

Salaries and welfare charges

14


251,801

 

260,156

Recoverable taxes

 


15,051

 

7,619

 

Accounts payable for business combination

15


72,005

 

71,650

Tax assets

 


1,256

 

2,959

 

Derivatives - hedge accounting

25.2


40,052

 

35,169

Derivatives - hedge accounting

25.2


30,698

 

19,637

 

Derivatives

 


450

 

4,109

Derivatives

25.3


9,240

 

11,194

 

Tax liabilities

 


8,246

 

3,890

Other assets

9


31,856

 

38,269

 

Other taxes payable

 


13,040

 

14,382

 

 


 

 

 

 

Contract liability

 


20,491

 

32,136

Total current assets

 


1,111,449

 

1,080,625

 

Other liabilities

 


50,745

 

47,501

 

 


 

 

 

 

Total current liabilities

 


731,877

 

755,204

Recoverable taxes

 


3,644

 

3,624

 

 

 


 

 

 

Deferred tax assets

 


37,848

 

35,138

 

Loans and borrowings

13


714,741

 

742,935

Judicial deposits

16


9,710

 

9,819

 

Lease liabilities

12.b


37,036

 

41,269

Restricted cash - Escrow account and indemnity asset

2/15


30,459

 

31,552

 

Provisions

16


12,074

 

12,347

Other assets

9


3,637

 

3,654

 

Accounts payable for business combination

15


132,681

 

133,299

Property, plant and equipment

10


52,032

 

55,266

 

Other liabilities

 


2,929

 

3,530

Intangible assets and goodwill

11


1,719,226

 

1,750,898

 

 

 


 

 

 

Right-of-use assets

12.a


50,402

 

56,187

 

Total non-current liabilities

 


899,461

 

933,380

 

 


 

 

 

 

 

 


 

 

 

Total non-current assets

 


1,906,958

 

1,946,138

 

Equity

19


 

 

 

 

 


 

 

 

 

Share capital

 


37

 

37

 

 


 

 

 

 

Share premium

 


946,173

 

946,173

 

 


 

 

 

 

Capital reserves

 


209,093

 

203,218

 

 


 

 

 

 

Profit reserves

 


304,255

 

251,873

 

 


 

 

 

 

Other comprehensive income

 


(72,489)

 

(63,122)

 

 


 

 

 

 

Total equity

 


1,387,069

 

1,338,179

Total assets

 


3,018,407

 

3,026,763

 

Total equity and liabilities

 


3,018,407

 

3,026,763

 

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.



CI&T Inc.

For the three-month period ended on March 31, 2023 and 2022

 

(In thousands of Brazilian Reais – R$)

 

 

Note


March 31, 2023

 

March 31, 20222

Net revenue

20


609,991

 

491,872

Costs of services provided

21


(407,861)

 

(328,992)

Gross profit

 


202,130

 

162,880

Selling expenses

21


(45,554)

 

(35,129)

General and administrative expenses

21


(71,222)

 

(64,921)

Impairment loss on trade receivables and contract assets

21


(1,605)

 

(1,066)

Other income (expenses) net

21


324

 

(515)

Operating expenses net

 


(118,057)

 

(101,631)

Operating profit before financial income and tax

 


84,073

 

61,249

Finance income

22


20,664

 

69,582

Finance cost

22


(40,632)

 

(86,294)

Net finance costs

 


(19,968)

 

(16,712)

Profit before income tax

 


64,105

 

44,537

Current

 


(14,780)

 

(5,408)

Deferred

 


3,057

 

(9,906)

Total income tax expense

 


(11,723)

 

(15,314)

Net profit for the period

 


52,382

 

29,223

Earnings per share

 


 

 

 

Earnings per share – basic (in R$)

24


0.39

 

0.22

Earnings per share – diluted (in R$)

24


0.38

 

0.22


The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.


CI&T Inc.

For the three-month period ended on March 31, 2023 and 2022

 

(In thousands of Brazilian Reais – R$)


 

Note


March 31, 2023

 

March 31, 2022

Net profit for the period

 


52,382

 

29,223

Other comprehensive income (OCI):

 


 

 

 

Item that are or may be reclassified subsequently to profit or loss

 


 

 

 

Exchange variation in foreign investments

19.d


(15,545)

 

(93,375)

Cash flow hedges - effective portion of changes in fair value

25


6,178

 

(35,724)

Total comprehensive income (loss) for the period

 


43,015

 

(99,876)

Total comprehensive income (loss) attributed to

 


 

 

 

Owners of the Company

 


43,015

 

(99,876)

Total comprehensive income (loss) for the period

 


43,015

 

(99,876)

 

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.


CI&T Inc.

For the three-month period ended on March 31, 2023 and 2022

 

(In thousands of Brazilian Reais – R$)


 

 

 

 

 

 

 

 

Profit reserves

 

 

 

 

 

 

 

Notes

Share capital

 

Share premium

 

Capital reserve

 

Retained earnings reserve

 

Retained earnings

 

Other comprehensive income

 

Total equity

Balances as of December 31, 2021

 

36

 

915,947

 

10,105

 

125,957

 

-

 

37,250

 

1,089,295

Net profit for the period

 

-

 

-

 

-

 

-

 

29,223

 

-

 

29,223

Exchange variation in foreign investments

19.f

-

 

-

 

-

 

-

 

-

 

(93,375)

 

(93,375)

Cash flow hedges - effective portion of changes in fair value

25.2.a1

-

 

-

 

-

 

-

 

-

 

(35,724)

 

(35,724)

Total comprehensive income for the year

 

-

 

-

 

-

 

-

 

29,223

 

(129,099)

 

(99,876)

Transactions with the owner of the Group

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contributions, distribution and constitution of reserves

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issues to ordinary shares related to business combinations (Somo)

19.b

-

 

14,037

 

-

 

-

 

-

 

-

 

14,037

Equity settled stock-based compensation

18.d

-

 

-

 

144

 

-

 

-

 

-

 

144

Shares exercised by executive officers

 

1

 

-

 

5,128

 

-

 

-

 

-

 

5,129

Total contributions and distribution and constitution of reserves

 

1

 

14,037

 

5,272

 

-

 

-

 

-

 

19,310

Balances as of March 31, 2022

 

37

 

929,984

 

15,377

 

125,957

 

29,223

 

(91,849)

 

1,008,729

Balances as of December 31, 2022

 

37

 

946,173

 

203,218

 

251,873

 

-

 

(63,122)

 

1,338,179

Net profit for the period

 

-

 

-

 

-

 

-

 

52,382

 

-

 

52,382

Exchange variation in foreign investments

19.f

-

 

-

 

-

 

-

 

-

 

(15,545)

 

(15,545)

Cash flow hedges - effective portion of changes in fair value

25.2.a1

-

 

-

 

-

 

-

 

-

 

6,178

 

6,178

Total comprehensive income for the year

 

-

 

-

 

-

 

-

 

52,382

 

(9,367)

 

43,015

Transactions with the owner of the Group

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contributions, distribution and constitution of reserves

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity settled stock-based compensation

18.d

-

 

-

 

631

 

-

 

-

 

-

 

631

Equity settled restricted stock units

18.d

-

 

-

 

4,285

 

-

 

-

 

-

 

4,285

Equity settled incentive stock options

18.d

-

 

-

 

10

 

-

 

-

 

-

 

10

Restricted stock units exercised

18.d

-

 

-

 

471

 

-

 

-

 

-

 

471

Share options exercised

 

-

 

-

 

478

 

-

 

-

 

-

 

478

Total contributions and distribution and constitution of reserves

 

-

 

-

 

5,875

 

-

 

-

 

-

 

5,875

Balances as of March 31, 2023

 

37

 

946,173

 

209,093

 

251,873

 

52,382

 

(72,489)

 

1,387,069

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.


CI&T Inc.

Unaudited condensed consolidated statement of cash flows

For the three-month period ended on March 31, 2023 and 2022

(In thousands of Brazilian Reais – R$)

 

Notes


March 31, 2023

 

March 31, 2022

Cash flows from operating activities

 


 

 

 

Net profit for the period

 


52,382

 

29,223

Adjustments for:

 


 

 

 

Depreciation and amortization

10, 11, 12


25,053

 

19,390

Gain/loss on the sale of property, plant and equipment and intangible assets

10, 11, 12


(95)

 

1,926

Interest, monetary variation and exchange rate changes

 


22,085

 

4,488

Interest and exchange variation on accounts payable for business combinations

15


1,445

 

(11,628)

Exchange variation on escrow account related to Somo acquisition

 


67

 

3,123

Interest on lease

13


1,179

 

2,146

Unrealized (gain on financial instruments

 


(4,544)

 

(4,487)

Income tax expenses

 


11,723

 

15,314

Reversal of impairment losses on trade receivables

8


(89)

 

(1,194)

Impairment losses on contract assets

20


1,694

 

1,064

Provision for labor risks

16


(273)

 

571

Stock-based plan

18.d


5,393

 

1,239

Income on financial investments

7.2


(193)

 

-

Present value adjustment - accounts payable for business combination

15


1,589

 

-

Others

 


41

 

-

Variation in operating assets and liabilities

 


 

 

 

Trade receivables

 


49,460

 

21,293

Contract assets

 


(18,900)

 

(78,979)

Recoverable taxes

 


245

 

(3,330)

Tax assets

 


(11,281)

 

(15,242)

Judicial deposits

 


110

 

(3,022)

Suppliers and other payables

 


(11,672)

 

(31,279)

Salaries and welfare charges

 


(7,628)

 

15,553

Tax liabilities

 


-

 

(901)

Other taxes payable

 


633

 

(682)

Contract liabilities

 


(12,657)

 

(2,021)

Other receivables and payables, net

 


10,795

 

(9,529)

Cash generated from (used in) operating activities

 


116,562

 

(46,964)

Income tax paid

 


(6,808)

 

(4,818)

Interest paid on loans and borrowings

13


(15,534)

 

(19,458)

Interest paid on lease

13


(1,148)

 

(1,479)

Net cash from (used in) operating activities

 


93,072

 

(72,719)

Cash flows from investment activities

 


 

 

 

Acquisition of property, plant and equipment and intangible assets

10, 11


(4,247)

 

(8,295)

Acquisition of subsidiary net of cash acquired - Somo

 


-

 

(265,137)

Cash outflow on hedge accounting settlement

25.2.a1


-

 

16,134

Redemption of financial investments

7.2


1,474

 

350,128

Net cash from (used in) investment activities

 


(2,773)

 

92,830

Cash flows from financing activities

 


 

 

 

Exercised stock options

 


478

 

5,128

Payment of lease liabilities

13


(5,919)

 

(6,084)

Settlement of derivatives

13


2,839

 

(381)

Payment of loans and borrowings

13


(19,432)

 

(38,506)

Payment of investment obligations - Somo

15


(1,235)

 

-

Net cash used in financing activities

 


(23,269)

 

(39,843)

Net increase/(decrease) in cash and cash equivalents

 


67,030

 

(19,732)

Cash and cash equivalents as of January 1st

 


185,727

 

135,727

Exchange variation effect on cash and cash equivalents

 


(1,207)

 

15,832

Cash and cash equivalents as of March 31

 


251,550

 

131,827

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023



 

(Amounts in thousands of Brazilian Reais – R$, unless otherwise stated)

 

1            Reporting Entity


CI&T Inc. (“CI&T” and/or “Company”), is a publicly held company incorporated in the Cayman Islands in June 2021, headquartered at Estrada Giuseppina Vianelli Di Napoli, 1455, Polo II de Alta Tecnologia, in the City of Campinas, State of São Paulo, Brazil. As a holding company, it is mainly engaged in the investment, as a partner or shareholder, in other companies, consortia or joint ventures in Brazil and other countries. The Company’s subsidiaries are mainly engaged in the development of customizable software through implementation of software solutions, including machine learning, artificial intelligence (AI), analytics, cloud migration and mobility technologies.

 

These unaudited condensed consolidated interim financial statements comprise the Company and its subsidiaries (collectively referred to as the “Group”).


2            Business combination

 

During 2022, the Company acquired several businesses for which we engaged independent valuation experts to assist in determining the fair value of the assets acquired and liabilities assumed and related deferred income tax impacts.

 

The summary of the prior period acquisitions on each acquisition date is as follows:

 

 

Somo


Box 1824


Transpire


Ntersol

Acquisition/closing date

January 27, 2022


June 1, 2022


September 1, 2022


November 1, 2022

Cash

340,777


20,768


60,392


418,007

Restricted cash in escrow account

23,061


-


-


-

Earn-out

59,868


-


-


-

Accounts payable for business combination

-


-


-


-

Contingent consideration - Retained amount

9,671


8,871


-


75,096

Class A common shares issued

14,037


-


16,189


-

Stock-based payment – vested immediately (i)

-


4,124


-


170,774

Other

-


974


-


-

Price Adjustment

-


(558)


729


775

Total consideration transferred at the acquisition date

447,414


34.179


77,310


664,652

Total identifiable net assets acquired

(130,235)


(12,654)


(8,115)


(201,496)

Goodwill (note 11)

317,179


21,525


69,195


463,156


(i) 
Refers to the purchase price to be paid in common shares in connection with business combination, but considered as vested immediately at each acquisition date, and the amount was measured at fair value on the same date.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


3            Basis of accounting


These unaudited condensed consolidated interim financial statements for the three-month period ended March 31, 2023 have been prepared in accordance with IAS 34 – Interim Financial Reporting and should be read in conjunction with the Group’s last annual consolidated financial statements as at and for the year ended December 31, 2022. This financial information does not include all the information required for a complete set of financial statements prepared in accordance with IFRS Standards. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group’s financial position and performance since the last annual financial statements.

 

The issuance of these unaudited condensed consolidated interim financial information was authorized by the Company’s Management and Audit Committee on May 17, 2023.


4            Functional and presentation currency


These unaudited condensed consolidated interim financial statements are presented in Brazilian Reais (“R$”), which is the Company's functional currency. All balances are rounded to the nearest thousands, except when otherwise indicated.

 

The main exchange rates used in the preparation of the Company's financial statements are Brazilian Reais, US dollar (“US$”), Yen, Euro, Australian dollar (“AU$”), Pound sterling (“£”), and Colombian peso as the Company’s subsidiaries have their functional currencies.

 

5            Use of judgments and estimates


In preparing these unaudited condensed consolidated interim financial statements, Management has made judgments and estimates that affect the application of the Company's accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

 

Estimates and underlying assumptions are reviewed on an ongoing basis. The revisions to estimates are recognized prospectively.

 

a.            Judgments


Information about judgments made in the application of accounting policies that have significant effects on the amounts recognized in the financial statements are included in the following notes:


Note – 12.b - lease term: whether the Group is reasonably certain to exercise extension options;

Note – 20 - revenue recognition: whether service revenue is recognized over time or at point in time.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


b.            Assumptions and estimation uncertainties


Information about assumptions and estimation uncertainties at the reporting date that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next fiscal year is included in the following note:


Note 1 – acquisition of subsidiaries: fair value of the consideration transferred, fair value of identifiable intangibles.


c.            Measurement of fair values


A number of the Group’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.

 

The Group has established a control framework with respect to the measurement of fair value. This includes the review of significant fair value measurements, significant unobservable data and valuation adjustments. If third-party information, such as broker quotes or pricing services, is used to measure fair values, the valuation team assesses the evidence obtained from third parties to support the conclusion that such valuations meet the requirements of the Accounting Standards, including the level in the fair value hierarchy in which the valuations should be classified.

 

When measuring the fair value of an asset or a liability, the Group uses observable market data as much as possible. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

 

Level 1: Quoted prices (not adjusted) in active markets for identical assets or liabilities.


Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).


Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).


If the inputs used to measure the fair value of an asset or liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of fair value hierarchy as the lowest level input that is significant to the entire measurement.

 

The Group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the changes have occurred.

 

Further information about the assumptions made in measuring fair values is included in the following notes:



Note 1  business combination - acquisition of subsidiaries;
Note 18 – stock-based payment transactions; and

Note 25  financial instruments.

 

6            Change in accounting policy


Except as described below, the accounting policies applied in these interim financial statements are the same as those applied in the Group’s consolidated financial statements as at and for the year ended December 31, 2022.

 

(i)     Deferred tax related to assets and liabilities arising from a single transaction

 

The Group has adopted Deferred tax related to assets and liabilities arising from a single transaction – Amendments to IAS 12 from 1 January 2023. The amendments narrow the scope of the initial recognition exemption to exclude transactions that give rise to equal and offsetting temporary differencese.g. leases and decommissioning liabilities. For leases and decommissioning liabilities, an entity is required to recognize the associated deferred tax assets and liabilities from the beginning of the earliest comparative period presented, with any cumulative effect recognized as an adjustment to retained earnings or other components of equity at that date. For all transactions, an entity applies the amendments to transactions that occur after the beginning of the earliest period presented.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The Group previously accounted for deferred tax on leases and decommissioning liabilities applying the integrally linked approach, resulting in a similar outcome to the amendments, except that the deferred tax asset or liability was recognized on a net basis. Following the amendments, the Group has recognized a separate deferred tax asset in relation to its lease liabilities and deferred tax liability in relation to its right-of-use assets. However, there was no impact on the statement of financial position because the balances qualify for offset under paragraph 74 of IAS 12. There was also no impact on the opening retained earnings as of 1 January 2022 as a result of the change. As of March 31, 2023, the amount of deferred tax assets is R$ 31,294 (R$ 29,637 as of December 31, 2022) and deferred tax liabilities is R$ 28,673 (R$ 27,025 as of December 31, 2022).

 

The change in accounting policy will also be reflected in the Group’s consolidated financial statements as at and for the year ending 31 December 2023.


7            Cash and cash equivalents and financial investments

 

7.1 Cash and cash equivalents

 

.

March 31, 2023


December 31, 2022

Cash and cash equivalents

154,044


127,263

Short-term financial investments

97,506


58,464

Total

251,550


185,727

 

Short-term financial investments are represented by fixed income securities, with interest rates ranging from 101% to 102% on March 31, 2023 (101% to 102% as of December 31, 2022) of the changes of Interbank Deposit Certificate (CDI) variation which (i) Management expects to use for short-term commitments; (ii) present daily liquidity; and (iii) are readily convertible into a known amount of cash, subject to an insignificant risk of change in value.

 

7.2 Financial investments

 

.

March 31, 2023


December 31, 2022

Financial investments

93,884


96,299

 

The changes in the balances are as follows:

 

Balance as of January 1, 2023

96,299

Effect of movements in exchange rates

      (1,134)

Income on financial investments

    193

Redemption of financial investments

      (1,474)

Balance as of March 31, 2023

93,884

 

Balance as of January 1, 2022

  798,786

Effect of movements in exchange rates

 (26,922)

Redemption of financial investments

(350,128)

Hedge accounting realization

 (16,134)

Balance as of March 31, 2022

405,602

 


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


As of March 31, 2023 the balance of R$ 93,884 (US$ 8,582 and £ 8,001) (R$ 96,299 (US$ 18,456) as of December 31, 2022) is allocated between an interest-bearing account and time deposits. Both instruments are in US$ and £, and they bear interest rates ranging from 0.5% to 5.1% p.a. (from 0.57% to 4.2% p.a. on December 31, 2022), and such accounts present immediate liquidity. The Company holds US$ and £ amounts for short-term commitments in the same currencies. A foreign currency exposure arises from these financial investments held in US$ and £, since the amount may be subject to a significant exchange rate variation once translated to R$.


8            Trade receivables


The balances of trade receivables are presented, as follows:

 

March 31, 2023


December 31, 2022

Trade receivables - Dollar denominated – from US customers

290,327


304,693

Trade receivables - Reais denominated – from Brazilian customers

94,636


133,582

Trade receivables - from other customers

61,068


64,049

(-) Expected credit losses

(576)


(653)

Trade receivables, net

445,455


501,671

 

The balances of trade receivables by maturity date are as follows:

 

 

March 31, 2023


December 31, 2022

 

Trade receivables


(-) Expected credit losses


Trade receivables


(-) Expected credit losses

Not due

412,099


(185)


458,802


(146)

Overdue:

 


 


 


 

from 1 to 60 days (i)

26,790


(12)


36,995


(261)

61 to 360 days

7,021


(258)


6,140


(119)

Over 360 days

121


(121)


387


(127)

Total

446,031


(576)


502,324


(653)

 

(i) As of March 31, 2023, the balance of trade receivables overdue from 1 to 60 days of R$ 26,790 (R$ 36,995 as of December 31, 2022), refers to a series of individual clients. The Group considers these extensions and delays as expected in its credit risk analysis.
 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The movement of impairment loss on trade receivables is as follows:

 

Balance as of January 1, 2023

(653)

Provision

(612)

Reversal

701

Exchange variation

(12)

Balance as of March 31, 2023

(576)

Balance as of January 1, 2022

(1,059)

Provision

(299)

Reversal

297

Write-off

655

Exchange variation

205

Balance as of March 31, 2022

(201)

 

9            Other assets


 

March 31, 2023


December 31, 2022

Prepaid expenses (a)

30,670


37,527

Rental security deposits

2,921


3,179

Advance to suppliers

86


242

Other

1,816


975

Total

35,493


41,923

Current

31,856


38,269

Non-current

3,637


3,654

Total

35,493


41,923

 

(a) Prepaid expenses are mostly comprised of prepaid insurance, mainly related to directors’ and officers’ liability insurance, consulting, software support prepayments.



CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


10            Property, plant and equipment

 

.

March 31, 2023


December 31, 2022

IT equipment

36,080


37,963

Furniture and fixtures  

4,598


5,064

Leasehold improvements (a)

11,266


12,226

Property, plant and equipment in progress  

88


13

Total

52,032


55,266

 

(a)   Improvements are depreciated on a straight-line basis based over the duration of the lease agreement.

 

The changes in the balances are as follows:

 


IT equipment


Furniture and

fixtures


Leasehold

improvements


In progress


Total

Cost:

 


 


 


 


 

Balance as of January 1, 2022

63,640


13,869


30,915


157


108,581

Exchange rate changes

(1,770)


(531)


(1,218)


-


(3,519)

Addition due to business combination (note 2)

2,334


25


-


-


2,359

Additions

7,868


75


26


48


8,017

Disposals

(3,301)


(434)


(5,079)


(19)


(8,833)

Transfers

6


-


115


(121)


-

Balance as of March 31, 2022

68,777


13,004


24,759


65


106,605

Balance as of January 1, 2023

75,547


10,308


21,498


13


107,366

Exchange rate changes

(173)


(100)


(204)


-


(477)

Additions

2,514


23


-


78


2,615

Disposals

(184)


(674)


-


-


(858)

Transfers

-


-


3


(3)


-

Balance as of March 31, 2023

77,704


9,557


21,297


88


108,646

Depreciation:

 


 


 


 


 

Balance as of December 31, 2021

(28,410)


(7,586)


(14,864)


-


(50,860)

Exchange rate changes

973


188


354


-


1,515

Additions

(3,770)


(347)


(842)


-


(4,959)

Disposals

1,744


607


4,729


-


7,080

Balance as of March 31, 2022

(29,463)


(7,138)


(10,623)


-


(47,224)

Balance as of December 31, 2022

(37,584)


(5,244)


(9,272)


-


(52,100)

Exchange rate changes

206


(41)


77


-


242

Additions

(4,401)


(291)


(836)


-


(5,528)

Disposals

155


617


-


-


772

Balance as of March 31, 2023

(41,624)


(4,959)


(10,031)


-


(56,614)

Balance as of:

 


 


 


 


 

December 31, 2022

37,963


5,064


12,226


13


55,266

March 31, 2023

36,080


4,598


11,266


88


52,032

 

The Group does not have property, plant or equipment pledged as collateral.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


11            Intangible assets

 

 

March 31, 2023


December 31, 2022

Software

5,352


5,641

Internally developed software (i)

3,544


4,059

Software in progress

2,485


1,032

Customer relationship

274,890


288,943

Non-compete agreement

10,107


10,865

Brands (i)

5,849


7,464

Subtotal

302,227


318,004

Goodwill

1,416,999


1,432,894

Total

1,719,226


1,750,898

 

(i) Refers to internal expenses with software development to be sold by the Group and also for internal use.


Goodwill arising from the following acquisitions:



March 31, 2023


December 31, 2022

CI&T IN Software (i)

2,871


2,871

CI&T Japan (ii)

974


1,007

Comrade (i)(ii)

17,119


18,367

Dextra (i)

595,721


595,721

Somo (ii)

260,715


260,466

Box 1824 (i)

21,525


21,525

Transpire (ii) 61,187
63,702
Ntersol (ii) 456,887
469,235


1,416,999


1,432,894

 

(i) Merged subsidiaries.
(ii) Goodwill recorded in foreign currency, being subject to exchange variation at each reporting date.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The change in the balances of intangible assets as follows:

 

 

Network software


Internally developed software


Software in progress


Customer relationship


Non-compete agreement


Brands


Goodwill


Total

Cost:

 


 


 


 


 


 


 


 

Balance as of January 1, 2022

11,942


16,581


391


88,961


13,462


20,501


619,469


771,307

Additions due to business combination Somo (i)(note 2)

-


-


-


49,539


-


7,746


317,179


374,464

Exchange rate changes

(78)


-


-


-


-


-


(55,169)


(55,247)

Additions

52


-


226


-


-


-


-


278

Write-off

(731)


-


(32)


-


-


-


-


(763)

Transfers

50


-


(50)


-


-


-


-


-

Balance as of March 31, 2022

11,235


16,581


535


138,500


13,462


28,247


881,479


1,090,039

Balance as of December 31, 2022

15,186


18,586


1,032


313,259


13,462


33,798


1,432,894


1,828,217

Exchange rate changes

(101)


-


-


(4,096)


-


-


(15,895)


(20,092)

Additions

179


-


1,453


-


-


-


-


1,632

Disposals

(1)


(4)


-


-


-


-


-


(5)

Balance as of March 31, 2023

15,263


18,582


2,485


309,163


13,462


33,798


1,416,999


1,809,752

Amortization:

 


 


 


 


 


 


 


 

Balance as of January 1, 2022

(9,543)


(12,670)


-


(4,766)


435


(5,960)


-


(32,504)

Exchange rate changes

96


-


-


-


-


-


-


96

Additions

(260)


(475)


-


(3,020)


(758)


(3,851)


-


(8,364)

Write-off

741


-


-


-


-


-


-


741

Balance as of March 31, 2022

(8,966)


(13,145)


-


(7,786)


(323)


(9,811)


-


(40,031)

Balance as of December 31, 2022

(9,545)


(14,527)


-


(24,316)


(2,597)


(26,334)


-


(77,319)

Exchange rate changes

16


-


-


211


-


-


-


227

Additions

(383)


(511)


-


(10,168)


(758)


(1,615)


-


(13,435)

Disposals

1


-


-


-


-


-


-


1

Balance as of March 31, 2023

(9,911)


(15,038)


-


(34,273)


(3,355)


(27,949)


-


(90,526)

Balance at:

 


 


 


 


 


 


 


 

December 31, 2022

5,641


4,059


1,032


288,943


10,865


7,464


1,432,894


1,750,898

March 31, 2023

5,352


3,544


2,485


274,890


10,107


5,849


1,416,999


1,719,226

 

(i) Refers to the amount of goodwill on the acquisition date.

 

Impairment test – Goodwill

For the period ended March 31, 2023, Management did not identify factors that could significantly change the assumptions used in the annual impairment analysis and, therefore, did not identify any indicator of impairment of intangible assets and goodwill.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


12            Leases

 

  1. Right-of-use assets

 

.

March 31, 2023


December 31, 2022

Properties

42,589


48,415

Vehicles

7,813


7,772

Total

50,402


56,187

 

Some of the Group’s leases have the option of an extension that can be exercised for an indefinite period, and in these cases the Group has already considered in the measurement of the lease amounts the extensions that are reasonably certain to be exercised.

 

The Group applies the short-term lease recognition exemption to its short-term leases of properties (those leases that have a lease term of 12 months or less). It also applies the lease of low-value assets recognition exemption to leases that are considered of low value. Lease payments on short-term leases and leases of low-value assets are recognized as expenses on a straight-line basis. The remained rental expenses for the period totaled R$ 1,714 as of March 31, 2023 (R$ 1,717 as of March 31, 2022).

 

The changes to balances of the right-of-use are:

 

 

Properties


Vehicles


IT equipment


Total

Cost:

 


 


 


 

Balance as of January 1, 2022

107,640


6,372


851


114,863

Additions due to business combination (note 2)

6,800


-


-


6,800

Exchange rate changes

(1,073)


-


-


(1,073)

Additions

2,209


2,637


-


4,846

Derecognition of right-of-use assets

(340)


(469)


-


(809)

Balance on March 31, 2022

115,236


8,540


851


124,627

Balance as of December 31, 2022

90,587


12,198


-


102,785

Exchange rate changes

(1,285)


-


-


(1,285)

Additions

261


1,470


-


1,731

Derecognition of right-of-use assets

(352)


(1,113)


-


(1,465)

Balance on March 31, 2023

89,211


12,555


-


101,766

Depreciation:

 


 


 


 

Initial amount on January 1, 2022

(38,200)


(2,199)


(638)


(41,037)

Exchange rate changes

(3,732)


-


-


(3,732)

Depreciation

(5,359)


(637)


(71)


(6,067)

Derecognition of right-of-use assets

-


413


-


413

Balance on March 31, 2022

(47,291)


(2,423)


(709)


(50,423)

Balance on December 31, 2022

(42,172)


(4,426)


-


(46,598)

Exchange rate changes

618


-


-


618

Depreciation

(5,068)


(1,022)


-


(6,090)

Derecognition of right-of-use assets

-


706


-


706

Balance on March 31, 2023

(46,622)


(4,742)


-


(51,364)

Net balance at:

 


 


 


 

December 31, 2022

48,415


7,772


-


56,187

March 31, 2023

42,589


7,813


-


50,402


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


b. Lease liabilities

 

 

Average discount rate (per year)


March 31, 2023


December 31, 2022

Properties

8.05% (2022: 8.26%)


48,591


54,369

Vehicles

17.09% (2022: 16.63%)


8,367


8,439

Total

 


56,958


62,808

Current

 


19,922


21,539

Non-current

 


37,036


41,269

Total

 


56,958


62,808


The change in lease liabilities is disclosed in the reconciliation of change in liabilities to cash flows in note 13.


13            Loans and borrowings


Loans and borrowings operations can be summarized as follows:

 


Currency


Average interest rate per year (%)


Year of maturity


March 31,

2023


December 31,

2022

Bradesco (i)

R$


CDI + 1.10%


2023


-


1,669

Citibank (ii)

US$


4.06% p.a. / 2.28% p.a.


2023


15,073


14,937

Bradesco (i)

R$


CDI + 1.75% 


2026


283,444


296,774

Citibank (i)

US$


Libor 3 months rate + 2.07%


2026


129,830


129,701

Itaú (ii)

US$


4.86% p.a.


2023


54,089


53,500

Citibank (ii)

US$


3.80% p.a.


2023


10,280


10,191

Bradesco (ii)

US$


3.98% p.a.


2023


15,323


15,183

Santander (ii)

US$


5.02% p.a.


2026


103,319


111,106

Citibank (ii)

US$


SOFR 2.79% p.a.


2027


206,130


209,193

HSBC (ii)

US$


SOFR 2.90% p.a.


2027


130,836


131,977

Total

 


 


 


948,324


974,231

 

(i)     Export credit note - NCE: Refers to financing to export software development services.

(ii)    Advance on Foreign Exchange Contract (ACC).

 

These balances were included as current and non-current borrowings in the consolidated statement of financial position as follows:

 

 

March 31, 2023


December 31, 2022

Current

233,583


231,296

Non-current

714,741


742,935

Total

948,324


974,231

 

The principal balances of long-term loans and borrowings as of March 31, 2023, mature as follows:

 

2024

137,106

2025

243,244

2026

232,491

2027

101,900

Non-current liabilities

714,741

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The reconciliation of change in liabilities to cash flows arising from financing activities is shown below:

 

 

Liabilities


Leases


Liabilities


Net Equity


Total

 

Loans and borrowings


Leases (note 12.b)


Accounts payable for business combination (Note 15)


Reserves


 

Balance as of December 31, 2022

974,231


62,808


204,949


1,401,264


2,643,289

Changes in cash flow from financing activities

 


 


 


 


 

Loans, borrowings and lease liabilities payments

(19,432)


(5,919)


-


-


(25,351)

Proceeds from exercise of share options

-


-


-


478


478

Settlement of derivatives

2,839


-


-


-


2,839

Payment related to business combination

-


-


(1,235)


-


(1,235)

Total changes in cash flow from financing activities

(16,593)


(5,919)


(1,235)


478


(23,269)

Exchange rate changes

(11,892)


(750)


(2,004)


-


(14,646)

Other changes - liabilities

 


 


 


 


 

New leases

-


1,732


-


-


1,732

Interest expenses

21,079


1,179


-


-


22,258

Interest paid

(15,534)


(1,148)


-


-


(16,682)

Other borrowing/lease costs

(2,967)


-


-


-


(2,967)

Lease write-offs

-


(944)


-


-


(944)

Other changes liabilities

-


-


2,976


-


2,976

Total other changes - liabilities

2,578


819


2,976


-


6,373

Total other changes - equity

-


-


-


57,779


57,779

Balance as of March 31, 2023

948,324


56,958


204,686


1,459,521


2,669,489

 

 

Liabilities


Leases


Net Equity


Total

 

Loans and financing


Leases


Reserves


 

Balance as of January 1, 2022

788,709


81,888


1,052,042


1,922,639

Changes in cash flow from financing activities

 


 


 


 

Loan and borrowings payments, and lease payments

(38,506)


(6,084)


-


(44,590)

Proceeds from exercise of share options

-


-


5,128


5,128

Settlement of derivatives

(381)


-


-


(381)

Total changes in financing cash flows

(38,887)


(6,084)


5,128


(39,843)

Effect of changes in exchange rates

(2,604)


(5,174)


-


(7,778)

Other changes - related to liabilities

 


 


 


 

Additions due to business combination (note 2)

42,268


6,800


-


49,068

New leases

-


4,847


-


4,847

Interest expense

15,990


2,146


-


18,136

Interest paid

(19,458)


(1,479)


-


(20,937)

Other borrowing/lease costs

(38,042)


(195)


-


(38,237)

Lease write-offs

-


(245)


-


(245)

Total other changes related to liabilities

758


11,874


-


12,632

Total other changes related to equity

-


-


43,404


43,404

Balance as of March 31, 2022

747,976


82,504


1,100,541


1,931,021



CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


Loans and borrowings covenants

The loans and borrowings are subject to covenants, which establish the early maturity of debts. Early maturity of the loans could be caused by:

  • Disposal, merger, incorporation, spin-off, or any other corporate reorganization process that implies a change in the shareholding control, without prior consent from the creditor;
  • Some of the debt contracts held by the Group include covenants that demand the maintenance of specific ratios, such as the Net Debt to EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization) ratio.

The Group has complied with these covenants as of March 31, 2023 and December 31,2022. 

14            Salaries and welfare charges

 

 

March 31, 2023


December 31, 2022

Salaries

31,883


30,551

Accrued vacation and charges

112,631


107,801

Bonus

47,021


64,815

Withholding income tax

20,803


29,267

Payroll charges (social contributions)

12,695


15,168

Others

26,768


12,554

Total

251,801


260,156


15            Accounts payable for business combination

 

 

March 31, 2023


December 31, 2022

Dextra

 


 

Retained amount

35,275


    34,183

 

35,275


    34,183

Somo

 


 

Earn-out

61,588


   61,529

Escrow account

18,854


20,091

Other

2,149


2,148

 

82,591


83,768

Box 1824

 


 

Retained amount

9,460


9,165

Other

974


974

 

10,434


10,139

Ntersol

 


 

Retained amount

75,631


76,084

Other

   755


775

 

76,386


76,859

Current

72,005


71,650

Non-current

132,681


133,299

Total

204,686


204,949


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The table below shows the movement of the accounts payable for business combination:

 


March 31, 2023

 

Balance as of January 1, 2023


Monetary adjustment(i)


Exchange variation


Fair value / Present value adjustments


Payment


Balance as of March 31, 2023

Accounts payable for business combination

204,949


1,387


(2,004)


1,589


(1,235)


204,686

Dextra

34,183


1,092


-


-


-


35,275

Somo

83,768


-


58


-


(1,235)


82,591

Box

10,139


295


-


-


-


10,434

Ntersol

76,859


-


(2,062)


1,589


-


76,386

 


March 31, 2022

 

Balance as of January 1, 2022


Monetary adjustment (i)


Price adjustment review


Acquisitions (note 2)


Exchange variation


Balance as of March 31, 2022

Accounts payable for business combination

85,726


2,033


2,365


92,600


(13,661)


169,063

Dextra

85,726


2,033


-


-


-


90,124

Somo

-


-


-


92,600


(13,661)


78,939

 

(i) Adjusted by the CDI rate


16            Provisions


The Group is involved in tax and labor lawsuits that were considered probable losses and are provisioned according to the table below:

0

Balance as of January 1, 2022


Provisions


Reversal


Payments


Balance as of March 31, 2022


Provisions assumed in a business combination (i)


Reversal of provisions assumed in a business combination (i)


Provisions


Reversal


Balance as of December 31, 2022


Reversal


Balance as of March 31, 2023

Tax

131


69


-


-


200


-


-


8


(3)


205


(192)


13

Labor

502


582


(80)


(15)


989


13,583


(2,240)


-


(190)


12,142


(81)


12,061

Total Provisions

633


651


(80)


(15)


1,189


13,583


(2,240)


8


(193)


12,347


(273)


12,074

 

(i)

In relation to the business combination with Box 1824, the Group has also assumed an amount of R$ 11,343 (R$ 13,583 on the acquisition date) related to labor contingencies liability.


The main labor lawsuits referred to above refer to the compliance with minimum quota of employees with disabilities and lack of control over working hours.

 

Additionally, the Group is a party to civil, labor and tax lawsuits, whose likelihood of loss is regarded as possible, for which no provision was recorded, in the amount of R$ 10,742 as of March 31, 2023 (R$ 10,563 as of December 31, 2022).

 

Judicial deposits

 

As of March 31, 2023, the Group’s judicial deposits totaled R$ 9,710 (R$ 9,819 as of December 31, 2022), recognized in the statement of financial position, in non-current assets. Of this amount, R$ 9,438 (R$ 9,405 as of December 31, 2022) refer to tax lawsuits, R$272 (R$415 as of December 31, 2022) refer to labor lawsuits.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


17            Employee benefits


The Group provides its employees with benefits that include medical care, dental care and life insurance during their employment. These benefits are paid by the Group and according to the category of health plans elected, with a consideration paid by the employee.

 

Additionally, the Group offers its employees the option to participate in a private pension plan to which voluntary contributions are made. For CI&T US, CI&T UK and CI&T Canada, the subsidiaries contribute with the same amount as the participants up to 4% of the employee salary. In both scenarios there is no consideration to be paid by the subsidiaries, as there are no post-employment obligations. The nature of the plan allows employees to suspend or discontinue their contributions at any time and allows the Management to transfer the portfolio to another administrator.

 

The Group does not have additional post-employment obligations and none other long-term benefits, such as time-of-service leave, lifetime health plan and other time-service benefits.


18            Stock-based compensation

 

a.            Equity-settled and cash-settled stock-based payment arrangements

 

The key terms and conditions related to the grants under the Stock option, Incentive stock option and Restricted stock units programs are as follows:

 

Plan / Grant date

Currency


Number of
granted options/RSUs


Fair value at grant date (R$)


Contractual

life (i)


Limit

date (i)

Equity-settled stock-based payment arrangement

 


 


 


 


 

Stock options plan (SOP)

 


 


 


 


 

 04/01/2020  1stand 2nd program

R$


3,940,478


1,846


6.8 years


01/01/2027

04/01/2021  3rd program

R$


666,616


1,275


5.8 years


01/01/2027

04/01/2021  4th program

R$


187,820


298


5.8 years


01/01/2027

04/01/2022

US$


290,099


4,593


6.8 years


01/01/2028

08/01/2022

US$


133,245


737


5.5 years


01/01/2028

09/01/2022

US$


87,629


170


5.4 years


01/01/2028

10/01/2022

US$


7,606


11


5.3 years


01/01/2028

Incentive stock options (ISO)

 


 


 


 


 

10/01/2022

US$


83,522


187


5.3 years


01/01/2027

Restricted stock units (RSU)

 


 


 


 


 

10/01/2022

US$


46,314


2,250


5.3 years


01/01/2027

11/01/2022

US$


1,399,998


59,771


3.5 years


01/01/2026

Equity-settled stock-based payment arrangement

 


 


 


 


 

Stock options plan (SOP)

 


 


 


 


 

 04/01/2020 - 2nd Program

R$


69,774


6.8 years


01/01/2027


801

10/06/2021 - 3rd program

R$


6,065


5.3 years


01/01/2027


13

10/21/2021 - 4th program

R$


6,065


5.2 years


01/01/2027


23

10/11/2022

US$


13,101


5.3 years


01/01/2028


1

 

(i)     Conditional upon the grace period and assuming the possibility of anticipated vesting in face of a liquidity event.

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


b.            Measurement of fair values

 

The Company estimated the following assumptions for the calculation of the fair value of the share options:

 

b.1            Equity settled

 

Plan / Grant date

Currency


Exercise
price


Share price at grant date


Interest
rate


Volatility
(% p.a.)


Fair value at grant date


Expected life
(weighted-average)

Stock options plan (SOP)

 


 


 


 


 


 


 

04/01/2020 - 1st and 2nd Program

R$


9.58


21.68


24.19%


1.53%


0.48


3.7 years

04/01/2021 - 3rd program

R$


19.84


21.68


27.73%


2.66%


1.81


4.3 years

04/01/2021 - 4th program

R$


19.84


21.68


27.73%


2.66%


1.85


4.3 years

04/01/2022

US$


16.75


17.50


27.44%


0.39%


3.37


3.0 years

04/01/2022

US$


15.00


11.50


27.44%


2.60%


1.08


2.4 years

04/01/2022

US$


16.75-16.95


8.13


27.44%


3.26%


0.65


2.4 years

04/01/2022

US$


17.50


9.39


27.44%


3.83%


0.26


2.4 years

Incentive stock options (ISO)

 


 


 


 


 


 


 

10/01/2022

US$


16.75


9.39


27.44%


3.83%


0.44


2.3 years

Restricted stock units (RSU)

 


 


 


 


 


 


 

10/01/2022

US$


n/a


9.39


27.44%


3.83%


9.39


3.7 years

10/01/2022

US$


n/a


8.29


27.44%


4.07%


8.29


3.5 years


  • Expected volatility: The expected volatility was estimated based on the historical volatility of the comparable companies share prices. The expected life of options represents the period of time the granted options are expected to be outstanding.

b.2            Cash-settled

 

The inputs used in the measurement of the fair value at grant date were remeasured on March 31, 2023:

 

Grant date

Currency


Exercise
price


Share price on March 31, 2023


Interest
rate


Volatility
(% p.a.)


Fair value at remeasured date March 31, 2023


Expected life
(weighted-average)

Stock options plan (SOP)

 


 


 


 


 


 


 

 04/01/2020 - 2nd Program

R$


9.58


26.88


3.55%


31.71%


18.75


1.8 years

10/06/2021 - 4th program

R$


19.84


26.88


3.55%


31.71%


10.62


2.0 years

10/21/2021 - 4th program

R$


19.84


26.88


3.55%


31.71%


10.62


2.0 years

10/01/2022

US$


16.75


5.29


3.55%


31.71%


0.03


2.2 years


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


c.            Reconciliation of outstanding share options and RSUs

 

The following shows the evolution of the share options and RSUs for the year ended at March 31, 2023:

 

Grant date

Number of granted options/RSUs


(-) Canceled


(-) Exercised


Number of outstanding on 03/31/2023


Number of vested on 03/31/2023

Equity-settled stock-based payment arrangement

 


 


 


 


 

Stock options plan (SOP)

 


 


 


 


 

 04/01/2020 - 1st and 2nd Program

3,940,478


(78,360)


(991,973)


2,870,145


2,315,032

04/01/2021 - 3rd program

666,616


-


(79,620)


586,996


266,644

04/01/2021 - 4th program

187,820


(19,900)


(12,367)


155,553


56,348

04/01/2022

290,099


-


-


290,099


58,020

08/01/2022

133,245


-


-


133,245


26,649

09/01/2022

87,629


-


-


87,629


17,526

10/01/2022

7,606


-


-


7,606


1,521

 

5,313,493


(98,260)


(1,083,960)


4,131,273


2,741,740

Incentive stock options (ISO)

 


 


 


 


 

10/01/2022

83,522


-


-


83,522


16,704

 

83,522


-


-


83,522


16,704

Restricted stock units (RSU)

 


 


 


 


 

10/01/2022

46,314


-


(9,282)


37,032


9,282

11/10/2022

1,399,998


-


-


1,399,998


-

 

1,446,312


-


(9,282)


1,437,030


9,282

Equity-settled stock-based payment arrangement

 


 


 


 


 

Stock options plan (SOP)

 


 


 


 


 

 04/01/2020 - 2nd Program

69,774


-


(1,774)


68,000


40,993

10/06/2021 - 3rd program

6,065


-


(909)


5,156


1,818

10/21/2021 - 4th program

6,065


-


-


6,065


1,818

10/01/2022

13,101


-


-


13,101


2,620

 

95,005


-


(2,683)


92,322


47,249

 

d.            Expenses recognized in profit or loss

 

 

March 31, 2023


March 31, 2022

Plan in force:

 


 

Equity settled - SOP

467


144

Equity settled - RSU

4,783


-

Equity settled - ISO

9


-

Cash settled

(58)


1,095

Shares granted to executives’ officers

192


-

Expenses recognized in profit or loss (note 21)

5,393


1,239

RSUs issued during the year

(471)


-

Total

4,922


1,239

(-) Effect of cash settled

58


(1,095)

Effect of movements in exchange rates

(54)


-

Total shareholders’ equity

4,926


144

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


19            Equity

 

a.            Share capital


 

March 31, 2023


December 31, 2022

Number of ordinary nominative shares

132,855,983


133,814,311

Par value

0.00027


0.00027

Share capital

37


37 

 

As of March 31, 2023 the total issued share capital of R$ 37 (R$ 37 as of December 31, 2022) is divided into 133,855,983 common shares (133,814,311 as of December 31, 2022). 

 

Those common shares are divided into 20,044,851 Class A common shares, including 225,649 Class A common shares that were issued as part of the payment for the Somo acquisition in January 2022, 341,631 Class A common shares that were issued in August 2022 as part of the payment for the Transpire acquisition on September 1, 2022, both of them issued accordingly the CI&T´s share price at their respective transaction dates, and 1,090,807 Class A common shares issued until March 2023 in connection with the Company’s stock-based compensation plan (see note 18), and 113,811,132 Class B common shares.

 

The holders of the Class A common shares and Class B common shares have identical rights, except that (i) the holders of Class B common shares are entitled to ten votes per share, whereas holders of Class A common shares are entitled to one vote per share, (ii) Class B common shares have certain conversion rights and (iii) the holders of Class B common shares are entitled to maintain a proportional ownership interest in the event that additional Class A common shares are issued, however that such rights to purchase additional Class B common shares may only be exercised with Class B Shareholder Consent. 

 

b.            Share premium


After the Company has completed its initial public offering in November 2021 (note 1), the share premium referred to the difference between the subscription price (US$ 15.00 per share) that the shareholders paid for the shares and their nominal value (US$ 0.00005 per share), as a total amount of R$ 915,947 (US$ 166,666).


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


In connection with the business combinations occurred in 2022, the share premium increased by R$ 14,037 from shares issued as part of the payment for the Somo acquisition in January 2022  and R$ 16,189 from shares issued as part of the payment for the Transpire acquisition in September 2022. As of March 31, 2023 and December 31, 2022, the total amount of share premium is R$ 946,173.

 

c.            Capital reserve

 

Stock-based compensation

The Group stock-based compensation plans in place were accounted as Capital reserve (see note 18).

 

d.            Earnings reserves

 

 

March 31, 2023


December 31, 2022

Retained earnings reserve

251,873


251,873

Retained earnings – net profit for the period

52,382


-

Total retained earnings

304,255


251,873

 

As of March 31, 2023, the Company’s Board of Directors has not yet decided on the earnings reserve application.

 

e.            Dividends and interest on shareholders’ equity


As of March 31, 2023, the Company had no dividends and interest on shareholder´s equity liability.

 

f.            Other comprehensive income

 

Translation differences

Accumulated translation adjustments include all foreign currency translation differences on investments abroad.

 

Foreign currency translation exchange differences arising on translation of the foreign controlled entity are recognized in other comprehensive income, as described in note 8.b.ii, and accumulated in a separate reserve within equity. The cumulative amount is reclassified to profit or loss when the net investment is disposed of.

 

Cash flow hedges

As mentioned on note 25, since January 2022, the Company decided to apply hedge accounting for financial instruments (non-derivatives), with the purpose of hedging exchange rates in transactions related to highly probable risk operations. The movement of exchange variation to be realized by highly probable transactions is accumulated in other comprehensive income.


20            Net revenue


The Group generates revenue primarily through the provision of services described in the table below, which is summarized by nature:

 

 

March 31, 2023


March 31, 2022

Software development revenue

580,876


470,662

Software maintenance revenue

17,020


13,380

Revenue from software license agent

726


249

Consulting revenue

10,599


5,173

Other revenue

770


2,408

Total net revenue

609,991


491,872

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The following table sets forth the net revenue by industry vertical for the periods indicated:

 

.

March 31, 2023


March 31, 2022

By Industry Vertical

 


 

Financial services

174,783


156,326

Consumer goods

116,156


104,369

Technology and telecommunications

125,060


68,056

Retail and industrial goods

75,814


73,222

Life sciences

63,281


62,893

Others

54,897


27,006

Total net revenue

609,991


491,872

 

Performance obligations and revenue recognition policies 

The revenue is measure based on the consideration specified in the contract with the client. The Group recognizes revenue when it transfers control over the product or service to the customer. 

 

The table below provides information on the nature and timing of performance obligations in contracts with customers, including the revenue recognition policies listed in the main types of services: 


Type of service 

Nature and timing of performance obligations 

Revenue recognition in accordance with IFRS 15

Services provision: 
- software development; 
- software maintenance; 
- consultancy. 

The Group has determined that the customer controls all work in progress as the services are provided. This is because, according to these contracts, services are provided according to the client’s specifications and, if a contract is terminated by the client, the Group will be entitled to reimbursement of the costs incurred to date, including a reasonable margin. 

 

Invoices are issued in accordance with contractual terms and are usually paid on average in 69 days as of March 31, 2023. Unbilled amounts are presented as contract assets. 

The associated revenue and costs are recognized over time. The progress of the performance obligation is measured based on the hours incurred.

 

Software License Agency 

The Group acts as an agent in software license agreements between the developer and the customer. 

 

Invoices (related to agency fees) are issued in accordance with the contractual terms and are generally paid on average within 45 days. 

Revenue related to fees as agent is recognized when contracts are entered into.

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


Contract assets

Contract assets relate mainly to the Group’s rights to consideration for services performed, for which control has been transferred to the client, but not invoiced on the reporting date. Contract assets are transferred to receivables when the Group issues an invoice to the client.

 

The balances from contract assets are shown and segregated in the statement of financial position as follows:

 

.

March 31, 2023


December 31, 2022

Contract assets – Dollar denominated – from Brazilian customers

135,155


94,613

Contract assets – Reais denominated – from US customers

61,321


104,836

Contract assets – from other customers

38,346


18,474

(-) Expected credit losses from contract assets

(2,363)


(673)

Total

232,459


217,250

 

The movement of expected credit losses of contract assets, is as follows:

 

Balance as of January 1, 2022

(913)

Reversal (Provision)

(1,064)

Effect of movements in exchange rates

177

Balance as of March 31, 2022

(1,800)

Reversal (Provision)

1,158

Effect of movements in exchange rates

(31)

Balance as of December 31, 2022

  (673)

Reversal (Provision)

(1,694)

Effect of movements in exchange rates

4

Balance as of March 31, 2023

(2,363)

 

21            Expenses by nature

 

Information on the nature of expenses recognized in the condensed consolidated interim statement of profit or loss is presented below:

 

 

March 31, 2023


March 31, 2022

Employee expenses

(443,313)


(365,596)

Third-party services and other inputs

(34,070)


 (24,226)

Depreciation and amortization (a)

(25,053)


 (19,390)

Insurance

(3,375)


   (4,107)

Short-term leases (e)

(1,714)


   (1,717)

Travel expenses

(2,563)


   (1,378)

Training

(976)


   (1,275)

Stock-based compensation (b)

(5,393)


   (1,239)

Expected credit losses

(1,605)


   (1,066)

Consulting (c)

(340)


   (2,695)

Other post-acquisition expenses (d)

(1,784)


-

Other costs and expenses

(5,732)


   (7,934)

Total

(525,918)


(430,623)

Disclosed as:

 


 

Costs of services provided

(407,861)


(328,992)

Selling expenses

(45,554)


 (35,129)

General and administrative expenses

(71,222)


 (64,921)

Impairment loss on trade receivables and contract assets

(1,605)


   (1,066)

Other income (expenses) net

324


      (515)

Total

(525,918)


(430,623)


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


(a) Depreciation and amortization include R$ 9,410 (R$ 9,318 as of March 31, 2022) classified as cost of services, R$ 2,931 (R$ 10,072 as of March 31, 2022) as expenses and R$12,712 (R$ 7,628 as of March 31, 2022) regarding intangible assets acquired in business combination as general and administrative expenses.
(b) Stock-based compensation includes R$ 2,376 (R$ 1,182 as of March 31, 2022) classified as cost of services and R$ 3,017 (R$ 57 as of March 31, 2022) as expenses.
(c) Consulting expenses in the total amount of R$ 340 (R$ 2,695 as of March 31, 2022) related to acquisitions.
(d) Other post-acquisition expenses include the present value adjustment on account payable for business combination (R$1,589) and other expenses related to the obligation of business combination (R$195).
(e) Short-term leases include R$ 931 related leases of low-value assets and R$ 783 related to other condominium costs. (R$1,036 and R$681 respectively in March 31, 2022).


22            Net finance costs

 

.

March 31, 2023


March 31, 2022

Finance income:

 


 

Income from financial investments

2,750


      1,384

Foreign-exchange gain

9,073


    62,034

Gains on derivatives

8,602


      5,801

Interest received

43


         200

Positive monetary variation

195


             4

Other finance income

1


         159

Total

20,664


    69,582

Finance costs:

 


 

Exchange variation loss

(11,302)


 (60,688)

Loss on derivatives

(4,058)


       (805)

Interest and charges on loans and leases (note 12)

(23,343)


  (18,137)

Negative monetary variation

(1,365)


    (2,033)

Other finance costs

(564)


    (4,631)

Total

(40,632)


  (86,294)

Net finance costs

(19,968)


(16,712)


23            Income tax and social contribution


Income tax expenses are recognized at an amount determined by multiplying the profit (loss) before tax for interim reporting period based on the Management's best estimate of the weighted average annual income tax rate expected for the full financial year, adjusted for the tax effect of certain items recognized in full in the interim period. Income tax expenses include current and deferred tax and social contribution on net profit.

 

The Group’s consolidated effective tax rate in respect of continuing operations for the three-month period ended March 31, 2023 was 18% and for the three-month period ended March 31, 2022 was 34%.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


24            Earnings per share

 

Basic and diluted earnings per share

The calculation of basic earnings per share was based on the net income attributed to holders of common shares and the weighted average number of outstanding common shares. The calculation of diluted earnings per share was based on the net income attributed to holders of common shares and the weighted average number of outstanding common shares, after adjustments for all potential diluted common shares.


 

March 31, 2023


March 31, 2022

Numerator

 


 

Profit attributable to holders of common shares

52,382


29,223

Denominator

 


 

Weighted average number of basic shares held by shareholders

133,834,456


132,639,430

Earnings per share – basic

0.39


0.22

 

 


 

Numerator

 


 

Profit attributable to holders of common shares

52,382


29,223

Denominator

 


 

Weighted average number of diluted shares held by shareholders

137,279,821


132,963,392

Net earnings per share – diluted

0.38


0.22

 

Weighted average number of common shares

 

 

March 31, 2023


March 31, 2022

Weighted average common shares (basic)

133,834,456


132,639,430

Effect of stock options when exercised

3,445,365


323,962

Weighted average number of common shares

137,279,821


132,963,392


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


25            Financial instruments and risk management

 

25.1            Financial instrument categories

The Group maintains operations with derivative and non-derivative financial instruments. These instruments are managed to assure liquidity and profitability. The control policy consists of monitoring the terms contracted against the terms and condition current in the market. The Company does not make investments of a speculative nature in derivatives or any other risk assets.

 

The estimated fair value of the Group's financial instruments considered the following methods and assumptions:

  • Cash and cash equivalents and financial investment: recognized at cost plus income earned up to the closing date of the financial statements, which approximate their fair value.
  • Trade receivables: arise directly from the Group's operations, classified at amortized cost, are recorded at their original values, adjusted based on the exchange rate changes, when applicable, and subject to a provision for losses. Their carrying amount is a reasonable approximation of fair value.
  • Loans and borrowings: classified as financial liabilities measured at amortized cost and are recorded at their contractual values. The contractual flow of loans and borrowings is adjusted to the future value of the liabilities considering the interest until maturity.
  • Derivative financial instruments: The financial instruments were valued by calculating the present value through the use of market curves that impact the specific instrument on the calculation dates. For this, future curves of US$ Libor 3M, exchange coupon, and currency quotation are used. For interest rate swaps, the present value of the asset position and the liability position are both estimated by discounting cash flows at the interest rate of the currency in which the swap is denominated. The difference between the present value of the asset and the liability position of the swap generates its fair value. For exchange forward swaps, the present value of the asset position and the liability position are both estimated by discounting cash flows at the rate of currency in which the swap is denominated. The difference between the present value of the asset and the liability position of the swap generates its fair value.
  • Non-derivatives financial instruments: Based on the Group's risk management and considering the existing natural hedge on exchange rate variations, the Group designated hedge relationships between “highly probable future transactions” (hedged item) and non-derivative financial instruments (hedging instruments), and their exchange effects were recognized at the same time in the OCI. The exchange rate variations in proportions of cash flows from non-derivative financial instruments were designated as hedging instruments. At the inception of designated hedging relationships, the Group documented the risk management objective and strategy for undertaking the hedge. The Group also documented the economic relationship between the hedged item and the hedging instrument, including identification of: (i) the hedging instrument; (ii) the hedged item; (iii) the nature of the risk being hedged; and (iv) the assessment whether the hedging relationship meets the hedge effectiveness requirements.  

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The following table shows the carrying amounts and fair values of financial assets and financial liabilities, segregated by category:

 

 

March 31, 2023

 

Amortized cost


Assets / liabilities measured at FVTPL


Assets / liabilities measured at FVOCI


Total

Financial assets

 


 


 


 

Cash and cash equivalents

251,550


-


-


251,550

Financial investments

93,884


-


-


93,884

Trade receivables

445,455


-


-


445,455

Contract assets

232,459


-


-


232,459

Derivatives

-


9,240


-


9,240

Non-derivatives financial instruments

-


-


30,698


30,698

Other assets

35,493


-


-


35,493

 

1,058,841


9,240


30,698


1,098,779









Financial liabilities

 


 


 


 

Suppliers and other payables

21,542


-


-


21,542

Loans and borrowings

948,324


-


-


948,324

Lease liabilities

56,958


-


-


56,958

Accounts payable for business combination

67,467


137,219


-


204,686

Derivatives

-


450


-


450

Non-derivatives financial instruments

-


-


40,052


40,052

Contract liabilities

20,491


-


-


20,491

Other liabilities

53,674


-


-


53,674

 

1,168,456


137,669


40,052


1,346,177

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


 

December 31, 2022

 

Amortized cost


Assets / liabilities measured at FVTPL


Assets / liabilities measured at FVOCI


Total

Financial assets

 


 


 


 

Cash and cash equivalents

185,727


-


-


185,727

Financial investments

96,299


-


-


96,299

Trade receivables

501,671


-


-


501,671

Contract assets

217,250


-


-


217,250

Derivatives

-


11,194


-


11,194

Non-derivatives financial instruments

-


-


19,637


19,637

Other assets

41,923


-


-


41,923

 

1,042,870


11,194


19,637


1,073,701









Financial liabilities

 


 


 


 

Suppliers and other payables

33,376


-


-


33,376

Loans and borrowings

974,231


-


-


974,231

Lease liabilities

62,808


-


-


62,808

Accounts payable for business combination

68,561


136,388


-


204,949

Derivatives

 


4,109


-


4,109

Non-derivatives financial instruments

 


-


35,169


35,169

Contract liabilities

32,136


-


-


32,136

Other liabilities

51,031


-


-


51,031

 

1,222,143


140,497


35,169


1,397,809

 

25.2            Financial risk management

The Group’s operations are subject to the following risk factors:

 

a.            Market risks

The Group is exposed to market risks resulting from the normal course of its activities, such as inflation, interest rates and exchange rate changes.

 

Thus, the Group's operating results may be affected by changes in national economic policy, especially regarding short and long-term interest rates, inflation targets and exchange rate policy. Exposures to market risk are measured by sensitivity analysis. 

 

Management interest rate benchmark reform and associated risks.

 

A fundamental reform of major interest rate benchmarks is being undertaken globally, including the replacement of some interbank offered rates (lBORs) with alternative nearly risk-free rates (referred to as ‘lBOR reform’). In 2021, the Group undertook amendments to most financial instruments with contractual terms indexed to lBORs such that they incorporated new benchmark rates. As of March 31, 2023, the Group’s remaining lBOR exposure is indexed to US dollar LIBOR. The alternative reference rate for all US dollar LIBOR is the Secured Overnight Financing Rate (SOFR). The Group finished the process of implementing appropriate fallback clauses for all US dollar LIBOR indexed exposures in 2021. These clauses automatically switch the instruments from USD LIBOR to SOFR as and when USD LIBOR ceases. As announced by the Financial Conduct Authority (FCA) in early 2022, the panel bank submissions for US dollar LIBOR will cease in mid-2023.

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The risk Management monitors and manages the Group´s transition to alternative rates. The Management evaluates the extent to which contracts reference lBOR cash flows, whether such contracts will need to be amended as a result of lBOR reform and how to manage communication about lBOR reform with counterparties. The Management reports to the Company´s board of directors regularly and collaborates with other business functions as needed. It provides periodic reports to management of interest rate risk and risks arising from lBOR reform.

 

a.1            Foreign currency – Exchange rate changes             

The Group is exposed to foreign exchange risk to the extent that there is a mismatch between the currencies in which sales, purchases, receivables, and borrowings are denominated and the respective functional currencies of the Company and its subsidiaries.


Therefore, foreign exchange risk is inherent to the Group’s business model. The Group’s revenue is mainly denominated in foreign currency and, consequently, is exposed to exchange rate changes. The Group’s expenses, on the other hand, are mainly denominated in the Group’s functional currency (Brazilian Reais) and, consequently, are not exposed to exchange rate changes. The Group is exposed to exchange rate risk on its financial investments, suppliers and other payables, trade receivables, loans and borrowings, accounts payable for business combination, lease liabilities and derivatives. See below the total exposure to foreign currency:

 

 

March 31, 2023


December 31, 2022

 

US$


£


Other


US$


£


Other

Financial investments

43,602


50,282


-


96,299


-


-

Suppliers and other payables

(4,319)


(1,094)


(1,789)


(4,229)


(2,264)


(2,078)

Trade receivables

293,394


47,322


10,680


304,617


51,152


12,306

Loans and borrowings

(224,595)


-


-


(223,512)


-


-

Lease liabilities

(26,773)


(236)


(1,914)


(29,147)


(1,009)


(2,493)

Accounts payable for business combination

(76,385)


(82,591)


-


(76,859)


(83,768)


-

Derivatives

(450)


-


-


(4,109)


-


-

Net exposure

4,474


13,683


6,977


63,060


(35,889)


7,735


Cash flow hedge for the Group's future Revenues

Considering the natural hedge and the risk management strategy, the Group designates hedging relationships to account for the effects of the existing hedge between a foreign exchange gain or loss from proportions of its long-term debt obligations (denominated in U.S. dollars) and foreign exchange gain or loss of its highly probable U.S. dollar denominated future export revenues, so that gains or losses associated with the hedged transaction (the highly probable future exports) and the hedging instrument (debt obligations) are recognized in the statement of profit or loss in the same periods in which they will occur.

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The schedule of cash flow hedge involving the Company´s future exports as of March 31, 2023 is set below:


 

 

 

 

 

Present value of hedging instrument notional value at March 31, 2023

Hedging Instrument

Hedged Transaction

Nature of the Risk

Maturity Date

USD

BRL

Foreign exchange gains and losses on proportion of non-derivative financial instruments cash flows

Foreign exchange gains and losses of highly probable future monthly exports revenues

Foreign Currency - Real vs U.S. Dollar
Spot Rate

2023 to 2026

 

 

Citibank (i)

 

 

2026

27,000

137,171

Citibank (ii)

 

 

2023

3,000

15,241

Bradesco (ii)

 

 

2023

3,000

15,241

Citibank (ii)

 

 

2023

2,000

10,161

Itaú (ii)

 

 

2023

10,000

50,804

Total amounts designated as of March 31, 2023

 

 

 

45,000

228,618


(i) Export credit note - NCE: Refers to financing to export software development services.

(ii) Advance on Foreign Exchange Contract (ACC).

Changes in the fair value of US$ foreign exchange debt obligation (non-derivative financial instruments) designated as effective cash flow hedges have their effective component recorded in Equity, Other Comprehensive Income (“OCI”) and the ineffective component recorded in Statement of Profit or Loss, in finance income (expense). The amounts accumulated in Equity are recognized in the Statement of Profit or Loss in the years in which the hedged item affects the result, the effects of which are appropriated to the result, in order to minimize the variations in the hedged item.

The individual hedge relationships are established on a one-to-one basis, that is, the “highly probable exports” of each month and the proportions of cash flows from foreign exchange debt obligation made abroad, used in each relationship and individual hedge, have the same face value in US dollars.

The exposure of the Group's future exports in hard currency to the risk of variations in the R$/US$ exchange rate (liability position) is offset by an inverse exposure equivalent to its US dollars debt (asset position) to the same type of risk.

Hedge Accounting Effects

 

The movement of exchange variation accumulated in other comprehensive income as of March 31, 2023 and December 31, 2022, resulting from completed and expected exports are set out below:

 

 

Exchange variation

Balance as of January 1, 2022

- 

Recognized in Other comprehensive income

(23,855)

Reclassified to the statements of profit or loss - occurred exports

8,323

Balance as of December 31, 2022

(15,532)

Recognized in Other comprehensive income

6,178

Balance as of March 31, 2023

(9,354)

 

As of March 31, 2023, the annual expectation of realization of the exchange rate variation balance accumulated in equity is R$ 1,317.

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


Sensitivity analysis for exchange rate risk

 

 

Risk


Exposure in US$


Probable scenario (I)


Adverse Scenario (II)


Remote Scenario (III)

Exchange variation in the period

Foreign currency appreciation US$


5.0804


5.0000


6.2500


7.5000

Financial investments

 


8,582


(692)


10,036


20,763

Suppliers and other payables

 


(850)


69


(994)


(2,056)

Trade receivables

 


57,750


(4,644)


67,544


139,731

Loans and borrowings

 


(44,208)


3,555


(51,705)


(106,965)

Derivatives

 


19,107


(1,538)


22,346


46,230

Lease liabilities

 


(5,270)


423


(6,165)


(12,752)

Accounts payable for business combination

 


(14,887)


1,950


(16,659)


(35,268)

Net effect

 


 


(877)


24,403


49,683

 

 

Risk


Exposure in £


Probable scenario (I)


Adverse Scenario (II)


Remote Scenario (III)

Exchange variation in the year

Foreign currency appreciation £


6.2845


5.7692


7.2115


8.6538

Financial investments

 


8,001


(4,123)


7,417


18,957

Suppliers and other payables

 


(174)


90


(161)


(412)

Trade receivables

 


7,530


(3,880)


6,981


17,841

Lease liabilities

 


(38)


17


(38)


(93)

Accounts payable for business combination

 


(13,142)


6,772


(12,183)


(31,137)

Net effect

 


 


(1,124)


2,016


5,156

 

a.2            Interest rate risk

Derives from the possibility of the Group incurring gains or losses resulting from changes in interest rates applicable to its financial assets and liabilities. The Group may also enter into derivative contracts in order to mitigate this risk.

 

a.3            Sensitivity analysis of non-derivative financial instruments

 

Exchange rate fluctuation and changes in interest rates may positively or adversely affect the financial statements, due to an increase or decrease in the balances of trade receivables and investments in foreign currency and the variation in the balances of financial investments and loans and borrowings.

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The Group mitigates its risks relating to non-derivative financial assets and liabilities substantially through the contracting of derivative financial instruments. Accordingly, the Group identified the main risk factors that may generate losses for its operations with derivative financial instruments and this sensitivity analysis is based on three scenarios that may impact the Group’s future results and cash flows, as described below:


(i) Probable scenario: The Group’s projections, based on internal and external data, considered the highest projection expected by the Company for the next 12 months: (i) the interest rate index in order to analyze the sensitivity of the index in short-term investments and loans and borrowings was 13.05% for CDI, 5.30% for Libor (only applicable for some loans and borrowings) and 5.30 for SOFR; (ii) the exchange rate of R$ 5.00 for US$ and R$ 5.77 for £, related to the closing rate projected by the Company, for the purposes of analyzing the foreign exchange exposure. Based on these factors, variations in the adverse and remote scenarios were calculated.


(ii) Adverse scenario: considered a variation of 25% in the main risk factor of each transaction.


(iii) Remote scenario: considered a variation of 50% in the main risk factor of each transaction.

 

For each scenario, the gross finance income or finance costs were calculated, excluding taxes and the maturity flow of each agreement. The base date considered was March 31, 2023, projecting the indexes for one year and verifying their sensitivity in each scenario.

 

Sensitivity analysis for interest rate risk

 

 

Risk


Exposure in R$


Period rates


Probable scenario (I)


Adverse Scenario (II)


Remote Scenario (III) 

Short-term financial investments

Interest rate increase - CDI


97,506


13.81%


13.05%


16.31%


19.58%

 

 


 


 


(741)


2,438


5,626

Loans and borrowings

Interest rate increase - CDI


(283,444)


13.81%


13.05%


16.31%


19.58%

 

 


 


 


2,154


(7,086)


(16,355)

Accounts payable for business combination

Interest rate increase - CDI


(44,735)


13.81%


13.05%


16.31%


19.58%

 

 


 


 


340


(1,118)


(2,581)

Loans and borrowings

Interest rate increase - Libor


(129,830)


4.79%


5.30%


6.62%


7.95%

 

 


 


 


(659)


(2,376)


(4,103)

Loans and borrowings

Interest rate increase - SOFR


(336,966)


4.56%


5.30%


6.63%


7.95%

 

 


 


 


(2,494)


(6,975)


(11,423)

Derivatives (interest rate swap)

Interest rate increase - Libor


129,830


4.79%


5.30%


6.62%


7.95%

 

 


 


 


659


2,376


4,103

Net effect

 


 


 


(741)


(12,741)


(24,733)

 

b.            Credit Risk

Credit risk refers to the risk that a counterparty will not comply with its contractual obligations, causing the Group to incur financial losses. Credit risk is the risk of a counterparty in a business transaction not complying with an obligation provided by a financial instrument or an agreement with a client, which would cause financial loss. To mitigate these risks, the Group analyzes the financial and equity condition of its counterparties, as well as the definition of credit limits and permanent monitoring of outstanding positions.

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


The Group applies the simplified standard approach to commercial financial assets, where the provision for losses is analyzed over the remaining life of the asset.

 

In addition, the Group is exposed to credit risk with respect to financial guarantees granted to banks.

 

The Group held cash and cash equivalents of R$ 251,550 on March 31, 2023 (R$ 185,727 as of December 31, 2022) and financial investments of R$ 93,884 on March 31, 2023 (R$ 96,299 as of December 31, 2022). The cash and cash equivalents and financial investments are held with bank and financial institution counterparties, which are rated BB- to A+, based on Standard & Poor’s ratings.

 

The carrying amount of financial assets represents the maximum credit exposure. The maximum credit risk exposure on the date of the financial statements is:

 

 

March 31, 2023


December 31, 2022

Hedge financial instruments – SWAP

9,240


11,194

Cash and cash equivalents

251,550


185,727

Financial investments

93,884


96,299

Trade receivables

445,455


501,671

Contract assets

232,459


217,250

Other receivables (current and non-current)

35,493


41,923

 

1,068,081


1,054,064

 

At 31 March 2023, the exposure to credit risk for trade receivables, contract assets and other receivables by geographic region was as follows:

 

.

March 31, 2023


December 31, 2022

NAE (North America and Europe)

454,409


499,626

United States of America

365,815


426,166

Europe

88,594


73,460

LATAM (Latin America)

244,066


246,270

APJ (Asia, Pacific and Japan)

14,932


14,948

Total (Note 22)

713,407


760,844

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


c.            Liquidity risk

The Group monitors liquidity risk by managing its cash resources and financial investments.

 

Liquidity risk is also managed by the Group through its cash flow projection, which aims to ensure the availability of funds to meet the Group’s both operational and financial obligations.

 

The Group also maintains approved credit lines with financial institutions in order to adequate levels of liquidity in the short, medium and long terms.

 

The maturities of the long-term installments of the loans are described in note 13.

 

The following are the remaining contractual maturities of financial liabilities on the reporting date. The amounts are gross and undiscounted, including contractual interest payments and excluding the impact of netting agreements:

 

 

 March 31, 2023 

 

Carrying amount


Cash contractual cash flow


6 months or less


6-12 months


1-2 years


2-5 Years

Non-derivative financial liabilities

 


 


 


 


 


 

Trade payables

21,542


21,542


21,542


-


-


-

Loans and borrowings

948,324


1,130,255


189,551


97,521


245,857


597,326

Lease liabilities

56,958


64,772


15,287


8,651


16,584


24,250

Accounts payable for business combination

204,686


226,155


64,949


7,468


112,523


41,215

Contract liabilities

20,491


20,491


20,491


-


-


-

Other payables (current and non-current)

53,674


53,674


53,674


-


-


-

Derivatives

450


450


450


-


-


-

Non-derivatives financial instruments

40,052


40,052


40,052


-


-


-

 

1,346,177


1,557,391


405,996


113,640


374,964


662,791

 

 

December 31, 2022

 

Carrying amount


Cash contractual cash flow


6 months or less


6- 12 months


1-2 years


2-5 Years

Non-derivative financial liabilities

 


 


 


 


 


 

Trade payables

33,376


33,376


33,376


-


-


-

Loans and borrowings

974,231


1,176,743


146,564


107,207


273,298


649,674

Lease liabilities

62,808


70,837


13,903


11,480


17,981


27,473

Accounts payable for business combination

204,949


229,547


64,888


7,484


95,858


61,317

Contract liabilities

32,136


32,136


32,136


-


-


-

Other payables (current and non-current)

51,031


51,031


51,031


-


-


-

Derivatives

4,109


4,109


4,109


-


-


-

Non-derivatives financial instruments

35,169


35,169


35,169


-


-


-

 

1,397,809


1,632,948


381,176


126,171


387,137


738,464


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023

 

25.3            Derivative financial instruments

The Group held derivative financial instruments to hedge its foreign currency and interest rate risk exposures.

 

The Group entered into an interest rate swap transaction with the purpose of hedging the exposure to variable interest rate related to the Export Credit Note – NCE with Citibank.

 

In May 2022, the Group entered a swap operation exchanging the CDI based rate to a US$ prefixed rate, related to a portion of an Export Credit Note - NCE with Bradesco.

 

The interest rate profile of the Group’s interest-bearing financial instruments, as reported to the Group’s Management, is as follows:

 

 


March 31, 2023

Maturity


 Notional (US$)


Amount in R$


Floating rate receivable


Fixed rate payable


Fair value

07/16/2026


30,000


152,100


3-months LIBOR


3.07%


9,240

07/07/2026


-


100,000


CDI


Foreign Exchange + 4.90%


(450)

 


 


 


 


 


 8,790

 

 


December 31, 2022

Maturity


Notional (US$)


Amount in R$


Floating rate receivable


Fixed rate payable


Fair value

07/16/2026


30,000


152,100


3-months LIBOR


3.07%


11,194

07/07/2026


-


100,000


CDI


Foreign Exchange + 4.90%


(4,109)

 


 


 


 


 


 7,085

 

CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


25.4            Classification of financial instruments by type of measurement of fair value

The Group has financial instruments measured at fair value, which are qualified as defined below:

 

 

Carrying Amount


Fair value

 

March 31, 2023


December 31, 2022


March 31, 2023


December 31, 2022

Level 2

 


 


 


 

Derivatives:

 


 


 


 

  Interest rate swap

8,790


7,085


8,790


7,085

Total

8,790


7,085


8,790


7,085

Non-derivatives:

 


 


 


 

  Lease liabilities

(56,958)


(62,808)


(56,958)


(62,808)

  Loans and borrowings

(948,324)


(974,231)


(948,324)


(974,231)

  Accounts payable for business combination

(204,686)


(204,949)


(204,686)


(204,949)

Total

(1,209,968)


(1,241,988)


(1,209,968)


(1,241,988)

Total

(1,201,178)


(1,234,903)


(1,201,178)


(1,234,903)

 

Cash and cash equivalents, financial investments, trade receivables, and suppliers and other payables were not included in the table above. The Group understands that these financial instruments have no classification, as the carrying amount of these items is a reasonable approximation of fair value.


26            Related parties

 

Transactions with key management personnel

The Group paid R$ 4,540 as of March 31, 2023 (R$ 4,700 as of March 31, 2022) as direct compensation to key management personnel. These amounts correspond to the executive board compensation, related social charges and short-term benefits and are recorded under line “General and administrative expenses”.

 

The executive officers also participate in the Group's stock-based compensation program (see note 18). For the period ended on March 31, 2023, R$ 5 (R$ 12 on March 31, 2022) were recognized in the statement of profit or loss.

 

The Group has no additional post-employment obligation, as well as no other long-term benefits, such as premium leave and other severance benefits. The Group also does not offer other benefits in connection with the dismissal of its Senior Management’s members, in addition to those defined by the Brazilian labor legislation in force.


CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


27            Operating segments


Operating segments are defined based on business activities that reflect how CODM - Chief Operating Decision Maker reviews financial information for decision.

 

The Group's CODM is the Group's Board of Director. The CODM is in charge of the operational decisions of resource allocation and performance evaluation. The CODM considers the whole Group as a single operating and reportable segment, monitoring operations, making decisions on fund allocation and evaluating performance based on a single operating segment.

 

The CODM reviews relevant financial data on a consolidated basis for all subsidiaries. CODM makes decisions and regularly evaluates the performance of Group’s services as a whole in a single operational and reportable segment.

 

The table below summarizes net revenues by geographic region:

 

.

March 31, 2023


March 31, 2022

North America

282,464


203,940

Europe

54,648


37,589

LATAM (Latin America)

240,616


234,706

APJ (Asia, Pacific and Japan)

32,263


15,637

Total (Note 20)

609,991


491,872

 

Net revenues by geographic area were determined based on the country where the sale was made. The net revenue from a single customer represents 11.1% of the Company’s total net revenues as of March 31, 2023 (15.4% as of March 31, 2022).

 

Revenue by client concentration

The following table sets forth net revenue contributed by the top client, and top ten clients for the periods indicated:

.

March 31, 2023


March 31, 2022

Top client

67,425


75,831

Top 10 clients

270,461


253,427

 

Geographic information of the Group's non-current assets

The table below summarizes non-current assets, except deferred taxes, based on assets geographic location:

 

.

March 31, 2023


December 31, 2022

Brazil

811,511


819,873

Cayman

398,757


405,145

United States of America

650,799


676,167

China

1,918


2,317

Australia

2,515


2,987

United Kingdom

1,136


1,804

Canada

268


280

Portugal

625


569

Other countries

1,581


1,858

Total

1,869,110


1,911,000

 



CI&T Inc.

Unaudited condensed consolidated interim financial statements

March 31, 2023


28            Subsequent events


Share repurchase program

On May 17, 2023, the Board of Directors approved a share repurchase program with authorization to purchase up to 1.5 million of CI&T’s class A shares. The share repurchase program will have a term of 12 months, may be suspended or discontinued at any time, and does not obligate the Company to acquire any amount of common stock.



 

CI&T BOARD OF DIRECTORS APPROVES SHARE REPURCHASE PROGRAM


New York - May 19, 2023 - CI&T Inc (NYSE: CINT, “CI&T”), a global digital specialist, announces that its Board of Directors approved a share repurchase program, pursuant to which CI&T may repurchase up to 1.5 million of its outstanding class A common shares. The program was approved taking into consideration the Company's commitments to deliver shares under its stock-based compensation plan and M&A transactions.

 

CI&T may repurchase shares of its common stock from time to time through open market purchases, in privately negotiated transactions, or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions.

 

The timing and total amount of stock repurchases will depend upon business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices, and other considerations. The share repurchase program will have a term of 12 months and may be suspended or discontinued at any time. CI&T is not obligated to acquire any amount of common stock under the share repurchase program.



 

 

SIGNATURES

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

Date: May 19, 2023                                                       



CI&T Inc


By: /s/ Stanley Rodrigues


Name: Stanley Rodrigues


Title: Chief Financial Officer